UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                        RELIANT HOME WARRANTY CORPORATION
                                  FORM 10-KSB/A
                                Amendment No. 1
(Mark One)

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

                   For the fiscal year ended December 31, 2006
                                             -----------------

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT


            For the transition period from __________ to ____________

                        Commission files number 000-29827
                                                ---------

                        RELIANT HOME WARRANTY CORPORATION
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)



         Florida                                               65-0656668
-------------------------------                          -----------------------
(State or other jurisdiction of                               (IRS Employer
 incorporation or organization)                             Identification No.)


                            Suite 250, 350 Bay Street
                            Toronto, Ontario M5H 2S6
                      ------------------------------------
                    (Address of principal executive offices)

                                  416 445-9500
                     ---------------------------------------
                           (Issuer's telephone number)


                       APPICABLE ONLY TO CORPORATE ISSUERS

STATE THE NUMBER OF SHARES OUTSTANDING OF EACH OF THE ISSUER'S CLASSES OF COMMON
EQUITY, AS OF THE LATEST PRACTICABLE DATE: March 31, 2007 - 97,849,002
                                           ---------------------------
<PAGE>


                                Explanatory Note

This Amendment No. 1 on Form 10-KSB/A amends the Annual Report of Reliant Home
Warranty Corporation for the year ended December 31, 2006, originally filed with
the Securities and Exchange Commission on April 3, 2007. The Company is filing
this amendment to:

1.   Provide  addition  disclosure  that there  were no changes in our  internal
     control over financial  reporting  that occurred  during the fourth quarter
     that has materially affected, or is reasonably likely to materially affect,
     our internal control over financial reporting,

2.   Include an audit opinion for the year ended December 31, 2005.

3.   Identify  on the face of each  statement  that we are a  development  stage
     company.

4.   Label our loan  payable on our  balance  sheet as loan  payable to "related
     party."

5.   Revise the  revenue  recognition,  accounting  policy note 2 on page F-7 to
     state that in accordance  with FAS 91,  mortgage loan fees and related loan
     costs are offset,  and the net amount is deferred  and  amortized  over the
     lives of the loans,  and revise the 2006  statement of operations to reduce
     revenues and operating expenses each by $18,680.

6.   Restate  our 2006  financial  statements  to not  reverse  the  expense  of
     $4,299,266 previously ascribed to a warrant.

7.   Include a  revised  2006  auditors'  report  that  makes  reference  to our
     financial statement restatement.

8.   Label the columns of our financial  statements for 2006 and cumulative from
     inception  as  restated  and  include  a note to the  financial  statements
     explaining the restatement.



<PAGE>
<TABLE>
<CAPTION>


                                                    TABLE OF CONTENTS


                                                                                                      Page
     PART I
<S>                 <C>                                                                                 <C>
Item                1    Description of the business                                                    3
Item                2    Description of Real Property                                                   9
Item                3    Legal Proceeding                                                               9
Item                4    Submission of matters to vote of security holders                              9
     PART II
Item                5    Market for Common  Equity,  Related  Stockholders  Matters & Small Business    10
                         Issue Purchases of Equity Securities
Item                6    Management's Discussion & Analysis or Plan of Operation                        11
Item                7    Financial Statements                                                           12
Item                8    Changes  &  Disagreements   with  Accountants  on  Accounting  &  Financial    12
                         disclosure
Item                8A   Control & Procedures                                                           12
Item                8B   Other Information                                                              13
    PART III
Item                9    Directors and Executive Officers of Registrant                                 13
Item                10   Executive Compensation                                                         16
Item                11   Security  Ownership of Certain Beneficial Owners and Management and Related    17
                         Stockholder Matters
Item                12   Certain Relationship and Related Transactions                                  18
Item                13   Exhibits                                                                       18
Item                14   Principal Accountant Fees and Service                                          19

</TABLE>

                                                -2-
<PAGE>



DISCLOSURE REGARDING FORWARD-LOOKING STATEMENTS

This report includes "forward-looking  statements" within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934. For example, statements included in this report regarding our financial
position,   business   strategy  and  other  plans  and  objectives  for  future
operations, and assumptions and predictions about future product demand, supply,
manufacturing,  costs,  marketing  and pricing  factors are all  forward-looking
statements.  When Reliant  uses words like  "intend,"  "anticipate,"  "believe,"
estimate,"  "plan" or "expect,"  Reliant is making  forward-looking  statements.
Reliant  believes  that  the  assumptions  and  expectations  reflected  in such
forward-looking  statements are  reasonable,  based on information  available to
Reliant on the date hereof, but Reliant cannot assure you that these assumptions
and expectations will prove to have been correct or that we will take any action
that we may  presently  be planning.  Reliant has  disclosed  certain  important
factors that could cause  Reliant's  actual  results to differ  materially  from
Reliant's current  expectations  elsewhere in this report. You should understand
that forward-looking statements made in this report are necessarily qualified by
these  factors.  Reliant is not  undertaking  to  publicly  update or revise any
forward-looking  statement  if  Reliant  obtains  new  information  or upon  the
occurrence of future events or otherwise.

PART I

ITEM 1 DESCRIPTION OF BUSINESS

Company History

Reliant Home Warranty  Corporation ("the Company") was incorporated in the State
of Florida on December 18, 1995 as Ronden  Vending  Corp.  On December 24, 1996,
the Company  incorporated a wholly owned  subsidiary  called Ronden  Acquisition
Inc, a Florida corporation.  Ronden Acquisition, Inc then merged with Video Home
Shopping, Inc., (a Tennessee corporation),  and Ronden Acquisition, Inc. was the
surviving  Florida  Corporation.  In 1996, Video Home Shopping,  Inc. operated a
network  marketing  and  distribution  business  which  offered a wide  range of
products and services to consumers through the medium of video tape.  Subsequent
to the merger the Company  suspended  the  network  marketing  and  distribution
operations of Video Home Shopping, Inc of Tennessee.

On  January  9,  1997,  articles  of merger  were  filed for the  Company as the
surviving  corporation  of a merger  between the  Company  and its wholly  owned
subsidiary Ronden  Acquisition,  Inc. This step completed the forward triangular
merger  between Video Home  Shopping,  Inc.,  Ronden  Acquisition,  Inc. and the
Company.

On January 9, 1997,  articles of amendment  were filed to change the name of the
Company from Ronden  Vending  Corp to VHS Network Inc (VHSN).  On April 9, 1997,
the Company incorporated VHS Acquisition, Inc. as a wholly owned subsidiary.

In April  1997,  the  Company  was  restructured  by way of a reverse  take-over
involving its wholly owned subsidiary, VHS Acquisition, Inc., a Florida company,
and VHS Network, Inc., a Manitoba and Canadian controlled Private Corporation.

On April 12, 2000,  the Company  acquired all the  outstanding  common shares of
China eMall  Corporation,  an Ontario private  company.  This represented a 100%
voting  interest  in China  eMall  Corporation.  The  Company  functioned  as an

                                      -3-
<PAGE>


e-commerce company that provided Internet marketing and information  services to
facilitate  trade  between  Chinese and western  businesses  and  consumers.  On
September 5, 2003,  the Company  divested its interest in China email by selling
all the outstanding common shares of China email for a nominal amount ($2.00)

On May 6, 2001, the Company entered into an agreement and plan of reorganization
(the  "Agreement") with Branson  Holdings,  Inc.  ("Branson") to acquire all the
issued and outstanding  shares of Branson.  On July 26, 2001 VHSN terminated its
agreement with Branson.

