SECURITIES
AND EXCHANGE COMMISSION


Washington,
DC 20549








FORM
10-K





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




For the
fiscal year ended March 31, 2009


COMMISSION
FILE NO. 000-18865


or


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




For the
transition period from ______to______





American
Resources & Development Company


(Name of
small business issuer on its charter)





Utah
              (State
      or Other Jurisdiction of Incorporation or Organization)
            
            87-0401400
              (I.R.S.
      Employer
              Identification
      Number)





5891
Sagewood


Murray,
Utah 84107





(801)
230 1030


(Address
and telephone number


of
principal executive offices and principal place of business)





Check
whether the issuer (1) filed all reports required to be filed by sections 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 o  No o





Check if
disclosure of delinquent filers pursuant 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. o




Registrant's
revenue for its most recent fiscal year: $(863,048)





On March
31, 2009 the aggregate market value of the voting stock of American Resources
& Development Company held by non-affiliates of the registrant was
approximately $466,474. There is currently a limited public market for the
registrant’s common stock.




As of
March 31, 2009 there were 466,039,666 outstanding shares of common stock, par
value $0.001.




Transitional
Small Business Format: Yes o  No o




Documents
incorporated by reference: None.










Cautionary
Notice Regarding Forward Looking Statements




“American
Resources & Development Company,” “the Company,” “we,” “us” or “our” refers
to American Resources & Development Company, a Utah corporation, and its
subsidiaries, except where otherwise indicated or required by
context.  This report contains a number of forward-looking statements
that reflect management’s current views and expectations with respect to our
business, strategies, future results and events and financial performance. All
statements made in this Annual Report other than statements of historical fact,
including statements that address operating performance, events or developments
that management expects or anticipates will or may occur in the future,
including statements related to revenues, cash flow, profitability, adequacy of
funds from operations, statements expressing general optimism about future
operating results and non-historical information, are forward looking
statements. In particular, the words “believe,” “expect,” “intend,” “
anticipate,” “estimate,” “may,” variations of such words, and similar
expressions identify forward-looking statements, but are not the exclusive means
of identifying such statements and their absence does not mean that the
statement is not forward-looking. These forward-looking statements are subject
to certain risks and uncertainties, including those discussed below. Our actual
results, performance or achievements could differ materially from historical
results as well as those expressed in, anticipated or implied by these
forward-looking statements. We do not undertake any obligation to revise these
forward-looking statements to reflect any future events or
circumstances.





Readers
should not place undue reliance on these forward-looking statements, which are
based on management’s current expectations and projections about future events,
are not guarantees of future performance, are subject to risks, uncertainties
and assumptions (including those described below) and apply only as of the date
of this report. Our actual results, performance or achievements could differ
materially from the results expressed in, or implied by, these forward-looking
statements. Factors that could cause or contribute to such differences include,
but are not limited to, those discussed below in “Risk Factors” as well as those
discussed elsewhere in this report, and the risks discussed in our press
releases and other communications to shareholders issued by us from time to time
which attempt to advise interested parties of the risks and factors that may
affect our business. We undertake no obligation to publicly update or
revise





ITEM
1.  DESCRIPTION OF BUSINESS





(a)  Company
History and Development





American
Resources & Development Company ("ARDCO" or "the Company"), formerly known
as Leasing Technology, Incorporated, was incorporated in Utah on March 21,
1983.  On February 20, 1997 it name was changed to American Resources
and Development Company.  When used throughout this document, unless
the context suggests otherwise, the "Company" refers to ARDCO and/or its
subsidiaries.




2




Leasing Technology
Incorporated





As
Leasing Technology Incorporated ("LTI”), the Company was engaged in the venture
capital business offering consulting expertise to selected business
opportunities and was engaged in developing certain residential and recreational
real estate projects.  In 1990, the Company acquired the Palm Lakes
real estate development near St. George, Utah.  In 1991, the name of
the development was changed to the Red Hawk(R) Country Club and in 1994, the
name was again changed to Red Hawk(R) International Golf & Country Club
("Red Hawk(R)").  Also in 1991, the Company purchased two residential
developments in St. George consisting of condominiums, cottages, and single
family dwelling lots known as Cotton Manor and Cotton Acres
respectively.





In
December 1992, the Company assigned all of its real estate holdings in Red
Hawk(R), Cotton Manor and Cotton Acres to Golf Ventures, Inc. “GVI”, a publicly
held Utah Corporation, in exchange for 3,273,728 shares of GVI common stock,
which represented approximately 86% of GVIC's total outstanding shares. GVI
further agreed to assume all obligations related to the acquired real
estate.





Until
December, 1997, GVI's assets consisted of the Red Hawk International Golf &
Country Club (hereinafter "Red Hawk"), Cotton Manor, and Cotton Acres, real
estate developments located near St. George, Utah.  In November 1997,
GVI merged with Golf Communities of America “GCA”.   Golf
Communities of America was the controlling company in this merger and subsequent
to the merger the combined company’s name changed to Golf Communities of America
(“GCA”).  This merger resulted in a less than 20% ownership in GVA by
the Company.  In 1999 GCA filed Chapter 11 bankruptcy which was
subsequently changed to Chapter 7.  Since that time the Company’s
investment in GCA has been valued at $-0-.





Amendment to Articles of
Incorporation increasing capitalization to 500,000,000
shares:





On May
10, 2004 the company amended its articles of incorporation to increase its
capitalization to 500,000,000 shares with a par value of $0.001 per
share.





(b)   Business
of the Company:





On June
15th, 2004
the company acquired Springfield Finance & Mortgage, LLC (“SFM”) from
Springfield Investments, Inc., a shareholder of the Company, in exchange for
12,500,000 shares of its common stock.  SFM was in the business of
providing financing for new home construction.




3




The
Company, through SFM, has provided financing for real estate development and new
home construction, in Washington County, Utah by making loans secured by first
trust deeds.  The Company has loaned money to contractors who are
building new homes and to developers who require financing to develop raw
acreage into sub-divisions.  In addition to being secured by first
trust deeds, all loans have required that borrowers have full insurance coverage
on every project being financed.  The Company ceased engaging in real
estate financing activities during the year ended March 31, 2007.





(c)
Investment Policies





By March
31, 2007, the real estate market in Washington County, Utah had slowed
considerably so the Company terminated its business of providing financing for
real estate development; and focused on investing in the ‘Futures Option
market’.  On April 18, 2007 the Company opened account number
396-44607 with Infinity Brokerage Services, 111 W Jackson Blvd., Suite 2010,
Chicago, IL 60604; and engaged the services of Michael Douglas, MSI Trading, 735
Kari Ct., Byron, IL 61010; to assist in trading Option contracts in the S &
P 500 Futures market.  On May 31, 2007, the account at Infinity was
transferred to Brewer Futures Group, LLC, 200 S. Michigan Avenue, 21st Floor,
Chicago, IL 60604.





There are
no limitations on the percentage of the Company’s assets which the Company may
invest in any one investment, or type of investment.  Any Company
policy regarding such investments may be changed without a vote of the Company’s
shareholders.  It is the Company’s policy to make investments
primarily for income, though assets also may be acquired for possible capital
gain.





(d)
Description of the Option Contracts the Company has invested in:





Our
investment goal is to take advantage of trading the RANGE of the market rather
than the DIRECTION of the market. Significantly Out-of-the-Money Call and Put
Option contracts on the S&P 500 Futures (the underlying) market are
sold with 30 to 40 days remaining prior to each monthly
expiration. We take advantage of the time decay of these
Out-Of-The-Money options as the market stays between the two selected Strike
Price levels. This strategy is called The Short
Strangle.  In Option language it is called a "Combination Write".
The profit is earned through the time decay of the option
contracts (Sell High then Buy Back Low). These positions are closed
out and reset after each monthly expiration, thus there are
approximately 12 trades each year. The 30 day liquidity allows us to properly
analyze the recent trading range to keep pace with the ever changing value of
the S&P 500 Futures price. The re-positioning of the range for the next
month is a critical component in controlling risk. From a cash
management perspective this concept provides excellent liquidity. Call Option
Strike Prices are usually sold 100 pts. ABOVE the value of the
underlying while Put Option Strike Prices are usually sold 125 pts. BELOW
the underlying.




4




Our
Executive Offices




The
Company’s principal offices are located at 5891 Sagewood, Murray,
Utah  84107, which is the residence of Thomas Stamos, the company’s
president.   The Company’s president allows the Company to use
space at that location for no charge.  The space and use of the
facilities located at that address are donated to the Company by its
president.





Business
Strategy




The
Company believes that one of the easiest way to be consistently successful in
the financial markets is to trade the S & P 500 Futures Options – ‘Short
Strangle Strategy’.  Rather than buying a stock and hoping it goes up
or picking the range that the stock will most likely trade in during a
short period of time, the Company believes that to reduce stress and anxiety and
insure the highest probability of success is to trade the range.




The Short
Strangle Strategy allows the opportunity to trade the RANGE of the S&P
500 market rather than the DIRECTION using Options contracts. If the market
stays between the range of the market price selected, the desired profit is
earned.   The Company wants to sell high Strike Price Call
Options while at the same time selling low Strike Price Put Options. The time
decay of the sold Option contracts value during the length of time the trade is
open is where the profit comes from. We use S&P 500 Futures
Options because there is more volume and liquidity in the S&P 500 Futures
Option market and because this is the market the Institutions (Mutual Funds
and Brokerage firms) use for hedging their stock portfolios.




To
maintain liquidity for cash management requirements, the positions are reset
EVERY 30 days after the Monthly Expirations of the Option positions. This also
allows us to analyze the S&P 500 Futures trading range from
the previous 30 days to assist us in setting the anticipated trading range
for the next 30 days. We always keep pace with the market. Remember, the market
is ALWAYS right. It is the investor’s opinion of the market that will be
wrong.





We sell
S&P 500 Futures Options, out-of-the-money, (75 to 100 pts. from the
underlying) using 30 day or 60 day Call and Put options in combination,
known as a “Combo” as a naked (uncovered) position. The Call Leg and the
Put Leg have to be monitored daily due to the risk exposure. However, the
risk can be minimized by rolling up or down using the same expiration date
should the trade get in trouble (2 pt. Stop Loss to roll the position). At
times, rolling up or down can actually yield a greater profit.  Many
Wall Street Institutions do this with their own money. The goal is to
earn 4 pts. per month. Each point is worth $250.  Each
"combination" of a Call and a Put being sold costs approximately $9,500 in
margin for the retail customer at most brokerage firms.