On December 1, 2001, the Company  acquired all the outstanding  common shares of
TrueNet Enterprise Inc., an Ontario private company.  On September 22, 2003, the
Company  changed its name to Dialex  Minerals Inc. and completed a reverse split
of its  issued and  outstanding  common  shares on the basis of ten (10)  common
shares for one (1) new common share.

On February 9, 2004,  the Company  completed  a  transaction  acquiring  all the
outstanding shares of Condor Diamond Corp. an Ontario private company.

On February 2, 2005,  pursuant to a Stock Exchange  Agreement and a registration
statement  filed on Form 14-3 with the Securities and Exchange  Commission,  the
Company  changed its name from Dialex  Minerals  Inc. to Reliant  Home  Warranty
Corporation.  The Company  undertook a reverse split of its  outstanding  common
shares on the basis of one (1) new share for twenty-two  (22) old shares thereby
reducing its outstanding common shares from 44,438,786 to 2,019,945.

On March 16, 2005,  Sandro Sordi in Trust  acquired  control of the Company,  by
acquiring a majority of its issued and outstanding  shares through the execution
of a share purchase agreement with Condor Gold Corp and RTO Zarex Ltd.

Effective  March  23,  2005 and  prior to the  approval  of the  Stock  Exchange
Agreement,  the former directors of the Corporation,  Alexander Stewart, Wallace
Stonehouse,  Kirk  Boyd,  Stephen  Stewart  and Neil  Novak,  resigned  upon the
appointment of new directors,  Kevin Hamilton,  Valeri Guilis, Boyd Soussana and
the  Honorable  John Roberts.  Paul Burden became a Director in April,  2006. On
March 24, 2005, pursuant to the Stock Exchange Agreement,  The BSA Group Limited
("BSA"),  in trust for the  shareholders  of 1604494  Ontario  Inc.,  an Ontario
private  company,  acquired  control of the Company by acquiring  from  treasury
76,000,000  shares  of the  Company  in  exchange  for  all of  the  issued  and
outstanding  shares of  1604494  Ontario  Inc.  The total  amount of issued  and
outstanding shares in the Company as a result increased to 78,019,945.

Coincident with the establishment of its home warranty insurance  business,  the
Company divested all of issued and outstanding  shares, of Condor Diamond Corp.,
the Company's wholly-owned subsidiary, to Condor Gold Corp., in consideration of
the return of any and all liabilities owing by the Company to Condor Gold Corp.

On April 21, 2005, the Company entered into a Letter of Intent with Creditorlife
Inc respecting the comprehensive  marketing of the Company's proprietary line of
products.

On May 21, 2005, the Company entered into a comprehensive  Letter of Intent with
Brit Insurance respecting the full reinsurance by Brit of the Company's range of
products.

On June 20, 2005, the Company entered into a comprehensive Letter of Intent with
Dundee Securities respecting Dundee's acting as the Company's fiscal advisor.

                                      -4-
<PAGE>

On August 26,  2005,  the board of  Directors  of the  Corporation  accepted the
resignation  of its President and Chairman  Kevin  Hamilton and appointed one of
its existing directors, Boyd Soussana, as its new President and CEO.

On January 1, 2006,  the board of  Directors  of the  Corporation  accepted  the
resignation  of its  Treasurer  and Director,  Val Guilis,  and appointed  Steve
Hamilton as its Treasurer and Director.

In April 2006, the Board of Directors of the  Corporation  appointed Paul Burden
as one of its Directors.


OPERATIONS MANAGEMENT DISCUSSION AND ANALYSIS
The  Company  has changed the nature of its  business  and now is  preparing  to
operate a fully integrated mortgage enterprise.

The Company used the 24 month period ending December 31, 2006 to further develop
and  ultimately  complete its  proprietary  in house  computerized  residential
mortgage  documentation  and  processing  systems.  Work is now  complete.  This
intensive effort resulted in an array of one time legal  accounting,  investment
advisory costs.

Meetings were held  throughout 2006 with Brit Insurance in order to finalize and
adapt their highly successful underwriting and risk management business model to
the North American legal and residential mortgage  environment.  This process is
now complete.  The Company incorporated and organized its wholly owned insurance
subsidiary  Reliant  Insurance  SCC in Barbados  during  2005.  It is  presently
seeking  to  capitalize  the  subsidiary.   Its   registration   with  Barbadian
authorities  has been granted on a  conditional  basis.  Launch of the Company's
programs  is  expected  during the  second  quarter  of 2007.  First  revenue is
expected to be generated at that time.

The Company expanded its administrative staff and relocated its' operational and
executive offices to 350 Bay Street, Toronto.

GOALS AND OBJECTIVES

The Company is engaged in marketing a series of proprietary  non-prime  mortgage
suite of products.

CASH REQUIREMENTS

The  Company  intends to meet its cash  requirements  through a  combination  of
operational cash flow as well as sales of its securities.


RISK FACTORS

An  investment  in the  Company's  common  stock is  speculative  in nature  and
involves a high degree of risk.  One should  carefully  consider  the  following
risks and the other information contained in this prospectus before investing in
the common stock offered hereby.  The price of the Company's  common stock could


                                      -5-
<PAGE>

decline  due to any of  these  risks,  and  one  could  lose  all or  part of an
investment.  You also  should  refer to the other  information  included in this
prospectus, including the financial statements and related notes.

If any of the events  described  below were to occur,  the  Company's  business,
prospects,  financial  condition or results of  operations or cash flow could be
materially adversely affected. When it is said that something could or will have
a material adverse effect on it, it means that it could or will have one or more
of these effects.

THE COMPANY HAD OPERATING LOSSES IN THE FISCAL YEARS ENDED DECEMBER 31, 2005 AND
2006.

The Company had a net loss of  $3,430,343  for the year ended  December 31, 2006
(2005-$938,752).  This raises doubt as to the Company's ability to continue as a
going concern.  Its operations are subject to the risks and competition inherent
in the  establishment of a business  enterprise.  There can be no assurance that
future  operations will be profitable.  The Company may not achieve its business
objectives and the failure to achieve such goals would have an adverse impact on
it.

THE COMPANY WILL NEED TO RAISE ADDITIONAL FUNDS IN THE FUTURE FOR ITS OPERATIONS
AND IF IT IS UNABLE TO SECURE SUCH FINANCING,  IT MAY NOT BE ABLE TO SUPPORT ITS
OPERATIONS.

It will need additional funds to develop its operations.  It may seek additional
capital through

     o   an offering of its equity securities,
     o   an offering of debt securities, or
     o   by obtaining financing through a bank or other entity.

The  Company has not  established  a limit as to the amount of debt it may incur
and it has not adopted a ratio of its equity to debt  allowance.  If it needs to
obtain additional financing, the financing may not be available from any source,
or may not be  available  on terms  acceptable  to it.  Any future  offering  of
securities  may not be  successful.  The  Company may not be able to continue to
operate if it is unable to obtain additional capital when needed.

THE LOSS OF KEY EMPLOYEES MAY ADVERSELY AFFECT THE COMPANY'S GROWTH OBJECTIVES.

The  Company's  success in  achieving  its growth  objectives  depends  upon the
efforts  of its  senior  management.  Loss  of  the  services  of  any of  these
individuals  may have a  material  adverse  effect  on its  business,  financial
condition and results of  operations.  The Company can give no assurance that it
will be able to maintain and achieve its growth objectives should it lose any or
all of these individuals' services.

RELIANT HAS LIMITED EXPERIENCE SELLING OR MARKETING PROGRAMS.

Significant capital expenditures, management resources and time will be required
to establish and develop an in-house  marketing  and sales force with  technical
expertise.  It cannot be  assured  that  Reliant  will be able to  establish  or
maintain  relationships with third party collaborators or develop in-house sales
and  distribution  capabilities.  To the extent  that  Reliant  depends on third
parties for  marketing  and  distribution,  any revenues  Reliant  receives will
depend  upon the  efforts  of such  third  parties,  as well as the terms of its


                                      -6-
<PAGE>

agreements  with such third parties,  which cannot be predicted at this stage of
development.  There is no assurance  that such efforts  will be  successful.  In
addition,  Reliant  cannot  assure  that it will be able to market  and sell its
programs in the United States or overseas.

DEVELOPMENTS BY COMPETITORS MAY RENDER OUR PRODUCTS OR TECHNOLOGIES  OBSOLETE OR
NON-COMPETITIVE.

Reliant will compete against fully  integrated  insurance  companies and smaller
companies that are collaborating with larger insurance  companies and government
agencies, such as CHMC. In addition, many of these competitors,  either alone or
together with their collaborative partners,  operate larger development programs
or have substantially  greater financial resources than Reliant does, as well as
more experience in:

o        developing programs;
o        undertaking pre-launch testing and other trails;
o        obtaining regulatory approvals;
o        launching, marketing and selling similar programs.

Large  insurance  companies  pursuing  different  but related  fields  represent
substantial competition.  Many of these organizations have substantially greater
capital  resources,   larger  marketing  staffs,  longer  history  in  obtaining
regulatory  approvals than Reliant does. These  organizations  also compete with
Reliant to attract qualified personnel, parties for acquisitions, joint ventures
or other collaborations.

THE COMPANY  MAY, IN THE FUTURE,  ISSUE  ADDITIONAL  SHARES OF ITS COMMON  STOCK
WHICH  WOULD  REDUCE  INVESTORS  PERCENT OF  OWNERSHIP  AND MAY DILUTE ITS SHARE
VALUE.

The  Company's   Certificate  of   Incorporation   authorizes  the  issuance  of
200,000,000  shares of common stock,  par value $.001 per share,  and 25,000,000
shares of preferred  stock.  The future issuance of all or part of its remaining
authorized common stock may result in substantial  dilution in the percentage of
its common stock held by then existing  shareholders.  The Company may value any
common or  preferred  stock  issued in the  future on an  arbitrary  basis.  The
issuance of common stock for future  services or acquisitions or other corporate
actions  may have the effect of  diluting  the value of the  shares  held by its
investors, and might have an adverse effect on any trading market for its common
stock.
                                      -6-
SHARES ELIGIBLE FOR FUTURE SALE MAY ADVERSELY AFFECT THE MARKET.

As of December 31, 2006, the Company had  88,849,002  shares of its Common Stock
issued and outstanding  25,933,844,  of which were free trading.  The balance is
restricted from trading being deemed part of a "Control Block" of the Company.

Rule 144 provides, in essence, that a person holding "restricted securities" for
a period of one year may sell only an amount  every  three  months  equal to the
greater of (a) one percent of a company's issued and outstanding  shares, or (b)
the average weekly volume of sales during the four calendar weeks  preceding the
sale.  The  amount  of  "restricted  securities"  which a  person  who is not an
affiliate of our company may sell is not so limited,  since  non-affiliates  may
sell  without  volume  limitation  their  shares  held for two years if there is
adequate current public information available concerning our company. In such an


                                      -7-
<PAGE>

event,  "restricted  securities"  would be eligible for sale to the public at an
earlier  date.  The sale in the public market of such shares of Common Stock may
adversely affect prevailing market prices of our Common Stock.

As of March 6, 2006,  approximately 20,940,000 of the Company's shares of Common
Stock ceased to be deemed "restricted securities" under Rule 144 and became free
trading. As of March 1, 2006, the Company issued an additional  8,000,000 shares
of free trading Common Stock to two unrelated  parties  pursuant to an S-8 filed
with the Securities and Exchange Commission.

SINCE THE COMPANY HAS NOT PAID ANY  DIVIDENDS  ON ITS COMMON  STOCK AND DOES NOT
INTEND TO DO SO IN THE FORESEEABLE  FUTURE, A PURCHASER OF ITS COMMON STOCK WILL
ONLY REALIZE AN ECONOMIC GAIN ON HIS OR HER INVESTMENT FROM AN APPRECIATION,  IF
ANY, IN THE MARKET PRICE OF THE COMPANY'S COMMON STOCK.

The Company has never paid, and has no intentions in the  foreseeable  future to
pay, any cash dividends on its common stock. Therefore an investor in its common
stock,  in all  likelihood,  will only realize a profit on its investment if the
market price of the Company's common stock increases in value.

THE MARKET PRICE OF RELIANT COMMON STOCK MAY FLUCTUATE SIGNIFICANTLY.

The market  price of  Reliant's  common  stock may  fluctuate  significantly  in
response to factors, some of which are beyond its control, such as:

o the  announcement  of  new  programs  or  program  enhancements  by  Reliant's
competitors;  o developments  concerning regulatory  approvals;  o variations in
Reliant's  and  Reliant's  competitors'  results  of  operations;  o changes  in
earnings estimates or  recommendations by securities  analysts o developments in
the general insurance or mortgage industry.

Further,  the stock  market,  in general,  and the market for general  insurance
companies, in particular, has experienced extreme price and volume fluctuations.
Continued market fluctuations could result in extreme volatility in the price of
Reliant's  common  stock,  which could cause a decline in the value of Reliant's
common stock.  One should also be aware that price  volatility might be worse if
the trading volume of Reliant's  common stock is low.  Reliant has not paid, and
do not expect to pay, any cash dividends  because Reliant  anticipates  that any
earnings  generated  from future  operations  will be used to finance  Reliant's
operations  and as a result,  one will not realize any income from an investment
in Reliant common stock until and unless one sells ones shares at a profit.

TRADING OF RELIANT'S COMMON STOCK IS LIMITED.

Trading  of  Reliant's  common  stock is  currently  conducted  on the  National
Association of Securities Dealers' Over-the-Counter Bulletin Board, or "OTC-BB."
The liquidity or Reliant's securities has been limited, not only in terms of the
number of  securities  that can be bought  and sold at a given  price,  but also
through delays in the timing of transactions and reduction in security analysts;
and the media's coverage of Reliant.

                                      -8-
<PAGE>

These factors may result in lower prices for  Reliant's  common stock than might
otherwise be obtained and could also result in a larger  spread  between the bid
and asked prices for Reliant's common stock. Currently,  there are approximately
110 holders of record of Reliant's common stock.