This is a
high maintenance strategy where the risk has to be monitored intraday. To offset
any overnight catastrophe, a Long Put position may be established each
day 125 pts.  O-T-M. It is then sold the following morning at a breakeven
goal. Due to the nature of S&P 500 Futures Options, where they are pit
traded, it is somewhat easy to get "your price".




5




There are
two types of S&P 500 Options. The first being the S&P 500 Index
(symbol SPX) otherwise known as the "cash market." Its Options trade at a
value $100 per point. Its value is always below that of the S&P 500
Futures value until they reach the quarterly expiration date on the
3rd Friday (AM) in March, June, September and December. At
expiration, they will have the same value. The second type is the
S&P 500 Futures (quarterly symbols of SP_H, M, U, Z). Its Options trade
at a value of $250 per point.




Our
Strengths





We
believe our competitive strengths will include:  Utilizing the MSI
Market Trading systems developed by Michael S. Douglas who will personally be
advising us and recommending all trades. We have given Mr. Douglas Power of
Attorney to trade our accounts; and, we pay him a five (5%) percent fee on each
month’s net profits.  Mr. Douglas has over 20 years in the financial
investment field. He has built a strong foundation which we believe can
truly assist the company.  Mike has extensive experience in the
financial markets, specializing in financial derivatives, as well as financial
planning. These are all skills that he applies to educating and consulting his
clients. MSI, will provide the company  with unparalleled investment
opportunities. Mike brings his philosophy that personal service is a top
priority. He believes in working very closely with clients to ensure they get
the best returns to meet their short term and long term financial objectives.
Mike has educated hundreds of satisfied clients over the years. His direct
line is 815-520-7119.





RISK
FACTORS





The
following factors affect our business and the industry in which it
operates.  The risks and uncertainties described below are not the
only ones we face.  Additional risks and uncertainties not presently
known or that we currently consider immaterial may also have an adverse effect
our business.  If any of the maters discussed in the following risk
factors were to occur; our business, financial condition, results of operations,
cash flows, or prospects could be materially adversely affected.





Risks
Relating to our Business





Futures
and options trading involve substantial risk and we are advised that they may
not be suitable for every investor. The valuation of futures and options may
fluctuate, and, as a result, the Company may lose more than its original
investment. The impact of seasonal and geopolitical events is factored into
market prices. Past results are no indication of future performance. Information
from whatever source is in no way guaranteed. No guarantee of any kind is
implied or possible where projections of future conditions are
attempted.





The
company attempts to minimize its investment risks by:




1.
              Daily
      monitoring of the S & P 500 market as well as all other related
      markets that may have an impact on all trades.  This is done by
      both Company employees as well as Michael Douglas, our trading advisor
      whose experience and expertise we rely on.  In the event any
      trade may be in trouble of loosing we always either roll up or roll down
      the open positions
accordingly.


2.
              Maintaining
      ‘Margin amounts’ in excess of those require by either the Brokerage Firm
      or the Chicago Board of
Trade


3.
              Purchasing
      offsetting ‘Puts’ and ‘Calls’ whenever deemed
    necessary.


6


Risks
Related to Our Common Stock





There
is currently no market for our securities, and there are substantial
restrictions on the transferability of our securities.





There is
currently a limited market for our common stock.  Accordingly,
purchasers of the shares will be required to bear the economic consequences of
holding such securities for an indefinite period of time.  An active
trading market for our common stock may not ever develop.  Any trading
market that does develop may be volatile and significant competition to sell our
common stock in any such trading market may exist which could negatively affect
the price of our common stock.  As a result, the value of our common
stock may decrease.  Additionally, if a trading market does develop,
such market may be highly illiquid, and our common stock may trade at a price
that does not accurately reflect the underlying value of our net assets or
business prospects.  Investors are cautioned not to rely on the
possibility that an active trading market may develop or in the prices at which
our stack may trade in any market that does develop in making an investment
decision.





We
presently do not intend to pay cash dividends on our stock.





We
currently anticipate that no cash dividends will be paid on any of our stock in
the foreseeable future.  While our dividend policy will be based on
the operating results and capital needs of the business, it is anticipated that
all earnings, if any, will be retained to finance future expansion of our
business. Our
officers and directors control approximately 12.7% of our common
stock.




ITEM
2. DESCRIPTION OF PROPERTY.





The Company’s principal offices are
located at 5891 Sagewood, Murray, Utah  84107, which is the residence
of Thomas Stamos, the company’s president.   The Company’s
president allows the Company to use space at that location for no
charge.  The space and use of the facilities located at that address
are donated to the Company by its president.





ITEM 3: LEGAL
PROCEEDINGS.




We are
not currently a party to any legal proceedings.




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




No
meetings were held in during the fiscal years ended March 31, 2009 and
2008.




7




PART
II





ITEM
5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS
ISSUER PURCHASES OF EQUITY SECURITIES





PRICE
RANGE OF OUR COMMON STOCK AND DIVIDEND POLICY





As of
March 31, 2009 there were 467,039,666 shares of our common stock outstanding,
held by approximately 1,339 shareholders of record, including shares held in
street name. Our common stock is quoted on the Pink Sheets ‘Grey Market’ under
the symbol “ADCO.”  The following table sets forth, for the periods
indicated, the high and low bids for our common stock; the bids reflect
inter-dealer prices, without retail mark-up, mark-down or commission and may not
represent actual transactions.  The last reported bid for our common
stock through March 31, 2009 was $0.001 per share.




Fiscal
      Year Ended March 31, 2009First
      Quarter
            
            $
            0.001
            
            
            $
            0.001Second
      Quarter
            
            
            0.001
            
            
            
            0.001Third
      Quarter
            
            
            0.001
            
            
            
            0.001Fourth
      Quarter
            
            
            0.001
            
            
            
            0.001Fiscal
      Year Ended March 31, 2008First
      Quarter
            
            $
            0.001
            
            
            $
            0.001Second
      Quarter
            
            
            0.001
            
            
            
            0.001Third
      Quarter
            
            
            0.001
            
            
            
            0.001Fourth
      Quarter
            
            
            0.001
            
            
            
            0.001





Fiscal
      Year Ended March 31, 2007First
      Quarter
            
            $
            0.001
            
            
            $
            0.001Second
      Quarter
            
            
            0.001
            
            
            
            0.001Third
      Quarter
            
            
            0.001
            
            
            
            0.001Fourth
      Quarter
            
            
            0.001
            
            
            
            0.001





The stock
market has from time to time experienced significant price and volume
fluctuations that are unrelated to the operating performance of particular
companies. Like the stock prices of other small companies, the market price of
our common stock may in the future be, subject to significant
volatility.




1.
            Market
      Information





The
Company’s common stock is currently traded on the “Pink Sheets”, and previously
has been traded on the Bulletin Board.   It is the Company’s
understanding that the Company must be current on its filings with the
Commission prior to reapplying for an OTCBB trading symbol.




8




There has been no active market for the
Company's stock in the last two years; although it continues to be reported on
the Pink Sheets.  Accordingly, the Company has no range of high and
low bid prices for the Company's common stock to report.





2.
            Holders





There
were approximately 1,339 shareholders of record of the Company's common stock as
of March 31, 2009.    Of the 467,039,666shares
issued and outstanding as of March 31, 2009, 464,513,702  shares are considered
‘investment stock’ and 45,225 shares are considered ‘control
stock’.  They are all restricted.  They have all been
held for more than one (1) year and would be available for sale under Rule
144.





3.
            Dividends





The Company has never paid cash
dividends on its stock and does not intend to do so in the foreseeable
future.  The Company currently intends to retain its earnings for the
operation and expansion of its business.  The Company's continued need
to retain earnings for operations and expansion are likely to limit the
Company's ability to pay dividends in the future.





4.
            Options
      and Warrants





There are no outstanding options or
warrants to purchase additional shares of the Company’s common
stock.





5.
            "Penny
      Stock"





The
Company’s common stock is a "penny stock" as defined by the rules and
regulations promulgated by the Securities and Exchange
Commission.  Pursuant to Section 3(a)(51)(A) of
the  Exchange Act of 1934, as amended, any equity security is
considered to be a "penny stock" unless that security is:





S
            Registered
      and traded on a national securities exchange meeting specified SEC
      criteria;





S
            authorized
      for quotation on NASDAQ;


S
              issued
      by a registered investment company;


S
            excluded,
      on the basis of price of the issuer's net tangible assets, from the

                definition
      of the term by SEC rule; or





S
            exempted
      from the definition by the SEC.




9




Currently, the Company's common stock
does not fall within any of these non-penny stock categories.





The
Commission's rules and regulations impose disclosure, reporting and
other  requirements on brokers-dealers in penny stock
transactions.  In summary, these requirements are as
follows:





Brokers
and dealers, prior to effecting any penny stock transactions, must provide
customers with a document that discloses the risks of investing in the penny
stock market. Section 15(g)(2) requires such risk disclosure documents
to:





S
            contain
      a description of the nature and level of risk involved in the penny stock
      market;





S
            fully
      describe the duties of the broker-dealer to the customer, and the rights
      and remedies available;





S
            explain
      the nature of "bid" and "ask" prices in the penny stock
      market;





S
            supply
      a toll-free telephone number to provide information on disciplinary histories;





S
            describe
      all significant terms used in the risk disclosure
  document.





Also, prior to the transaction, the
broker-dealer must obtain from the customer a manually signed and dated written
acknowledgment of receipt of the disclosure document.  The
broker-dealer is required to preserve a copy of the acknowledgment as part of
its records.





Brokers
and dealers must disclose the bid and ask prices for penny stocks, the number of
shares to which the prices apply, and the amount and description of any
compensation received by the broker or dealer.  Also, brokers and
dealers are to provide each customer whose account contains penny stocks with a
monthly statement indicating the market value of those stocks.





ITEM
6.  MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION





Statements
contained herein that are not historical facts are forward-looking statements,
as that term is defined by the Private Securities Litigation Reform Act of
1995.  Although the Company believes that expectation reflected in
such forward-looking statements are reasonable, the forward-looking statements
are subject to risks and uncertainties that could cause results to differ from
those projected.  The Company cautions investors that any
forward-looking statements made by the Company are not guarantees of future
performance and that actual results may differ materially from those in the
forward-looking statements.  Such risks and uncertainties include,
with limitation: well established competitors who have substantially greater
financial resources and longer operating histories, changes in the regulatory
environment in which the Company competes, and access to sources of
capital.