THE  APPLICATION  OF THE "PENNY STOCK  REGULATION"  COULD  ADVERSELY  AFFECT THE
MARKET PRICE OF THE COMPANY'S COMMON STOCK

The Company's securities may be deemed a penny stock. Penny stocks generally are
equity  securities  with a  price  of less  than  $5.00  per  share  other  than
securities  registered on certain national securities exchanges or quoted on the
NASDAQ Stock Market,  provided that current  price and volume  information  with
respect to  transactions  in such  securities  is  provided  by the  exchange or
system.  Our  securities  may be  subject to "penny  stock  rules"  that  impose
additional  sales  practice   requirements  on  broker-dealers   who  sell  such
securities to persons other than established  customers and accredited investors
(generally  those with assets in excess of $1,000,000 or annual income exceeding
$200,000 or $300,000  together with their spouse).  For transactions  covered by
these rules, the broker-dealer must make a special suitability determination for
the  purchase of such  securities  and have  received  the  purchaser's  written
consent  to  the  transaction  prior  to the  purchase.  Additionally,  for  any
transaction  involving a penny  stock,  unless  exempt,  the "penny stock rules"
require  the  delivery,  prior  to the  transaction,  of a  disclosure  schedule
prescribed  by  the  Commission   relating  to  the  penny  stock  market.   The
broker-dealer   also  must  disclose  the   commissions   payable  to  both  the
broker-dealer and the registered  representative  and current quotations for the
securities.  Finally,  monthly  statements must be sent disclosing  recent price
information  on the limited  market in penny  stocks.  Consequently,  the "penny
stock rules" may restrict the ability of  broker-dealers  to sell the  Company's
securities and may have the effect of reducing the level of trading  activity of
its common stock in the secondary  market.  The foregoing  required  penny stock
restrictions  will not  apply to the  Company's  securities  if such  securities
maintain a market  price of $5.00 or greater.  The Company can give no assurance
that the price of its securities will reach or maintain such a level.

UNCERTAINTY AS TO THE CONTINUATION OF THE COMPANY AS A GOING CONCERN

The  audited  financial  statements  of the  Company  for the fiscal  year ended
December  31,  2006,  reflect  an  accumulated  net  loss of  $8,676,816.  These
conditions raise  substantial doubt about the Company's ability to continue as a
going concern if sufficient  additional  funding is not acquired or  alternative
sources of capital developed to meet the Company's working capital needs.

ITEM 2 DESCRIPTION OF REAL PROPERTY

Reliant does not own any real property.  Reliant  currently  works out of rented
office space  located at Suite 250, 350 Bay Street,  Toronto.  Reliant  believes
that this  arrangement is adequate for its current and  immediately  foreseeable
operating  needs.  Reliant does not have any policies  regarding  investments in
real estate,  securities or other forms of real or personal  property outside of
that required to carry on its business operations.

                                      -9-
<PAGE>

ITEM 3 LEGAL PROCEEDINGS

From time to time,  Reliant  may be  involved as a  plaintiff  or  defendant  in
various legal actions arising in the normal course of business. Reliant does not
anticipate any material liability as a result of such litigation.



ITEM 4 SUBMISSIONS OF MATTERS TO VOTE OF SECURITY HOLDERS

NONE


PART II

ITEM 5 MARKETS  FOR COMMON  EQUITY AND  RELATED  STOCKHOLDER  MATTERS  AND SMALL
BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES

MARKET INFORMATION

Reliant's  common  stock has been  quoted on the OTC  Bulletin  Board  under the
symbol  "RHWC" since  February 14, 2005,  prior to which,  its  securities  were
traded on the OTC Bulletin Board under the symbol "DLXM".  Prior to which,  they
traded on the National  Quotation Bureau's Pink Sheets. The following table sets
forth the range of high and low bid quotations of the Company's common stock for
the periods indicated.  The prices represent inter-dealer  quotations,  which do
not include  retail  markups,  markdowns or  commissions,  and may not represent
actual transactions.

Quarter                                    High $                   Low $
-------                                    ------                   -----

Fiscal Year - 2005

First Quarter*                             0.880                    0.100
Second Quarter*                            0.870                    0.100
Third Quarter                              0.570                    0.270
Fourth Quarter                             0.510                    0.210

Fiscal Year - 2006

First Quarter                              0.840                    0.140
Second Quarter                             0.350                    0.150
Third Quarter                              0.180                    0.060
Fourth Quarter                             0.290                    0.090

*            Before reverse stock split

As of March 31, 2006 Reliant had 97,849,002 of its common stock outstanding. The
number of registered holders of record of common shares was approximately 167.

                                      -10-
<PAGE>

DIVIDENDS

Reliant has never declared or paid a cash dividend on its capital stock. Reliant
intends to retain  future  earnings,  if any,  to finance the  expansion  of its
business  and does not  expect  to  declare  or pay any  cash  dividends  in the
foreseeable future.


POST PERIOD EVENT

During  January 2007,  the company  issued  9,000,000 free trading Common shares
from its treasury pursuant to the exemption from share registration  provided by
Section SB-8 of the Securities  Act 1933 to Julian Brown, a Bahamian  resident &
consultant.  The  common  shares so issued  were in  consideration  of  services
rendered  and to be  rendered by Mr.  Brown  pursuant  to  consulting  agreement
entered into by the Company and Mr. Brown.  Mr. Brown  provided a combination of
consulting,  marketing and technical  support services to the Company on respect
of the launch of its activities in the Caribbean basis and South America.



ITEM 6. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

General

The  following  discussion  is  intended  to provide an  analysis  of  Reliant's
financial  condition and should be read in conjunction  with  Reliant's  audited
financial  statements and the related  footnotes.  The matters discussed in this
section  that is not  historical  or current  facts deal with  potential  future
circumstances and developments. Such forward-looking statements include, but are
not limited to, the development  plans for the Company's  growth,  trends in the
results of the Company's development,  anticipated  development plans, operating
expenses  and  the  Company's   anticipated  capital  requirements  and  capital
resources. The Company's actual results could differ materially from the results
discussed in the forward-looking statements.

Going Concern

Reliant  is in  the  process  of  developing,  and  exploiting  its  proprietary
financial systems and "know how". The Company has not yet generated much revenue
or any profit from its  operations.  Its continued  existence and its ability to
continue  as a  growing  concern  are  dependent  upon  its  ability  to  obtain
additional capital or debt to fund its operations.

Results of Operations for the Years Ended December 31, 2006 and 2005

We have a history of operating  losses and virtually no revenue from operations.
We continued to develop our proprietary  home warranty  program which we plan to
launch during the next fiscal year.  Operating  expenses increased from $128,752
for  2005  to  $7,729,609  for  2006.  During  2006,  we  incurred   significant
consulting,  legal and other operating  expenses  related to the Laurus deal and
developing our mortgage program. In addition,  interest expense totaled $124,261
for  2006.  Our 2005 net loss of  $933,417  relates  primarily  to  discontinued
operations  of $810,000.  Since our  inception,  we have  accumulated  losses of
$8,676,816.  All non-essential costs have been eliminated in an effort to reduce
operating losses.

                                      -11-
<PAGE>

Liquidity and Capital Resources

Our principal  financing  sources have been through the issuance of common stock
and  advances  and loans from  related  parties and others.  During  2006,  loan
proceeds  totaled  $1,552,133 and stock issuance  proceeds  totaled  $1,109,476.
These cash inflows were offset by cash  outflows of $1,958,748  for  operations,
$457,137  for  mortgage  loans and $6,358 for loan  repayments.  For 2005,  loan
proceeds totaled $82,004 and $76,501 was used in operations.