10




Internal Control
  Our
management is responsible for establishing and maintaining adequate internal
control overfinancial
reporting.  Internal
control overfinancial
reportingis defined
in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange Act of
1934 as a process designed by, or under the supervision of, the company’s
principal executive and principal financial officers and effected by the
company’s board of directors, management and other personnel, to provide
reasonable assurance regarding the reliability offinancial reportingand the preparation of financial
statements for external purposes in accordance with accounting principles
generally accepted in the United States of America and includes those policies
and procedures that:
  1.
              Pertain to the maintenance of records that in
      reasonable detail accurately and fairly reflect the transactions and
      dispositions of the assets of the
  company;
  2.
              Provide reasonable assurance that transactions are
      recorded as necessary to permit preparation of financial statements in
      accordance with accounting principles generally accepted in the United
      States of America and that receipts and expenditures of the company are
      being made only in accordance with authorizations of management and
      directors of the company;
and
  3.
              Provide reasonable assurance regarding prevention
      or timely detection of unauthorized acquisition, use or disposition of the
      company’s assets that could have a material effect on the financial
      statements.
  Because of
its inherent limitations, internal control overfinancial reportingmay not prevent or detect
misstatements.  Projections of any evaluation of effectiveness to future
periods are subject to the risk that controls may become inadequate because of
changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.  All internal control systems, no matter how
well designed, have inherent limitations.  Therefore, even those systems
determined to be effective can provide only reasonable assurance with respect to
financial statement preparation and presentation.  Because of the inherent
limitations of internal control, there is a risk that material misstatements may
not be prevented or detected on a timely basis by internal control overfinancial
reporting. However, these
inherent limitations are known features of thefinancial reportingprocess.  Therefore, it is
possible to design into the process safeguards to reduce, though not eliminate,
this risk.
  As of March
31, 2009, management assessed the effectiveness of our internal control overfinancial
reportingbased on
the criteria for effective internal control overfinancial reportingestablished in Internal
Control--Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission ("COSO") and SEC guidance on conducting
such assessments.  Based on that evaluation, management has concluded that,
during the period covered by this report, such internal controls and procedures
were not effective to detect the inappropriate application of US GAAP rules as
more fully described below.  This was due to deficiencies that existed in
the design or operation of our internal controls overfinancial reportingthat adversely affected our
internal controls and that may be considered to be material
weaknesses.
  The matters involving internal controls and procedures
that our management considered to be material weaknesses under the standards of
the Public Company Accounting Oversight Board were: (1) lack of a functioning
audit committee due to a lack of a majority of independent members and a lack of
a majority of outside directors on our board of directors, resulting in
ineffective oversight in the establishment and monitoring of required internal
controls and procedures; (2) inadequate segregation of duties consistent with
control objectives; and (3) ineffective controls over period end financial
disclosure and reporting processes.  The aforementioned material weaknesses
were identified by our Chief Financial Officer in connection with the review of
our financial statements as of March 31, 2008.
  Management believes that the material weaknesses set
forth in items (2) and (3) above did not have an effect on our financial
results.  However, management believes that the lack of a functioning audit
committee and the lack of a majority of outside directors on our board of
directors results in ineffective oversight in the establishment and monitoring
of required internal controls and procedures, which could result in a material
misstatement in our financial statements in future periods.
  This annual
report does not include an attestation report of the Corporation's registered
public accounting firm regarding internal control overfinancial reporting.  Management's report was not
subject to attestation by the Corporation's registered public accounting firm
pursuant to temporary rules of the SEC that permit the Corporation to provide
only the management's report in this annual
report.
  Changes in
Internal Control overFinancial
Reporting
  There were
no changes in our internal control overfinancial reportingthat occurred during our most
recent fiscal year that have materially affected, or are reasonably likely to
materially affect, our internal control overfinancial reporting.




11




Plan
of Operation





The
Company is no longer engaged in the construction finance industry which
generated revenues during the years prior to March 31,
2007.  Accordingly, the Company’s plan of operation for its current
year is to take advantage of trading the RANGE of the S & P 500 Futures
Market





The
Company intends, through its wholly owned subsidiary, Springfield Finance and
Mortgage Company, LLC (“SFMC”), to take advantage of intraday price momentum
changes by executing trades from both the Long (buy) side and the Short (sell)
side.  To accomplish this, we have engaged the services of Michal
Douglas, to whom we pay a fee equal to five (5%) percent of each months net
profits. Douglas uses a technical market indicator known as the DMI (Directional
Momentum Indicator) developed by Welles Wilder in 1976 which tells us when to
“buy” the market or “sell” the market as an opening position.  We
further filter this indicator with the TICK Indicator before we
execute any trade. The TICK gives an immediate check of the "pulse" of the
market. The market we trade in is the S&P 500 E-Mini Futures which is
tradable 23.5 hours each day and has the best price liquidity for trade
efficiency.  The S&P 500 E-Mini trades on average over 2 million
contracts per day.





The
Company will continue to finance its operations, from profits heretofore
realized from its real estate financing; profits expected from its trading
operations; and, loans from one third party.  This third party is a
shareholder of the Company.





While the
company has found that loans from one third party are currently available, it is
possible that such third party loans may not be available in the
future.  In that event, the Company’s ability to make large
investments in the Futures markets could be substantially
impaired.  Investors and shareholders should be aware of the
significant risks the company undertakes in funding its operations by receiving
and relying on third-party loans for investment; and, also that Futures and
options trading involves substantial risk and may not be suitable for every
investor and / or shareholder. The valuation of futures, and options may
fluctuate, and, as a result, the Company may lose more than its original
investment..




The Company’s actual operating costs
for the next year should be minimal.  The Company intends to use 2
part-time employees as part of its operations.  Management anticipates
that operating costs for the first twelve (12) months will total approximately
$18,000.00.  Such costs shall be paid for from profits it receives
from its investments in the Futures option market.





12





Results
of Operations





For the
Period from March 31, 2008 through March 31, 2009.





Revenues
from continuing operations for the years ended March 31, 2009 and 2008 were
$(863,0480 and $1,803,812 respectively. 100% of the revenues earned in the
current year were the result of the Company’s investment short strangle
strategy, whereas revenues from the prior year resulted primarily from real
estate financing and development





Total
operating expenses for the period ending March 31, 2009 were $546,224, compared
to $259,305 in for the fiscal year ended March 31, 2008.  This
increase in operating expenses was largely the result of the Company’s election
to fully impair its investment in BC Oil, resulting in an impairment expense of
$315,482.  We reported net loss of $1,339,667, or $0.00 per share, for
the period ended March 31, 2009, an decrease of $3,163,410 from the net income
of $1,823,743, or $0.00 per share, reported for the year ended March 31, 2008.
The decrease in net income for the year ended March 31, 2009 was largely a
result of losses from the Company’s short-term investments.





Liquidity
and Capital Resources





At March
31, 2009, we had cash on hand of $6,954, and short-term investments in the
amount of $2,021,803.  We believe that current cash on hand is not
sufficient to satisfy our cash requirements for the next twelve months, which we
estimate to be approximately $600,000.  Due to the fact that our
limited operations have not generated cash flow sufficient to cover ongoing
business expenses and/or we purchase additional equipment, we may have to rely
on our directors, or on outside sources, to provide additional funds. However,
we have no agreements with anyone to provide future funds to our Company. If our
directors are unable to provide future funding, if the need arises, we may have
to look at alternative sources of funding. Presently we are attempting to raise
funds through a private placement of our shares of common stock. We do not have
any firm commitments from third parties to provide funding, and there is no
assurance that such funds will be available or, that even if they are available,
that they will be available on terms that will be acceptable to us. In the event
we are unable to secure necessary future funding, we may have to curtail our
business or cease operations completely.





As
reported by the Company’s auditors in Note 5 of our audited financial
statements, the Company has not established revenues sufficient to cover its
operating costs and allow it to continue as a going concern.





At March
31, 2009, we had total assets of $2,046,257 and stockholders' equity of
$2,046,092.




13




Net
Operating Loss





We have
accumulated approximately $9,974,770 of net operating loss carryforwards as of
March 31, 2009, which may be offset against taxable income and income taxes in
future years. The use of these losses to reduce future income taxes will depend
on the generation of sufficient taxable income prior to the expiration of the
net operating loss carryforwards. The carry-forwards expire in the year 2029. In
the event of certain changes in control, there will be an annual limitation on
the amount of net operating loss carryforwards which can be used. No tax benefit
has been reported in the financial statements for the year ended March 31, 2009
because there is a 50% or greater chance that the carryforward will not be used.
Accordingly, the potential tax benefit of the loss carryforward is offset by a
valuation allowance of the same amount.





Forward
Looking and Cautionary Statements





This
report, including the sections entitled "Business," "Risk Factors" and
"Management's Discussion and Analysis or Plan of Operations" contains
forward-looking statements. These statements relate to future events or our
future financial performance and involve known and unknown risks and
uncertainties. These factors may cause our company's or our industry's actual
results, levels of activity, performance or achievements to be materially
different from those expressed or implied by the forward- looking statements.
These risks and other factors include those listed under "Risk Factors" and
elsewhere in this report. In some cases, you can identify forward-looking
statements by terminology such as "may," "will" "should," "expects," "intends,"
"plans," anticipates," "believes," "estimates," "predicts," "potential,"
"continue," or the negative of these terms or other comparable
terminology.





You
should be aware that a variety of factors could cause actual results to differ
materially from the anticipated results or other matters expressed in
forward-looking statements. These risks and uncertainties, many of which are
beyond our control, include:





·
            the
      sufficiency of existing capital resources and our ability to raise
      additional capital to fund cash requirements for future
      operations;·
            uncertainties
      following any successful acquisition or merger related to the future rate
      of growth of our business and acceptance of our products and/or
      services;·
            volatility
      of the stock market, particularly within the technology sector;
      and·
            general
      economic conditions.




Although
we believe the expectations reflected in these forward-looking statements are
reasonable, such expectations cannot guarantee future results, levels of
activity, performance or achievements.