At December 31, 2006, we had a working capital deficit of $1,481,078 compared to
a working capital deficit of $156,372 at December 31, 2005.

Critical Accounting Policies and Estimates

The critical  accounting policies used by the Company are described in Note 2 to
the financial  statements.  The preparation of our financial statements requires
us to make estimates and assumptions  that affect the reported amounts of assets
and  liabilities  and  disclosure of contingent  assets and  liabilities  at the
financial  statement date and the reported  amounts of sales and expenses during
the  reporting  periods.   Actual  amounts  could  differ  material  from  those
estimates.

Recent Accounting Pronouncements

Recent  accounting  pronouncements  that may impact the Company are disclosed in
Note 2 to the financial statements.

Off-Balance Sheet Arrangements

None.


ITEM 7.  FINANCIAL STATEMENTS

Our financial statements are filed herewith immediately  following the signature
pages.

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

NONE

ITEM 8A CONTROLS & PROCEEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

The Company  maintains a system of controls and  procedures  designed to provide
reasonable assurance as to the reliability of the financial statements and other
disclosures  included  in  this  report,  as well as to  safeguard  assets  from
unauthorized  use or  disposition.  Within 90 days  prior to the  filing of this
report,  the Company's Chief Executive  Officer and Chief Financial Officer have
reviewed and  evaluated  the  effectiveness  of the design and  operation of the
Company's   disclosure   controls  and   procedures   with  the  assistance  and
participation of other members of management.  Based upon that  evaluation,  the
Company's  Chief Executive  Officer and Chief  Financial  Officer have concluded
that  the  Company's  disclosure  controls  and  procedures  are  effective  for
gathering,  analyzing and disclosing the  information the Company is required to


                                      -12-
<PAGE>

disclose  in the  reports it files  under the  Securities  Exchange  Act of 1934
within the time periods specified in the SEC's rules and forms.

CHANGES IN INTERNAL CONTROLS

The Company has not made any changes to its internal  control  during the fourth
quarter that has  materially  affected,  or is  reasonably  likely to materially
affect,  our internal  control  over  financial  reporting.  The Company has not
identified any significant  deficiencies or material weaknesses or other factors
that could  significantly  affect these  controls,  and  therefore,  no need for
corrective action to be taken.

ITEM 8B OTHER INFORMATION

None

PART III

ITEM 9  DIRECTORS,   EXECUTIVE   OFFICERS, OF REGISTRANT

Directors, Executive Officers, Promoters, and Control Persons

Reliant's directors and executive officers as at March 31, 2007, are as follows:

Name                              Age                   Title
----                              ---                   -----

Boyd Soussana                     45                    President, CEO, Director
Hon. John Roberts                 73                    Director
Paul Burden                       52                    Director and CFO
Stephen Hamilton                  53                    Senior Vice President

Reliant's  directors  will hold  office  until the next  annual  meeting  of The
Company or until their  successors  are duly  elected and  qualified.  Reliant's
executive  officers  serve at the pleasure of the Board of Directors.  Set forth
below  is a  summary  description  of  the  principal  occupation  and  business
experience of Reliant's  directors and executive  officers for at least the last
five years.

Boyd Soussana                                President Director
-------------                                ------------------
Founder of Creditor Life, Chairman,  CEO, Director of several Public and private
corporations

The Honourable John Roberts P.C.             Director
--------------------------------             --------
Former  Secretary  of State of Canada,  Privy  Counselor,  Doctor of  Philosophy
(Ph.D), Director of several public companies and not for profit entities

Paul Burden                                  Chief Financial Officer Director
-----------                                  --------------------------------

Steven Hamilton                              Senior Vice President
---------------                              ---------------------
Former banker and consumer loans officer

Kevin Hamilton                               Former CEO Director
--------------                               -------------------
Founder of Company,  Developer of Real Estate in Eastern Canada, Retired Officer
in Canadian Forces, resigned as an officer and director in May of 2005.

                                      -13-
<PAGE>

Val Guilis resigned as an officer and director on January 1, 2006.

CHANGES IN SECURITIES

On  September 5, 2003,  the Company  announced  that it would  conduct a reverse
split of its issued and outstanding  shares on the basis of 10 common shares for
one new common  share.  The Company at that date had  37,345,268  common  shares
issued and  outstanding,  after the reverse  split there were  3,734,526  common
shares  issued  and  outstanding.  On  February  9,  2004,  the  Company  issued
34,000,000  common  shares  for  the  acquisition  of  100%  of the  issued  and
outstanding common shares of Condor Diamond Corp.

On March 3, 2004,  the Company  authorized  the issuance of 6,004,426 S-8 shares
pursuant to debt settlement  agreements totaling $428,875.  On February 2, 2005,
Company undertook a reverse split of its outstanding  common shares on the basis
of one (1) new share for  twenty-two  (22) old shares  reducing its  outstanding
common shares from  44,438,786 to 2,019,945  prior to the acquisition of 1604494
Ontario Inc.

On March 24, 2005, the Company issued  76,000,000  shares for the acquisition of
100% of the issued and  outstanding  common  shares of 1604494  Ontario Inc., an
Ontario private company,  and pursuant to a Stock Exchange Agreement (the "Stock
Exchange Agreement"),  The BSA Group Limited ("BSA"), in trust, acquired control
of the Company,  Reliant Home Warranty  Corporation  by acquiring  from treasury
76,000,000  shares of the  Corporation  in  exchange  for all of the  issued and
outstanding shares of 1604494 Ontario Inc it held in trust. As of that date, the
Company  has a  total  of  78,019,945  issued  and  outstanding  common  shares.
Therefore the  shareholders of 1604494  Ontario Inc. have acquired  ninety-seven
point four percent  (97.4%) of the issued and  outstanding  common shares of the
Company.

Kevin Hamilton acquired beneficial  ownership of 20,085,667 common shares in the
capital  of the  Company,  which he is  deemed  to  beneficially  own  through a
corporation, Galaxy Galleria Inc. This total represents 25.7 % of the issued and
outstanding  consolidated  common shares of the Company.  These common shares of
the  Company  were  issued  to Kevin  Hamilton  further  to the  Stock  Exchange
Agreement  through  which Kevin  Hamilton  exchanged one common share of 1604494
Ontario Inc. for each one common share of the Company. RS Atlantic Holdings Inc.
a private company acquired  ownership of 18,921,220 common shares in the capital
of the  Company,  the  total  of  which  represents  24.2 % of  the  issued  and
outstanding  consolidated  common shares of the Company.  These common shares of
the  Company  were  issued to RS  Atlantic  Holdings  Inc  further  to the Stock
Exchange  Agreement  through which RS Atlantic Holdings Inc exchanged one common
share of 1604494 Ontario Inc. for each one common share of the Company.

HS Holdings  Inc. a private  company  acquired  ownership of  18,753,113  common
shares in the capital of the Company,  the total of which  represents  24.0 % of
the issued and  outstanding  consolidated  common  shares of the Company.  These
common shares of the Company were issued to HS Holdings Inc further to the Stock
Exchange  Agreement  through which HS Holdings Inc exchanged one common share of
1604494 Ontario Inc. for each one common share of the Company.  The total amount
of issued and outstanding shares in the Company thereby increased to 78,019,782

On March 1, 2006,  the board of directors  approved the issuance of 8,000,000 of
its common shares, in consideration of consulting  service to Harvey E. Moss and
Leslie N. Moss.