You are
cautioned that any forward-looking statements are not guarantees of future
performance and are subject to risks and uncertainties. Actual results may
differ materially from those included within the forward-looking statements as a
result of various factors. Cautionary statements in the risk factors section and
elsewhere in this report identify important risks and uncertainties affecting
our future, which could cause actual results to differ materially from the
forward-looking statements made in this report.




14




Recent
Accounting Pronouncements





SFAS No. 157,Fair
Value Measurements-This Statement does not require any new fair value measurements, but
rather, it provides enhanced guidance to other pronouncements that require or
permit assets or liabilities to be measured at fair value. However, the
application of this Statement may change how fair value is determined. The
Statement is effective for financial statements issued for fiscal years
beginning after November 15, 2007, and interim periods within those fiscal
years. As of December 1, 2007 the FASB has proposed a one-year deferral for the
implementation of the Statement for nonfinancial assets and nonfinancial
liabilities that are recognized or disclosed at fair value in the financial
statements on a nonrecurring basis. The implementation of this pronouncement had
no material effect on the Company’s financial statements.




SFAS No. 158,Employers’
Accounting for Defined Benefit Pension and Other Postretirement Plans - an
amendment of FASB Statements No. 87, 88, 106, and 132(R)-This Statement requires
that employers measure plan assets and obligations as of the balance sheet date.
This requirement is effective for fiscal years ending after December 15, 2008.
The other provisions of the Statement were effective as of the end of the fiscal
year ending after December 15, 2006, for public companies. The implementation of
this pronouncement had no material effect on the Company’s financial
statements.





SFAS No. 159,The Fair
Value Option for Financial Assets and Financial Liabilities - Including an
amendment of FASB Statement No. 115- This Statement provides
all entities with an option to report selected financial assets and liabilities
at fair value. The Statement is effective as of the beginning of an entity’s
first fiscal year beginning after November 15, 2007, with early adoption
available in certain circumstances. The implementation of this pronouncement had
no material effect on the Company’s financial statements.





SFAS No. 160,Noncontrolling
Interests in Consolidated Financial Statements—an amendment of ARB No.
51.  This statement amends ARB 51 to establish accounting and
reporting standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in
a subsidiary is an ownership interest in the consolidated entity that should be
reported as equity in the consolidated financial statements. Before this
statement was issued, limited guidance existed for reporting noncontrolling
interests. As a result, considerable diversity in practice existed. So-called
minority interests were reported in the consolidated statement of financial
position as liabilities or in the mezzanine section between liabilities and
equity. This statement improves comparability by eliminating that diversity.
This statement is effective for fiscal years, and interim periods within those
fiscal years, beginning on or after December 15, 2008 (that is, January 1, 2009,
for entities with calendar year-ends). Earlier adoption is prohibited. The
effective date of this statement is the same as that of the related Statement
141 (revised 2007).  It is not believed that this will have an impact
on the Company’s financial position, results of operations or cash
flows.




15




SFAS No. 161,Disclosures
about Derivative Instruments and Hedging Activities—an amendment of FASB
Statement No. 133.This standard
requires companies to provide enhanced disclosures about (a) how and why an
entity uses derivative instruments, (b) how derivative instruments and related
hedged items are accounted for under Statement 133 and its related
interpretations, and (c) how derivative instruments and related hedged items
affect an entity’s financial position, financial performance, and cash flows.
This Statement is effective for financial statements issued for fiscal years and
interim periods beginning after November 15, 2008, with early application
encouraged. The Company does not expect this pronouncement to have a material
impact on its financial position, results of operations or cash
flows.





SFAS No. 163, “Accounting
for Financial Guarantee Insurance Contracts-and interpretation of FASB Statement
No. 60”.SFAS No. 163 clarifies
how Statement 60 applies to financial guarantee insurance contracts, including
the recognition and measurement of premium revenue and claims liabilities. This
statement also requires expanded disclosures about financial guarantee insurance
contracts. SFAS No. 163 is effective for fiscal years beginning on or after
December 15, 2008, and interim periods within those years. SFAS No. 163 has no
effect on the Company’s financial position, statements of operations, or cash
flows at this time.





SFAS No. 162, “The
Hierarchy of Generally Accepted Accounting Principles”.SFAS No. 162 sets forth
the level of authority to a given accounting pronouncement or document by
category. Where there might be conflicting guidance between two categories, the
more authoritative category will prevail. SFAS No. 162 will become effective 60
days after the SEC approves the PCAOB’s amendments to AU Section 411 of the
AICPA Professional Standards. SFAS No. 162 has no effect on the Company’s
financial position, statements of operations, or cash flows at this
time.





EITF 03-6-1,Determining
Whether Instruments Granted in Share-Based Payment Transactions Are
Participating Securities, (“FSP EITF 03-6-1”). FSP
EITF 03-6-1 addresses whether instruments granted in share-based payment
transactions are participating securities prior to vesting, and therefore need
to be included in the computation of earnings per share under the two-class
method as described in FASB Statement of Financial Accounting Standards
No. 128, “Earnings per Share.” FSP EITF 03-6-1 is effective for financial
statements issued for fiscal years beginning on or after December 15, 2008
and earlier adoption is prohibited. We are not required to adopt FSP EITF
03-6-1; neither do we believe that FSP EITF 03-6-1 would have material effect on
our consolidated financial positionand results of
operations if adopted.





16




SOP No. 07-01,Clarification
of the Scope of the Audit and Accounting Guide “Investment Companies” and
Accounting by Parent Companies and Equity Method Investors for Investments in
Investment Companies- SOP 07-01 provides guidance for determining whether an entity is within
the scope of the AICPA Audit and Accounting Guide Investment Companies.The
provisions of the SOP are effective for fiscal years beginning on or after
December 15, 2007, with earlier application encouraged. As of December 1, 2007
the FASB has proposed an indefinite deferral of this SOP. The implementation of
this pronouncement had no effect on the Company’s financial
statements.





EITF
Issue No. 06-1, Accounting for Consideration Given by a Service Provider to a
Manufacturer or Reseller of Equipment Necessary for an End-Customer to Receive
Service from the Service Provider-This consensus concludes
that if the consideration given by a service provider to a manufacturer or
reseller (that is not a customer of the service provider) can be linked
contractually to the benefit received by the service provider's customer, the
service provider should account for the consideration in accordance with EITF
Issue 01-9. The consensus is effective for the first annual reporting period
beginning after June 15, 2007. The implementation of this pronouncement had no
effect on the Company’s financial statements.





EITF
Issue No. 06-4, Accounting for Deferred Compensation and Postretirement Benefit
Aspects of Endorsement Split-Dollar Life Insurance Arrangements-This consensus concludes
that for a split-dollar life insurance arrangement within the scope of this
Issue, an employer should recognize a liability for future benefits in
accordance with FASB Statement No. 106 (if, in substance, a postretirement
benefit plan exists) or APB Opinion No. 12 (if the arrangement is, in substance,
an individual deferred compensation contract) based on the substantive agreement
with the employee. The consensus is effective for fiscal years beginning after
December 15, 2007, with early application permitted. The implementation of this
pronouncement had no effect on the Company’s financial statements.





EITF
Issue No. 06-8, Applicability of the Assessment of a Buyer's Continuing
Investment under FASB Statement No. 66, “Accounting for Sales of Real Estate”,
for Sales of Condominiums-This consensus concludes
that an entity is required to evaluate the adequacy of a buyer’s initial and
continuing investment for purposes of determining whether it is appropriate to
recognize profit from a real estate sale involving a condominium unit or
time-sharing interest under the percentage-of-completion method under Statement
No. 66. The consensus is effective for the first annual reporting period
beginning after March 15, 2007. The implementation of this pronouncement had no
effect on the Company’s financial statements.




EITF
Issue No. 06-10, Accounting for Collateral Assignment Split-Dollar Life
Insurance Arrangements-In this Issue, a consensus was reached that an employer should recognize
a liability for the postretirement benefit related to a collateral assignment
split-dollar life insurance arrangement in accordance with either FASB Statement
No. 106 or APB Opinion No. 12, as appropriate, if the employer has agreed to
maintain a life insurance policy during the employee's retirement or provide the
employee with a death benefit based on the substantive agreement with the
employee. A consensus also was reached that an employer should recognize and
measure an asset based on the nature and substance of the collateral assignment
split-dollar life insurance arrangement. The consensuses are effective for
fiscal years beginning after December 15, 2007, including interim periods within
those fiscal years, with early application permitted. The implementation of this
pronouncement had no effect on the Company’s financial statements.




17




EITF
Issue No. 06-11, Accounting for Income Tax Benefits of Dividends on Share-Based
Payment Awards-In this Issue, a consensus was reached that a realized income tax benefit
from dividends or dividend equivalents that are charged to retained earnings and
are paid to employees for equity-classified nonvested equity shares, nonvested
equity share units, and outstanding equity share options should be recognized as
an increase in additional paid-in capital. This Issue should be applied
prospectively to the income tax benefits that result from dividends on
equity-classified employee share-based payment awards that are declared in
fiscal years beginning after December 15, 2007, and interim periods within those
fiscal years. Early application is permitted. The implementation of this
pronouncement had no effect on the Company’s financial statements.





EITF
Issue No. 07-3, Accounting for Nonrefundable Advance Payments for Goods or
Services Received for Use in Future Research and Development
Activities-In
this Issue, a consensus was reached that nonrefundable advance
payments for future research and development activities should be deferred and
capitalized. This Issue is effective for financial statements issued for fiscal
years beginning after December 15, 2007, and interim periods within those fiscal
years. Early application is not permitted. The implementation of this
pronouncement had no effect on the Company’s financial statements.





FSP No.
FAS 158-1, Conforming Amendments to the Illustrations in FASB Statements No. 87,
No. 88, and No. 106 and to the Related Staff Implementation Guides-This FSP provides
conforming amendments to the illustrations in FASB Statements No. 87, 88, and
106 and to related staff implementation guides as a result of the issuance of
FASB Statement No. 158. The conforming amendments made by this FSP are effective
as of the effective dates of Statement No. 158. The unaffected guidance that
this FSP codifies into Statements No. 87, 88, and 106 does not contain new
requirements and therefore does not require a separate effective date or
transition method. The implementation of this pronouncement had no effect on the
Company’s financial statements.