                                      -14-
<PAGE>


On June 8, 2006, the Company entered into a Security and Purchase Agreement with
Laurus  Master Fund Ltd.  ("Laurus")  pursuant  to which the  Company  issued to
Laurus a Secured  Revolving Note (the "Note") in the aggregate  principal amount
of $25  million  and a  warrant  to  purchase  up to  36,128,286  shares  of the
Company's common stock at a price of $.001 per share (the "Warrant").

As the Company did not have a  sufficient  number of  authorized  but  un-issued
common  shares to issue  upon the full  exercise  of the  Warrant,  it  obtained
shareholder and State of Florida  approval to increase its authorized  number of
common shares from 100 to 200 million shares.

The Company  agreed to use the  proceeds of the Note solely for the  purposes of
funding certain mortgage loans to its customers,  except for $1,056,768 that the
Company paid to Laurus Capital Management, LLC, the investment advisor to Laurus
and to other third  parties as  reimbursement  for their due diligence and legal
fees and expenses  incurred in  connection  with the  transaction.  These costs,
which were paid from draws on the Note, were capitalized as loan costs. The Note
was  secured  by  substantially  all  assets of the  Company.  In  addition  the
76,000,000  shares of common  stock  issued by the Company with its 2005 reverse
merger were pledged as security for the Note.

The Company used the Black-Scholes option valuation model to calculate the "fair
value"  of the  Warrant  and  the  corresponding  capitalized  loan  costs.  The
assumptions used in the calculation were:  expected term of 90 days,  volatility
of 219.8%,  and interest rate of 4.47% and yield of zero.  The expected term was
based on the  requirements  of the Security & Purchase  Agreement.  The expected
volatility was based on the historical  volatility of the Company's common stock
over a one year period preceding the transaction. The dividend yield of zero was
based on the fact that the  Company  had never  paid cash  dividends  and had no
intention to pay cash  dividends.  The risk free  interest rate was derived from
average US treasure rates.

The following table summarized the capitalized loan costs:
Fees paid to Laurus Capital Management, LLC                          $   915,000
Fees paid to other third parties (primarily legal fees)                  141,768
                                                                       1,056,768
Value of Warrant issued to Laurus                                      4,299,266
                                                                     ----------
                                                                     $ 5,356,034

In  September  2006,  the  Company  was  notified by Laurus that given a changed
investment  climate,  it did not intend to proceed  with and advance any further
monies under the Note. As a result of the decision of Laurus not to proceed with
the  transaction,  the Company wrote off the capitalized loan costs in September
2006.

The Company and Laurus  entered into  negotiations  respecting the resolution of
the relationship created by the Security and Purchase Agreement.  The results of
these  negotiations,  which  allowed the Company to proceed  with its  business,
ultimately  led to  the  Company  in  December  2006  issuing  2,190,944  of its
restricted  common shares to Laurus in consideration  of Laurus  discharging the
$1,056,768 debt and releasing its secured  position and claims against  Company.
In addition, Laurus retained the rights to the 36,128,286 common shares from the
Warrant;  however,  it is prevented from selling such shares without the consent
of the  Company.  The Company has no  intention  of allowing  Laurus to sell the
shares and its  shareholders  are  proceeding  with legal  action to nullify the
Warrant.

                                      -15-
<PAGE>


In August  2006,  the  Company  issued  4,000,000  restricted  common  shares in
consideration  of  consulting  fees  incurred  in  connection  with a  financing
transaction  that did not  materialize.  These  shares in the opinion of counsel
were issued in error are a nullity and  therefore  are not  reflected as part of
the Company's outstanding capital.

In November  2006,  Main Street  Capital LLC, as agent for the Company, obtained
subscriptions for two tranches of the Company's restricted common shares from an
aggregate of 14 individuals.  These restricted  common shares were issued by the
Company from its treasure pursuant to Section 144 of the Securities Act 1933 and
subject to certain statutory restrictions from transfer. The issuance of 638,276
shares for this transactions occurred in January 2007.


ITEM 10 EXECUTIVE COMPENSATION

Summary Compensation Table

The following table provides certain summary information concerning compensation
paid to or  accrued by the  Officers  and  Directors  of  Reliant  for  services
rendered to Reliant during the last year.
<TABLE>
<CAPTION>
=======================================================================================================
                                        SUMMARY COMPENSATION TABLE
=======================================================================================================
Name & Principal                                        Other Annual  Underlying          All Other
Position(s)            year       salary     Bonus      Compensation  options             Compensation
---------------------- ----       ------     ---------- ------------  ---------------     -------------
<S>                    <C>        <C>        <C>        <C>            <C>                <C>
Boyd Soussana          2006       $ 40,897   $0         $0             $0                 $0
Chairman and CEO       2005       $0         $0         $0             $0                 $0

Hon. John Roberts      2006       $0         $0         $0             $0                 $0
Director               2005       $0         $0         $0             $0                 $0

Kevin Hamilton         2006       $0         $0         $0             $0                 $0
Consultant             2005       $0         $0         $0             $0                 $0

Paul Burden            2006       $0         $0         $0             $0                 $0
Director and CFO       2005       $0         $0         $0             $0                 $0
Steve Hamilton         2006       $104,929   $0         $0             $0                 $0
Senior Vice President  2005       $0         $0         $0             $0                 $0
</TABLE>


(1)  "SARs"  or  "Stock  appreciation  right"  means  a  right  granted  by  the
Corporation, as compensation for services rendered, to receive a payment of cash
or an issue or transfer of securities  based wholly or in part on changes in the
trading price of publicly traded securities of the Corporation.

(2)  "LTIP " or  "long  term  incentive  plan"  means  any plan  which  provides
compensation  intended to serve as  incentive  for  performance  to occur over a
period  longer than one  financial  year,  but does not include  option or stock
appreciation right plans or plans for compensation  through restricted shares or
restricted share units.

                                      -16-
<PAGE>

Section  16(a) of the  Exchange Act requires  Reliant's  executive  officers and
directors,  and persons who  beneficially own more than ten percent of Reliant's
equity  securities,  to file reports of ownership and changes in ownership  with
the Securities and Exchange Commission. Officers, directors and greater than 10%
percent  shareholders  are required by SEC  regulation  to furnish  Reliant with
copies of all Section 16(a) forms they file.

Based on its review of the copies of such forms received by it, Reliant believes
that during the year ended  December  31,  2006  all  such  filing  requirements
applicable to its officers and directors were complied with.

Benefit Plans

Reliant does not have any pension  plan,  profit  sharing plan, or similar plans
for the benefit of its officers,  directors or employees.  However,  Reliant may
establish such plans in the future.

OPTION GRANTS IN FISCAL YEAR 2006

Reliant  granted no options to its officers or  directors to purchase  shares of
our common stock during the fiscal year ended December 31, 2006:


Director and Officer Indemnification and Limitations on Liability

Insofar as indemnification  for liabilities arising under the Securities Act may
be permitted to directors, officers, and controlling persons of Reliant pursuant
to the foregoing provisions, or otherwise,  Reliant has been advised that in the
opinion of the  Commission  such  indemnifications  is against  public policy as
expressed in the Securities Act and, is, therefore,  unenforceable.  Reliant has
no  indemnification  agreements  with  persons  who are  directors,  officers or
employees of Reliant.

ITEM 11 SECURITIY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information as of the date of this Report
regarding the beneficial ownership of Reliant's common stock held by each of its
executive officers and directors, individually and as a group and by each person
who beneficially  owns in excess of five percent of the common stock. The number
of  shares  of  common  stock  beneficially  owned by each  person  or entity is
determined under the rules promulgated by the SEC. Under those rules, beneficial
ownership  includes  any  shares  as to which the  person or entity  has sole or
shared voting power or  investment  power and shares which that person or entity
has the right to  acquire  within  sixty  days  after  December  31,  2005.  The
inclusion  in this  section of any  shares  deemed  beneficially  owned does not
constitute an admission by that person of beneficial  ownership of those shares.
Reliant  believes that the individuals  listed below have the sole power to vote
and dispose of the number of shares set forth  opposite their  respective  names
unless otherwise indicated.

                                      -17-
<PAGE>


                               Number of shares            Percent of
                               of common  stock            common  stock
                               beneficially                beneficially
Name of                        owned  or  right            owned  or  right
Beneficial Owner               to  direct  vote(*          to  direct  vote (*)
---------------------          -----------------------     -------------------

Boyd Soussana                  0                           0.0%

Hon. John Roberts              0                           0.0%

Paul Burden                    0                           0.0%

Val Guilis (2)                 0                           0.0%

Steve Hamilton                 0                           0.0%

Kevin Hamilton (1              0                           0.0%

All officers and directors
As a Group (3  persons)                                    0.0%

(1) Resigned as President and Director  during May 2005. (2) Resigned as CFO and
Director on January 1, 2006.


ITEM 12 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Galaxy Galleria Inc. is a significant  shareholder of Reliant. Kevin Hamilton is
a  significant  shareholder  of Galaxy  Galaria  Inc., a director and it's Chief
Executive  Officer.  Mr. Hamilton was a director and the Chief Executive Officer
of Reliant until he resigned during May 2005.

ITEM 13 EXHIBITS

     (a) The following documents are filed as part of this Annual Report on Form
10-KSB:

(1) Financial Statements

(2)  Exhibits

Exhibit No.       Description
-----------       -----------

31.1              Rule 13a-14(a)/15d14(a)  Certifications of Principal Executive
                  Officer

31.2              Rule 13a-14(a)/15d14(a)  Certifications of Principal Financial
                  and Accounting Officer

32.1              Section 1350 Certifications of Principal Executive Officer

32.2              Section  1350   Certifications  of  Principal   Financial  and
                  Accounting Officer


                                      -18-
<PAGE>

ITEM  14  PRINCIPAL ACCOUNTANT FEES AND SERVICES

The following table sets forth fees billed to us by our SF Partnerships  LLP and
Berman Hopkins Wright & LaHam, CPAs and Associates LLP our principal accountants
during the fiscal years ended December 31, 2005 and December 31, 2006 for:

                                  December 31, 2005          December 31, 2006
                                  -----------------          -------------------
(i)Audit Fees                     $17,000                    $22,000
(ii)Audit Related Fees            $0                         $0
(iii)Tax Fees                     $1,669                     $0
(iv)All Other Fees                $0                         $0

Audit Fees. The aggregate fees billed by Reliant's  principal  accountants,  for
professional  services rendered for the audit of our annual financial statements
for the last two fiscal  years and for the reviews of the  financial  statements
included  in our  Quarterly  Reports on Form  10-QSB  during the last two fiscal
years.

Audit-Related Fees: Reliant did not engage its principal  accountants to provide
assurance or related services during the last two fiscal years.

Tax Fees: The aggregate fees billed by Reliant's  principal  accountants for tax
compliance,  tax advice and tax planning services rendered to Reliant during the
last two fiscal  years All Other  Fees:  Reliant  did not  engage its  principal
accountants  to render  services to us during the last two fiscal  years,  other
than as reported above.

Pre-Approval Policies and Procedures:  Reliant's Board of Directors has the sole
authority to appoint or replace Reliant's  independent auditor.  Reliant's Board
is directly  responsible for the  compensation  and oversight of the work of its
independent  auditor (including  resolution of disagreements  between management
and the independent  auditor regarding  financial  reporting) for the purpose of
preparing  or issuing an audit  report or related  work.  Reliant's  independent
auditor is engaged by, and reports directly to, it's Board.

Reliant's  Board  pre-approves  all auditing  services and  permitted  non-audit
services  (including  the fees and terms thereof) to be performed for Reliant by
Reliant's  independent  auditor,  subject  to  the  de  minimis  exceptions  for
non-audit services described in Section 10A(i)(1)(B) of the Exchange Act, all of
which are  approved by our Board prior to the  completion  of the audit.  In the
event  pre-approval for such auditing services and permitted  non-audit services
cannot be obtained as a result of inherent  time  constraints  in the matter for
which such services are required, the Chairman of the Board may pre-approve such
services,  and will report for ratification such pre-approval to Reliant's Board
at its next scheduled meeting.

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

                                 RELIANT HOME WARRANTY CORPORATION

Date June 18, 2007               /s/ Boyd Soussana
                                 ---------------------------------
                                 (Signature) Boyd Soussana
                                 President, Chief Executive Officer

Date June 18, 2007               /s/ Steve Hamilton
                                 ---------------------------------
                                 (Signature) Steve Hamilton
                                 Senior Vice President


                                      -19-

<PAGE>
<TABLE>
<CAPTION>


                                     Index

Financial Statements

<S>                                                                                                 <C>
Report of Independent Registered Public Accounting Firm                                           F-2

Report of Independent Registered Public Accounting Firm                                           F-3

Consolidated Balance Sheet at December 31, 2006                                                   F-4

Consolidated Statements of Operations for the years ended December 31,
   2006 and 2005 and for the period from inception to December 31, 2006                           F-5

Consolidated  Statements of Changes in  Shareholders'  Equity  (Deficit) for the
   years ended December 31, 2006 and 2005 for the period from
   inception to December 31, 2006                                                                 F-6

Consolidated Statements of Cash Flows for the years ended December 31,
   2006 and 2005 and for the period from inception to December 31, 2006                           F-7

Notes to Consolidated Financial Statements                                                        F-8

</TABLE>



                                      F-1





<PAGE>




             Report of Independent Registered Public Accounting Firm

To The Board of Directors of Reliant Home Warranty Corporation

We have  audited the  accompanying  consolidated  balance  sheet of Reliant Home
Warranty  Corporation  (the  "Company"),  a  development  stage  company,  as of
December 31, 2006 and the related consolidated statements of operations, changes
in shareholders' equity (deficit) and cash flows for the year then ended and for
the  period  from  January 1, 2006 to  December  31,  2006 for the  period  from
inception to December 31, 2006 amounts included in the  consolidated  statements
of  operations  and cash  flows for the year  ended  December  31,  2006.  These
financial  statements are the  responsibility of the Company's  management.  Our
responsibility  is to express an opinion on these financial  statements based on
our audit.  The  consolidated  financial  statements of the Company for the year
ended  December 31, 2005 and for the period from  inception to December 31, 2005
were  audited by other  auditors,  whose  report  dated  March 31, 2006 on those
statements included an explanatory  paragraph describing  conditions that raised
substantial doubt about the Company's ability to continue as a going concern.