FSP No.
FIN 39-1, Amendment of FASB Interpretation No. 39-This FSP amends FASB
Interpretation (FIN) No. 39, Offsetting of Amounts Related to
Certain Contracts,to permit a reporting entity to offset fair value
amounts recognized for the right to reclaim cash collateral or the obligation to
return cash collateral against fair value amounts recognized for derivative
instruments executed with the same counterparty under the same master netting
arrangement that have been offset in accordance with paragraph 10 of FIN 39. The
guidance in this FSP is effective for fiscal years beginning after November 15,
2007, with early application permitted. The implementation of this pronouncement
had no effect on the Company’s financial statements.




FSP No.
FIN 46(R)-7, Application of FASB Interpretation No. 46(R) to Investment
Companies-This
FSP addresses the application of FASB Interpretation (FIN) No. 46 (revised
December 2003), Consolidation
of Variable Interest Entities, by an entity that accounts for its
investments in accordance with the specialized accounting guidance in the AICPA
Audit and Accounting Guide, Investment Companies. The
provisions of the FSP are effective when the entity adopts SOP 07-01. The
implementation of this pronouncement had no effect on the Company’s financial
statements.




18




SEC
Staff Accounting Bulletin No. 109, Written Loan Commitments Recorded at Fair
Value Through Earnings-SAB 109
expresses the current view of the staff that the expected net future cash flows
related to the associated servicing of the loan should be included in the
measurement of all written loan commitments that are accounted for at fair value
through earnings.  SEC registrants are expected to apply the views in
Question 1 of SAB 109 on a prospective basis to derivative loan commitments
issued or modified in fiscal quarters beginning after December 15, 2007. The
implementation of this pronouncement had no effect on the Company’s financial
statements.




Staff Accounting Bulletin
(SAB) No. 110 regarding the use of a "simplified" method, as discussed in
SAB No. 107 (SAB 107), in developing an estimate of expected term of "plain
vanilla" share options in accordance with SFAS No. 123 (R), Share-Based
Payment.  In particular, the staff indicated in SAB 107 that it
will accept a company's election to use the simplified method, regardless of
whether the company has sufficient information to make more refined estimates of
expected term. At the time SAB 107 was issued, the staff believed that more
detailed external information about employee exercise behavior (e.g., employee
exercise patterns by industry and/or other categories of companies) would, over
time, become readily available to companies. Therefore, the staff stated in SAB
107 that it would not expect a company to use the simplified method for share
option grants after December 31, 2007. The staff understands that such detailed
information about employee exercise behavior may not be widely available by
December 31, 2007. Accordingly, the staff will continue to accept, under certain
circumstances, the use of the simplified method beyond December 31, 2007. The
Company currently uses the simplified method for “plain vanilla” share options
and warrants, and will assess the impact of SAB 110 for fiscal year 2009. It is
not believed that this will have an impact on the Company’s financial position,
results of operations or cash flows.




19




ITEM
7.  FINANCIAL STATEMENTS




MOORE
& ASSOCIATES, CHARTERED
 ACCOUNTANTS AND
ADVISORS
 PCAOB
REGISTERED
  REPORT OF INDEPENDENT
REGISTERED PUBLIC ACCOUNTING FIRM


To
the Board of Directors
 American
Resources and Development Company and Subsidiaries
 
 We have
audited the accompanying consolidated balance sheets of American Resources and
Development Company and Subsidiaries as of March 31, 2009 and 2008, and the
related consolidated statements of operations, stockholders’ equity (deficit)
and cash flows for the years ended March 31, 2009, 2008 and 2007. These
financial statements are the responsibility of the Company’s
management.  Our responsibility is to express an opinion on these
financial statements based on our audits.
 
 We
conduct our audits in accordance with standards of the Public Company Accounting
Oversight Board (United States).  Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement.  An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements.  An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable basis
for our opinion.
 
 In our
opinion, the consolidated financial statements referred to above present fairly,
in all material respects, the financial position of American Resources and
Development Company and Subsidiaries as of March 31, 2009 and 2008, and the
related consolidated statements of operations, stockholders’ equity (deficit)
and cash flows for the years ended March 31, 2009, 2008 and 2007, in conformity
with accounting principles generally accepted in the United States of
America.
  /s/ Moore & Associates,
Chartered
 Moore
& Associates, Chartered
 Las
Vegas, Nevada
 July 14,
2009
 
 6490 West Desert Inn Rd, Las
Vegas, NV 89146 (702) 253-7499 Fax (702)
253-7501




20




AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Consolidated
Balance Sheets






ASSETSMarch
      31,2009
                
                
                2008CURRENT
      ASSETSCash
                
                $
                6,954
                
                
                $
                21,429Notes
      receivable - related parties
                
                
                17,500
                
                
                
                -Investments
                
                
                2,021,803
                
                
                
                3,364,330Total
      Current Assets
                
                
                2,046,257
                
                
                
                3,385,759TOTAL
      ASSETS
                
                $
                2,046,257
                
                
                $
                3,385,759LIABILITIES AND
      STOCKHOLDERS' EQUITY (DEFICIT)CURRENT
      LIABILITIESAccounts
      payable - related party
                
                $
                165
                
                
                $
                -Total
      Current Liabilities
                
                
                165
                
                
                
                -TOTAL
      LIABILITIES
                
                
                165
                
                
                
                -STOCKHOLDERS'
      EQUITY (DEFICIT)Common
      stock; $0.01 par value; 500,000,000shares
      authorized; 467,039,666shares
      issued and outstanding
                
                
                467,040
                
                
                
                467,040Additional
      paid-in capital
                
                
                11,553,822
                
                
                
                11,553,822Accumulated
      deficit
                
                
                (9,974,770
                )
                
                
                (8,635,103
                )Total
      Stockholders' Equity (Deficit)
                
                
                2,046,092
                
                
                
                3,385,759TOTAL
      LIABILITIES AND STOCKHOLDERS'EQUITY
      (DEFICIT)
                
                $
                2,046,257
                
                
                $
                3,385,759










21
 
  AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Consolidated
Statements of Operations




For
      the Years EndedMarch
      31,2009
                
                
                2008
                
                
                2007REVENUES
                
                $
                (863,048
                )
                
                $
                1,803,812
                
                
                $
                499,313COST
      OF SALES
                
                
                -
                
                
                
                -
                
                
                
                -GROSS
      PROFIT
                
                
                (863,048
                )
                
                
                1,803,812
                
                
                
                499,313EXPENSESGeneral
      and administrative
                
                
                230,742
                
                
                
                259,305
                
                
                
                202,505Impairment
      of investment
                
                
                315,482
                
                
                
                -
                
                
                
                -Total
      Expenses
                
                
                546,224
                
                
                
                259,305
                
                
                
                202,505OPERATING
      INCOME (LOSS)
                
                
                (1,409,272
                )
                
                
                1,544,507
                
                
                
                296,808OTHER
      INCOME (EXPENSES)Interest
      expense
                
                
                -
                
                
                
                (145,018
                )
                
                
                (44,456
                )Interest
      income
                
                
                69,605
                
                
                
                117,689
                
                
                
                74,751Loss
      on disposal of fixed assets
                
                
                -
                
                
                
                -
                
                
                
                (27,563
                )Gain
      on forgiveness of debt
                
                
                -
                
                
                
                306,565
                
                
                
                -.
                
                
                
                .Total
      Other Income (Expense)
                
                
                69,605
                
                
                
                279,236
                
                
                
                2,732Provision
      for Income Taxes
                
                
                -
                
                
                
                -
                
                
                
                -NET
      INCOME (LOSS)
                
                $
                (1,339,667
                )
                
                $
                1,823,743
                
                
                $
                299,540BASIC
      INCOME (LOSS)PER
      SHARE
                
                $
                (0.00
                )
                
                $
                0.00
                
                
                $
                0.00WEIGHTED
      AVERAGENUMBER
      OF SHARESOUTSTANDING
                
                
                467,039,666
                
                
                
                467,039,666
                
                
                
                466,905,036










22
 
  AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Consolidated
Statements of Stockholders' Equity (Deficit)
  Additional
                  
                  
                  
                  
                  
                  TotalCommon
      Stock
                  
                  
                  Paid-In
                  
                  
                  Accumulated
                  
                  
                  Stockholders'Shares
                  
                  
                  Amount
                  
                  
                  Capital
                  
                  
                  Deficit
                  
                  
                  EquityBalance,
      March 31, 2006
                  
                  
                  466,770,406
                  
                  
                  
                  466,771
                  
                  
                  
                  11,554,091
                  
                  
                  
                  (10,758,386
                  )
                  
                  
                  1,262,476Common
      shares issued intoreserve
                  
                  
                  269,260
                  
                  
                  
                  269
                  
                  
                  
                  (269
                  )
                  
                  
                  -
                  
                  
                  
                  -Net
      income for the year endedMarch
      31, 2007
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  299,540
                  
                  
                  
                  299,540Balance,
      March 31, 2007
                  
                  
                  467,039,666
                  
                  
                  
                  467,040
                  
                  
                  
                  11,553,822
                  
                  
                  
                  (10,458,846
                  )
                  
                  
                  1,562,016Net
      income for the year endedMarch
      31, 2008
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  1,823,743
                  
                  
                  
                  1,823,743Balance,
      March 31, 2008
                  
                  
                  467,039,666
                  
                  
                  
                  467,040
                  
                  
                  
                  11,553,822
                  
                  
                  
                  (8,635,103
                  )
                  
                  
                  3,385,759Net
      loss for the year endedMarch
      31, 2009
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  -
                  
                  
                  
                  (1,339,667
                  )
                  
                  
                  (1,339,667
                  )Balance,
      March 31, 2009
                  
                  
                  467,039,666
                  
                  
                  $
                  467,040
                  
                  
                  $
                  11,553,822
                  
                  
                  $
                  (9,974,770
                  )
                  
                  $
                  2,046,092




23




AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Consolidated
Statements of Cash Flows




For
      the Years EndedMarch
      31,2009
              
              
              2008
              
              
              2007CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      income (loss)
              
              $
              (1,339,667
              )
              
              $
              1,823,743
              
              
              $
              299,540Adjustments
      to reconcile net loss to net cashprovided
      (used) by operating activities:Depreciation
              
              
              -
              
              
              
              -
              
              
              
              1,894Loss
      on disposal of fixed assets
              
              
              -
              
              
              
              -
              
              
              
              13,513Gain
      on forgiveness of debt
              
              
              -
              
              
              
              (297,673
              )
              
              
              -Change
      in investments
              
              
              1,342,527
              
              
              
              (2,239,655
              )
              
              
              -Changes
      in operating assets and liabilitiesIncrease
      in accounts receivable
              
              
              -
              
              
              
              -
              
              
              
              (20,407
              )Increase
      in notes receivable
              
              
              -
              
              
              
              -
              
              
              
              238,350Increase
      in notes receivable - related party
              
              
              -
              
              
              
              -
              
              
              
              117,082Increase
      in other assets
              
              
              -
              
              
              
              -
              
              
              
              16,482Increase
      (decrease) in accounts payableand
      accrued expenses
              
              
              165
              
              
              
              115,391
              
              
              
              (55,178
              )Net
      Cash rovided (Used)by
      Operating Activities
              
              
              3,025
              
              
              
              (598,194
              )
              
              
              611,276CASH
      FLOWS FROM INVESTING ACTIVITIESCash
      paid for investments
              
              
              -
              
              
              
              (1,725,000
              )
              
              
              -Decrease
      in land
              
              
              -
              
              
              
              -
              
              
              
              585,239Increase
      in fixed assets
              
              
              -
              
              
              
              -
              
              
              
              (8,658
              )Net
      Cash Provided (Used)by
      Investing Activities
              
              
              -
              
              
              
              (1,725,000
              )
              
              
              576,581CASH
      FLOWS FROM FINANCING ACTIVITIESProceeds
      from short-term debt
              
              
              -
              
              
              
              -
              
              
              
              64,153Net
      payments on notes receivable
              
              
              (17,500
              )
              
              
              1,025,591
              
              
              
              (1,210,571
              )Net
      proceeds from long-term debt - related party
              
              
              -
              
              
              
              (546,820
              )
              
              
              1,216,544Net
      Cash Provided (Used)by
      Financing Activities
              
              
              (17,500
              )
              
              
              478,771
              
              
              
              70,126NET
      DECREASE IN CASH
              
              
              (14,475
              )
              
              
              (1,844,423
              )
              
              
              1,257,983CASH
      AT BEGINNING OF PERIOD
              
              
              21,429
              
              
              
              1,865,852
              
              
              
              607,869CASH
      AT END OF PERIOD
              
              $
              6,954
              
              
              $
              21,429
              
              
              $
              1,865,852CASH
      PAID FOR:Interest
              
              $
              -
              
              
              $
              -
              
              
              $
              -Income
      Taxes
              
              $
              -
              
              
              $
              -
              
              
              $
              -





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


24




AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Notes to
the Consolidated Financial Statements
 March 31,
2009 and 2008
 
 
 NOTE
      1 -
              SIGNIFICANT
      ACCOUNTING POLICIES
 
 a.
Organization
 
 The
accompanying consolidated financial statements include those of American
Resources and Development Company (the Company) and its wholly-owned subsidiary,
Springfield Finance and Mortgage Company, LLC (SFMC).  In addition,
the consolidated financial statements include those of Sprinfield Investment,
Inc. (SFIC) and Springfield Construction, LLC (SFCC).  Both SFIC and
SFCC, although not majority owned by the Company, have been determined to be
“Variable Interest Entities” pursuant to FIN 46 and have therefore been
consolidated in these financial statements. All inter-company items and
transactions have been eliminated in consolidation.
 
 The
Company was formed on March 21, 1983 and is now in the business of providing
debt financing to other entities involved in the development of residential real
estate through its SFMC subsidiary.  The Company obtains the capital
for the financing of real estate development from outside sources as well as
certain majority shareholders.  The Company acquired 100% of the
members’ interest in SFMC through the issuance of 12,500,000 shares of its
restricted common stock, and was accounted for under FASB Statement # 141,
“Business Combinations.”
 
 b.
Accounting Method
 
 The
Company’s consolidated financial statements are prepared using the accrual
method of accounting.  The Company has elected a March 31
year-end.
 
 c.
Recognition of Revenues
 
 Investment
income is the Company’s primary earnings focus.  Revenues from
investments are derived from trading securities, and unrealized gains and losses
are recorded as earnings whether or not the underlying securities are
sold.
 
 d. Use of
Estimates
 
 The
preparation of financial statements in conformity with generally accepted
accounting principles 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.
 
 25
 AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Notes to
the Consolidated Financial Statements
 March 31,
2009 and 2008
 
 
 NOTE
      1 -
              SIGNIFICANT
      ACCOUNTING POLICIES (Continued)
 
 e. Concentration of Credit
Risk
 
 The
Company maintains its cash in bank deposit accounts at high credit quality
financial institutions.  The balances, at times, may exceed federally
insured limits.  In addition, the Company occasionally maintains cash
investments with institutions that are not federally insured.
  f. Cash
and Cash Equivalents
  The
Company considers all highly-liquid investments with a maturity of three months
or less when purchased to be cash equivalents.
  g. Advertising
 
 The
Company follows the policy of charging the costs of advertising to expense as
incurred.  There were no advertising charges during the periods
presented in these financial statements.
  h. Property
and Equipment
 
 Property,
equipment, and capital leases are recorded at cost and are depreciated over the
estimated useful life of the related assets, generally three to seven
years.  When assets are retired or otherwise disposed of, the cost and
related accumulated depreciation are removed from the accounts, and any
resulting gain or loss is reflected in income for the period.
 
 i.  Basic Income (Loss) per
Share
 
 Basic
income (loss) per share is computed based on the weighted average number of
common shares outstanding during the period.  As of March 31, 2008,
there were no common stock equivalents outstanding.  Therefore, the
basic and fully diluted income (loss) per share is the same for the periods
presented herein.
 
 j.  Recent
Accounting Pronouncements
  In April 2009, the FASB issued FSP No. FAS 157-4,
“Determining Fair Value When the Volume and Level of Activity for the Asset or
Liability Have Significantly Decreased and Identifying Transactions That Are Not
Orderly” (“FSP FAS 157-4”).  FSP FAS 157-4 provides guidance on
estimating fair value when market activity has decreased and on identifying
transactions that are not orderly.  Additionally, entities are
required to disclose in interim and annual periods the inputs and valuation
techniques used to measure fair value.  This FSP is effective for
interim and annual periods ending after June 15, 2009.  The Company
does not expect the adoption of FSP FAS 157-4 will have a material impact on its
financial condition or results of operation.
 26
  AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Notes to
the Consolidated Financial Statements
 March 31,
2009 and 2008
 
 NOTE
      1 -
                SIGNIFICANT
      ACCOUNTING POLICIES
(Continued)
  j.  Recent
Accounting Pronouncements (Continued)
  In October 2008, the FASB issued FSP No. FAS 157-3,
“Determining the Fair Value of a Financial Asset When the Market for That Asset
is Not Active,” (“FSP FAS 157-3”), which clarifies application of SFAS 157 in a
market that is not active.  FSP FAS 157-3 was effective upon issuance,
including prior periods for which financial statements have not been
issued.  The adoption of FSP FAS 157-3 had no impact on the Company’s
results of operations, financial condition or cash flows.
  In December 2008, the FASB issued FSP No. FAS 140-4 and
FIN 46(R)-8, “Disclosures by Public Entities (Enterprises) about Transfers of
Financial Assets and Interests in Variable Interest Entities.”  This
disclosure-only FSP improves the transparency of transfers of financial assets
and an enterprise’s involvement with variable interest entities, including
qualifying special-purpose entities.  This FSP is effective for the
first reporting period (interim or annual) ending after December 15, 2008, with
earlier application encouraged.  The Company adopted this FSP
effective January 1, 2009.  The adoption of the FSP had no impact
on the Company’s results of operations, financial condition or cash
flows.
  In December 2008, the FASB issued FSP No. FAS 132(R)-1,
“Employers’ Disclosures about Postretirement Benefit Plan Assets” (“FSP FAS
132(R)-1”).  FSP FAS 132(R)-1 requires additional fair value
disclosures about employers’ pension and postretirement benefit plan assets
consistent with guidance contained in SFAS 157.  Specifically,
employers will be required to disclose information about how investment
allocation decisions are made, the fair value of each major category of plan
assets and information about the inputs and valuation techniques used to develop
the fair value measurements of plan assets. This FSP is effective for fiscal
years ending after December 15, 2009.  The Company does not
expect the adoption of FSP FAS 132(R)-1 will have a material impact on its
financial condition or results of operation.
  In
September 2008, the FASB issued exposure drafts that eliminate qualifying
special purpose entities from the guidance of SFAS No. 140, “Accounting for
Transfers and Servicing of Financial  Assets and  Extinguishments of
Liabilities,” and  FASB  Interpretation 46 (revised December 2003),
“Consolidation of  Variable  Interest Entities − an
interpretation of ARB  No. 51,” as well as other
modifications.  While the proposed revised pronouncements have not
been finalized and the proposals are subject to further public comment, the
Company anticipates the changes will not have a significant impact on the
Company’s financial statements.  The changes would be effective March
1, 2010, on a prospective basis.
 27
 AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Notes to
the Consolidated Financial Statements
 March 31,
2009 and 2008
 
 NOTE
      1 -
              SIGNIFICANT
      ACCOUNTING POLICIES (Continued)
 
 j.  Recent
Accounting Pronouncements (Continued)
  In
June 2008, the FASB issued FASB Staff Position EITF 03-6-1, Determining Whether Instruments
Granted in Share-Based Payment Transactions Are Participating Securities,
(“FSP EITF 03-6-1”). FSP EITF 03-6-1 addresses whether instruments granted in
share-based payment transactions are participating securities prior to vesting,
and therefore need to be included in the computation of earnings per share under
the two-class method as described in FASB Statement of Financial Accounting
Standards No. 128, “Earnings per Share.” FSP EITF 03-6-1 is effective for
financial statements issued for fiscal years beginning on or after
December 15, 2008 and earlier adoption is prohibited. We are not required
to adopt FSP EITF 03-6-1; neither do we believe that FSP EITF 03-6-1 would have
material effect on our consolidated financial positionand results of
operations if adopted.
 In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 163,
“Accounting for Financial
Guarantee Insurance Contracts-and interpretation of FASB Statement No.
60”.SFAS
No. 163 clarifies how Statement 60 applies to financial guarantee insurance
contracts, including the recognition and measurement of premium revenue and
claims liabilities. This statement also requires expanded disclosures about
financial guarantee insurance contracts. SFAS No. 163 is effective for fiscal
years beginning on or after December 15, 2008, and interim periods within those
years. SFAS No. 163 has no effect on the Company’s financial position,
statements of operations, or cash flows at this time.
 
 In May
2008, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 162,
“The Hierarchy of Generally
Accepted Accounting Principles”.SFAS No. 162 sets forth
the level of authority to a given accounting pronouncement or document by
category. Where there might be conflicting guidance between two categories, the
more authoritative category will prevail. SFAS No. 162 will become effective 60
days after the SEC approves the PCAOB’s amendments to AU Section 411 of the
AICPA Professional Standards. SFAS No. 162 has no effect on the Company’s
financial position, statements of operations, or cash flows at this
time.
  28
  AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Notes to
the Consolidated Financial Statements
 March 31,
2009 and 2008
 
 
 NOTE
      1 -
              SIGNIFICANT
      ACCOUNTING POLICIES (Continued)
 
 j.  Recent
Accounting Pronouncements (Continued)
  In March
2008, the Financial Accounting Standards Board, or FASB, issued SFAS No. 161,
Disclosures about Derivative
Instruments and Hedging Activities—an amendment of FASB Statement No.
133.This standard requires companies to provide enhanced
disclosures about (a) how and why an entity uses derivative instruments, (b) how
derivative instruments and related hedged items are accounted for under
Statement 133 and its related interpretations, and (c) how derivative
instruments and related hedged items affect an entity’s financial position,
financial performance, and cash flows. This Statement is effective for financial
statements issued for fiscal years and interim periods beginning after November
15, 2008, with early application encouraged. The Company has not yet adopted the
provisions of SFAS No. 161, but does not expect it to have a material impact on
its financial position, results of operations or cash flows.
 In
December 2007, the SEC issued Staff Accounting Bulletin (SAB) No. 110 regarding
the use of a "simplified" method, as discussed in SAB No. 107 (SAB 107), in
developing an estimate of expected term of "plain vanilla" share options in
accordance with SFAS No. 123 (R), Share-Based
Payment.  In particular, the staff indicated in SAB 107 that it
will accept a company's election to use the simplified method, regardless of
whether the company has sufficient information to make more refined estimates of
expected term. At the time SAB 107 was issued, the staff believed that more
detailed external information about employee exercise behavior (e.g., employee
exercise patterns by industry and/or other categories of companies) would, over
time, become readily available to companies. Therefore, the staff stated in SAB
107 that it would not expect a company to use the simplified method for share
option grants after December 31, 2007. The staff understands that such detailed
information about employee exercise behavior may not be widely available by
December 31, 2007. Accordingly, the staff will continue to accept, under certain
circumstances, the use of the simplified method beyond December 31, 2007. The
Company currently uses the simplified method for “plain vanilla” share options
and warrants, and will assess the impact of SAB 110 for fiscal year 2009. It is
not believed that this will have an impact on the Company’s financial position,
results of operations or cash flows.
 
 In
December 2007, the FASB issued SFAS No. 160, Noncontrolling Interests in
Consolidated Financial Statements—an amendment of ARB No.
51.  This statement amends ARB 51 to establish accounting and
reporting standards for the noncontrolling interest in a subsidiary and for the
deconsolidation of a subsidiary. It clarifies that a noncontrolling interest in
a subsidiary is an ownership interest in the consolidated entity that should be
reported as equity in the consolidated financial statements. Before this
statement was issued, limited guidance existed for reporting noncontrolling
interests. As a result, considerable diversity in practice existed. So-called
minority interests were reported in the consolidated statement of financial
position as liabilities or in the mezzanine section between liabilities and
equity. This statement improves comparability by eliminating that diversity.
This statement is effective for fiscal years, and interim periods within those
fiscal years, beginning on or after December 15, 2008 (that is, January 1, 2009,
for entities with calendar year-ends). Earlier adoption is prohibited. The
effective date of this statement is the same as that of the related Statement
141 (revised 2007). The Company will adopt this Statement beginning March 1,
2009. It is not believed that this will have an impact on the Company’s
financial position, results of operations or cash flows.
 
 29
 AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Notes to
the Consolidated Financial Statements
 March 31,
2009 and 2008
 
 
 NOTE
      1 -
              SIGNIFICANT
      ACCOUNTING POLICIES (Continued)
 
 j.  Recent
Accounting Pronouncements (Continued)
 
 In
December 2007, the FASB, issued FAS No. 141 (revised 2007), Business Combinations.’This
Statement replaces FASB Statement No. 141, Business Combinations, but
retains the fundamental requirements in Statement 141.  This
Statement establishes principles and requirements for how the acquirer: (a)
recognizes and measures in its financial statements the identifiable assets
acquired, the liabilities assumed, and any noncontrolling interest in the
acquiree; (b) recognizes and measures the goodwill acquired in the business
combination or a gain from a bargain purchase; and (c) determines what
information to disclose to enable users of the financial statements to evaluate
the nature and financial effects of the business combination. This statement
applies prospectively to business combinations for which the acquisition date is
on or after the beginning of the first annual reporting period beginning on or
after December 15, 2008. An entity may not apply it before that date. The
effective date of this statement is the same as that of the related FASB
Statement No. 160, Noncontrolling Interests in
Consolidated Financial Statements.  The Company will adopt this
statement beginning March 1, 2009. It is not believed that this will have an
impact on the Company’s financial position, results of operations or cash
flows.
 
 In
February 2007, the FASB, issued SFAS No. 159,The Fair Value Option for Financial
Assets and Liabilities—Including an Amendment of FASB Statement No.
115.  This standard permits an entity to choose to measure many
financial instruments and certain other items at fair value. This option is
available to all entities. Most of the provisions in FAS 159 are elective;
however, an amendment to FAS 115 Accounting for Certain Investments
in Debt and Equity Securities applies to all entities with available for
sale or trading securities. Some requirements apply differently to entities that
do not report net income. SFAS No. 159 is effective as of the beginning of an
entities first fiscal year that begins after November 15, 2007. Early adoption
is permitted as of the beginning of the previous fiscal year provided that the
entity makes that choice in the first 120 days of that fiscal year and also
elects to apply the provisions of SFAS No. 157 Fair Value
Measurements.  The Company adopted SFAS No. 159 beginning March
1, 2008. The adoption of this pronouncement did not have an impact on the
Company’s financial position, results of operations or cash flows.
  30
  AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Notes to
the Consolidated Financial Statements
 March 31,
2009 and 2008
 
 NOTE
      1 -
              SIGNIFICANT
      ACCOUNTING POLICIES (Continued)
 
 j.  Recent
Accounting Pronouncements (Continued)
 
 In
September 2006, the FASB issued SFAS No. 157, Fair Value
Measurements  This statement defines fair value, establishes a
framework for measuring fair value in generally accepted accounting principles
(GAAP), and expands disclosures about fair value measurements. This statement
applies under other accounting pronouncements that require or permit fair value
measurements, the Board having previously concluded in those accounting
pronouncements that fair value is the relevant measurement attribute.
Accordingly, this statement does not require any new fair value measurements.
However, for some entities, the application of this statement will change
current practice. This statement is effective for financial statements issued
for fiscal years beginning after November 15, 2007, and interim periods within
those fiscal years. Earlier application is encouraged, provided that the
reporting entity has not yet issued financial statements for that fiscal year,
including financial statements for an interim period within that fiscal year.
The Company adopted this statement March 1, 2008. The adoption of this
pronouncement did not have an impact on the Company’s financial position,
results of operations or cash flows.
 
 NOTE
      2 -
                COMMON
      STOCK
 
 During
fiscal 2005 the Company issued 12,500,000 shares of its restricted common stock
in exchange for the purchase of 100% of the members’ units and net assets of
SFMC.  The value of the exchange ($8,923) was deemed by management to
be equal to the net book value of the assets and liabilities of SFMC since the
only assets acquired were cash and notes receivable with values substantially
equal to their face values, and the only liabilities were notes payable and
accrued interest bearing terms deemed equal to traditional terms used in
arms-length transactions.  As of March 31, 2009, the Company had
467,039,666 shares of common stock issued and outstanding.
 
 NOTE
      3 -
                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.
 
 31
  AMERICAN
RESOURCES AND DEVELOPMENT COMPANY AND SUBSIDIARIES
 Notes to
the Consolidated Financial Statements
 March 31,
2009 and 2008
 NOTE
      3 -
                INCOME
      TAXES (Continued)
 
 Net
deferred tax assets consist of the following components as of March 31, 2009 and
2008:
  March
      31,
                
                
                March
      31,2009
                
                
                2008Deferred
      tax assets:NOL
      Carryover
                
                $
                1,803,440
                
                
                $
                1,280,970Deferred
      Tax Liabilities:
                
                
                -
                
                
                
                -Valuation
      allowance
                
                
                (1,803,440
                )
                
                
                (1,280,970
                )Net
      deferred tax asst
                
                $
                -
                
                
                $
                -
 
 The
income tax provision differs from the amount of income tax determined by
applying the U.S. federal and state income tax rates of 39% to pretax income
from continuing operations for the periods ended March 31, 2009 and 2008 due to
the following:
  March
      31,
                
                
                March
      31,2009
                
                
                2008Book
      income (loss)
                
                $
                522,470
                
                
                $
                (711,260
                )Valuation
      allowance
                
                
                (522,470
                )
                
                
                711,260$
                -
                
                
                $
                -
 
 At March
31, 2009, the Company had net operating loss carryforwards of approximately
$9,200,000 that may be offset against future taxable income from the year 2009
through 2029. No tax benefit has been reported in the accompanying 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
      4 -
              NOTES
      PAYABLE
 
 During
the year ended March 31, 2008 the Company negotiated a settlement on a note
payable due to an unrelated entity.  According to the terms of the
settlement agreement, the Company agreed to assign certain investments and notes
receivable totaling $1,347,145 in as payment in full on a note payable totaling
$1,644,818, including accrued interest.  As a result of this
transaction, the Company recorded a gain on settlement of debt in the amount of
$ 297,673.
  NOTE
      5 -
              INVESTMENTS
 
 At March
31, 2009 the Company held investments in the amount of
$2,021,803.  These investments have been classified as trading
securities, pursuant to SFAS 115. Due to
the fact that these investments represent the Company’s primary business
emphasis, investment earnings and losses are recorded through operating
revenues.  Due to the nature and extreme volatility of the
investments, the Company does not record unrealized gains and losses on the
investments through a valuation account.  Rather, the Company records
earnings and losses at the time its trades are
closed.





32





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





There
have been no disagreements with the Company’s independent accountants over any
item involving the Company’s financial statements.  The Company’s
independent accountants are Moore & Associates, Chartered, 2675 S. Jones
Blvd. Suite 109, Las Vegas, NV 89146 (702) 253 7499 Fax (702) 253
7501




PART
III





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




1.
            Directors
      and Executive Officers





As of March 31, 2009, the directors and
executive officers of the Company, their ages, positions in the Company, the
dates of their initial election or appointment as director or executive officer,
and the expiration of the terms as directors are as follows:






Name
              
              Age
              
              Position
              
              Time
      Period ServedThomas
      E. Stamos
              
              52
              
              President
      & Director*
              
              7/25/2003
      - PresentR.
      Brooke Williamsen
              
              48
              
              Vice-President
      & Director*
              
              7/25/2003
      - Present





*The
Company’s directors are elected at the annual meeting of stockholders and hold
office until their successors are elected and qualified.  The
Company’s officers are appointed annually by the Board of Directors and serve at
the pleasure of the Board.





2.
            Business
      Experience:





Thomas E. Stamos, age 52, is
the President and a Director.  Mr. Stamos is a practicing attorney at
law in Salt Lake City, Utah.  He received a Bachelor of Science Degree
in History and Political Science from the University of Utah in Salt Lake City,
Utah; a Masters in Business Administration from Nova University Graduate School
of Business in Fort Lauderdale, Florida; and a Juris Doctorate from Brigham
Young University J. Reuben Clark Law School in Provo, Utah.




33




Mr. Stamos was a financial
analyst/accountant for American Express Co. from 1982 to 1986.  From
1986 to 1997 he was a business analyst and manager for Fidelity Investments
Co.  From 1997 to the present he has practiced general law with an
emphasis on corporate affairs, business litigation, and
bankruptcy.  He has participated in numerous trials, negotiated and
prepared business contracts and agreements, and has prepared numerous appellate
briefs.  Mr. Stamos was also a law clerk for the Tax and Business
Regulation Department of the State of Utah in 1988.  Mr. Stamos is a
member of the Utah Bar Association, Salt Lake County Bar Association, and
Bankruptcy Section.




R. Brooke Williamsen, age 48,
is the Vice President and a Director of the Company.  He received a
B.A. degree in Arts, English Literature, with a Minor in Mandarin Chinese from
the University of Utah in Salt Lake City, Utah.  He attended the East
China Institute of Politics and  Law in Shanghai, China in June and
July of 1988.  Mr. Williamsen received a Juris Doctorate from the J.
Ruben Clark Law School at Brigham Young University in Provo, Utah.





From 1988
to the present Mr. Williamsen has served as general counsel and super fund
project manager for Southwest Investment Company.  From 1997 to
present, Mr. Williamsen has been the attorney for and part owner of Advantage
Title Company in Salt Lake City, Utah.  From 1991 to the present, Mr.
Williamsen has practiced law in Salt Lake City, Utah as a sole
practitioner.  His practice has included full case responsibility
including preparation of pleadings and discovery.  His primary
experience has been in real estate development/transactions, corporate
construction, bankruptcy and collections.





3.
            Directors
      of Other Reporting Companies:





None of the officers or directors of
the Company are directors of any other reporting company.





4.
            Employees:





The officers and directors who are
identified above are the significant employees of the Company.





5.
            Family
      Relationships:





There are no family relationships
between the directors, executive officers or any other person who may be
selected as a director or executive officer of the Company.




34




6.
            Involvement
      in Certain Legal Proceedings:





Except as noted below, none of the
officers, directors, promoters or control persons of the Company have been
involved in the past five (5) years in any of the following:





(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 proceedings 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, or 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 laws or commodities law, and the judgment has not been reversed,
suspended, or vacated.





ITEM
10.  EXECUTIVE COMPENSATION





The
following table sets forth information about compensation paid or accrued by the
Company during the years ended March 31, 2009, 2008, and 2007 to the Company’s
officers and directors.  None of the Executive Officers of the Company
earned more than $100,000 during the years ended March 31, 2009, 2008, and
2007.





Summary
of Compensation Table




Name
      & Principal Position
              
              Year
              
              
              Salary
              
              
              Bonus
              
              
              Annual
      Compensation
              
              
              Other
      Restricted Stock Awards
              
              
              Under-Lying
      Options/SARs
              
              
              Securities
              
              
              LTIP
      Payouts
              
              
              Other
      CompensationThomas
      E. Stamos
                President
      & Director
              
              2009
              
              
              $
              100
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.002008
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.002007
              
              
              $
              31,4400.00
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00Keith
      M Elison
                Chief
      Financial Officer
              
              2009
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.002008
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.002007
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00Randy
      S. Jorgensen
              
              2009
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.002008
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.002007
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.000.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00
              
              
              $
              0.00




35





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





1.
            Security
      Ownership of Certain Beneficial
Owners:





The following information sets forth
certain information as of March 31, 2009; and reflects the stock ownership of
each person who is known to the Company to be the beneficial owner of more than
five percent (5%) of the Company’s Common Stock:




Title
      of Class
              
              Name
      and Address of Beneficial Owner
              
              Amount
      and Nature of Beneficial Ownership
              
              
              Percent
      of ClassCommon
              
              Camille
      Froidevaux, Trustee
                Budinet
      & Associates
                20
      Rue Senebier, P.B. 166
                1211
      Geneva, SWITZ
              
              
              245,554,917
              
              
              
              52.56
              %Common
              
              SB
      Trust C/O
                David
      G. Badger, Trustee
                919
      Hilltop Road
                Salt
      Lake City, UT 84103
              
              
              144,450,073
              
              
              
              30.93
              %Common
              
              Thomas
      E. Stamos
                5891
      Sagewood
                Salt
      Lake City, UT 84107
              
              
              55,382,244
              
              
              
              11.86
              %Total
      of Shares
              
              
              445,387,234
              
              
              
              95.36
              %




2.
            Security
      Ownership of Management:




Title
      of Class
              
              Name
      and Address of Beneficial Owner
              
              Amount
      and Nature of Beneficial Ownership
              
              
              Percent
      of ClassCommon
              
              Thomas
      Stamos
                5891
      Sagewood
                Murray,
      UT 84107
              
              
              55,382,244
              
              
              
              11.86
              %Total
      of Shares
              
              
              55,382,244
              
              
              
              11.86
              %




36




3.
            Changes
      in Control:





There is no arrangement which may
result in a change in control.





ITEM
12.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS





On March 12, 2003, the Company,
pursuant to a Court approved Settlement agreement authorized the issuance of a
total of what was then 402,350,914 shares of its common stock to certain
individuals and/or companies; and effective March 31, 2003, the company
authorized the issuance of 43,707,687 shares to National Resources Group, Inc.
The shares received were as follows:




Name
              
              Original
      AmountCamille
      Froidevaux, Trustee
                Budinet
      & Associates
                20
      Rue Senebier, P.B. 166
                1211
      Geneva, SWITZ
              
              
              245,554,917SB
      Trust C/O
                Dale
      E. Anderson, Trustee
                919
      Hilltop Road
                Salt
      Lake City, UT 84103
              
              
              144,450,073Small
      Business Development, LLC1
                5891
      Sagewood
                Salt
      Lake City, UT 84107
              
              
              56,053,611National
      Resources Group
                1122
      West South Jordan Parkway
                South
      Jordan, UT 84095
              
              
              43,707,687
 
 1           Small Business Development, LLC is a
Utah limited liability company.  Thomas Stamos, the Company’s
president, is the manager of Small Business Development,
LLC.




37




These shares were issued in
consideration for cash and reorganization services rendered by the above
individuals in connection with the Company’s move into the real estate finance,
mortgage and development fields.  Said shares were issued pursuant to
the exemption from registration contained in Section 4(2) of the Securities Act
of 1933, as amended.  The Company presently has 466,770,406 common
shares issued and outstanding.




ITEM
13.  EXHIBITS





The following exhibits are filed with
this Form 10-K:




Assigned
      Number
              Description(2)
              Plan
      of acquisition, reorganization, arrangement, liquidation, or
      succession:    None(3)(i)
              Articles
      of Incorporation: Incorporated by this reference from the
      Company.(3)(ii)
              By-laws
      of the Company: Incorporated by this reference from the
      Company.(4)
              Instruments
      defining the rights of holders including indentures:   
      None(9)
              Voting
      Trust Agreement:    None(10)
              Material
      Contracts: None(11)
              Statement
      regarding computation of per share earnings: Computations can be
      determined from financial statements.(13)
              Annual
      Report to Security holders for the last fiscal
      year:      None.(14)
              Code
      of Ethics: (To be
      adopted)(16)
              Letter
      on change in certifying accountant:    
      None(18)
              Letter
      on change in accounting principles:(20)
              Other
      documents or statements to security holders:   
       None(21)
              Subsidiaries
      of the registrant:     Springfield  Finance
      & Mortgage, LLC(22)
              Published
      reports re: matters submitted to a vote of security
      holders:     None(23)
              Consent
      of experts and counsel:     None(24)
              Power
      of Attorney:     None(31)
              Rule
      13a-14(a)/15d-14(a) Certifications(32)
              Section
      1350 Certifications(99)
              Additional
      Exhibits:    
None




38





ITEM
14.  PRINCIPAL ACCOUNTANT FEES AND SERVICES





The aggregate fees billed to the
Company by the Company's principal accountant, Moore & Associates,
Chartered, for the audit of the Company's annual financial statements totaled
$8,625 for the audit of the financial statement for the fiscal year end March
31, 2009.   Audit fees consist of fees for the audit and review
of the Company's financial statements, statutory audits, consents and assistance
with and review of documents filed with the SEC.  No other fees were
billed to the Company by Moore & Associates, Chartered in connection with
such financials other than as described above.





SIGNATURES





In accordance with Section 13 of the
Securities Exchange Act of 1934, the registrant caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.




AMERICAN
      RESOURCES & DEVELOPMENT COMPANYDated:
      July 13, 2009By:
              /s/
      Thomas StamosThomas
      Stamos, President





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.





/s/ Thomas
Stamos,  President, Director


July 13,
2009


Thomas
Stamos





/s/ Keith M Elison,
Chief Financial Officer


July 13,
2009


Keith M
Elison





39