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

In our opinion, the consolidated  financial statements referred to above present
fairly,  in all  material  respects,  the  financial  position  of Reliant  Home
Warranty Corporation as of December 31, 2006, and the results of its operations,
changes in shareholders' equity (deficit) and cash flows for the year then ended
and for  the period from  January 1, 2006 to December  31,  2006  for the period
from  inception  to December  31,  2006  amounts  included in  the  consolidated
statements of operations  and cash flows for the year ended December 31, 2006 in
conformity with accounting principles generally accepted in the United States of
America.

The accompanying  consolidated  financial statements have been prepared assuming
that the Company will continue as a going concern. As discussed in Note 7 to the
financial  statements,  the Company is in the development  stage, has sufficient
recurring  losses  from  operations  and has  negative  working  capital.  These
conditions  raise  substantial  doubt  about its  ability to continue as a going
concern.  Management's  plans in regard to these  matters are also  described in
Note 7. The  financial  statements  do not  include any  adjustments  that might
result from the outcome of this uncertainty.

As disclosed in Note 8 to the  financial  statements,  the Company  restated its
2006  financial  statements  to correct  the  accounting  for a warrant  and the
revenue recognition for mortgage loan fees.

/S/ Berman Hopkins Wright & Laham, CPAs and Associates, LLP


Winter Park, Florida
May 30, 2007


                                      F-2

<PAGE>



             Report of Independent Registered Public Accounting Firm

To The Stockholders and Board of Directors
ofReliant Home Warranty Corporation

We have audited the accompanying consolidated statements of operations,
stockholders' deficit and cash flows of Reliant Home Warranty Corporation (a
Florida corporation in the development stage) for the year ended December 31,
2005 and for the cumulative period from January 21, 2004 (date of inception)
through December 31, 2005. These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audit.

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

In our opinion, these financial statements referred to above present fairly, in
all material respects, the results of operations and cash flows of Reliant Home
Warranty Corporation for the year ended December 31, 2005 and for the cumulative
period from January 21, 2004 (date of inception) through December 31, 2005 in
conformity with accounting principles generally accepted in the United States of
America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. As discussed in Note 7 to the
financial statements, the Company is in the development stage and has incurred
losses from operations, and has negative working capital, which raises
substantial doubt about its ability to continue as a going concern. Management's
plans regarding these matters are also described in Note 7. The financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.

                                      /s/ SF PARTNERSHIP, LLP
                                      - - - - - - - - - - - - - - - - - - - - -
                                      CHARTERED ACCOUNTANTS

Toronto, Canada
March 31, 2006



                                      F-3-

<PAGE>


                        Reliant Home Warranty Corporation
                         (a development-stage company)
                           Consolidated Balance Sheet
                                December 31, 2006



                                     Assets                      (as restated)
Current assets
     Cash                                                         $   247,813

     Prepaid expenses and other current assets                         80,534
                                                                  -----------
Total current assets                                                  328,347

     Mortgage receivable                                              457,137

     Other assets                                                       5,149
                                                                  -----------

Total other assets                                                    462,286
                                                                  -----------
Total assets                                                      $   790,633
                                                                  ===========

                               Liabilities
Current Liabilities
     Accounts payable & accrued liabilities                       $   199,134

     Mortgage payable                                                 434,652

     Loan payable to related party                                  1,031,142

     Due to related parties                                           154,497
                                                                  -----------
Total current liabilities                                           1,819,425

Commitments & contingencies

                          Shareholders' Deficit
     Common stock
       $0.001 par value; 200,000,000 shares authorized
       88,849,002 shares issued and outstanding                        88,849

     Stock subscription receivable                                    (25,646)

     Additional paid-in capital                                     3,283,139

     Common stock purchase warrant                                  4,299,266

     Accumulated deficit during the development stage              (8,676,816)

     Accumulated other comprehensive loss                               2,416
                                                                  -----------
Total shareholders' deficit                                        (1,028,792)
                                                                  -----------
Total liabilities and shareholders' deficit                       $   790,633
                                                                  ===========



   The accompanying notes are an integral part of these financial statements


                                      F-4
<PAGE>

<TABLE>
<CAPTION>



                                   Reliant Home Warranty Corporation
                                     (a development-stage company)
                                 Consolidated Statements of Operations
                          For the Years ended December 31, 2006 and 2005 and
                    Cumulative from the Period January 21, 2004 (date of inception)
                                      through December 31, 2006



                                                                                 Cumulative from
                                                                                Inception through
                                                     2006            2005       December 31, 2006
                                                -------------    -------------    -------------
                                                (as restated)                     (as restated)
<S>                                             <C>              <C>              <C>
Revenue                                         $        --    $       --       $        --
                                                -------------    -------------    -------------

Operating expenses:

     Consulting fees                                1,615,806           69,758        1,687,870

     Amortization of loan costs                     5,356,034             --          5,356,034

     Wages & salaries                                 253,805             --            253,805

     Professional fees                                212,487           36,711          253,041

     General & administrative expenses                167,216           22,283          191,805
                                                -------------    -------------    -------------

Total Operating Expenses                            7,605,348          128,752        7,742,555
                                                -------------    -------------    -------------


Loss from operations                               (7,605,348)        (128,752)      (7,742,555)

Interest expense                                     (124,261)            --           (124,261)
                                                -------------    -------------    -------------


Loss from operations before income taxes           (7,729,609)        (128,752)      (7,866,816)

Provision for income taxes                               --               --               --
                                                -------------    -------------    -------------


Loss from continuing operations                    (7,729,609)        (128,752)      (7,866,816)

Discontinued operations                                  --           (810,000)        (810,000)
                                                -------------    -------------    -------------

Net loss                                        $  (7,729,609)   $    (938,752)   $  (8,676,816)
                                                =============    =============    =============


Foreign currency translation adjustments                8,447            5,335            2,416
                                                -------------    -------------    -------------

Comprehensive loss                              $  (7,721,162)   $    (933,417)   $  (8,674,400)
                                                =============    =============    =============


Net loss per common share - basic and diluted   $       (0.09)   $      (0.01)

Weighted average number of shares

     outstanding during the period - basic         84,981,285       77,560,483



     outstanding during the period - diluted      105,371,496       77,560,483
                                                -------------    -------------

</TABLE>



    The accompanying notes are an integral part of these financial statements



                                      F-5
<PAGE>
<TABLE>
<CAPTION>


                                                 Reliant Home Warranty Corporation
                                                   (a development-stage company)
                                     Consolidated Statements of Shareholders' Equity (Deficit)
                                          For the Periods from January 21, 2004 (date of
                                               inception) through December 31, 2006

                                                                                                             Accumulated   Total
                                                                                      Common    Accumulated  Deficit       Share-
                                                              Stock      Additional   Stock        Other     During       holders
                                          CommonStock      Subscription   Paid-In    Purchase Comprehensive Development    Equity
                                     Shares     Par Value  Receivable     Capital    Warrants Income (Loss)   Stage      (Deficit)
                                   ----------- ---------- -----------  ----------- ----------- ----------- -----------  -----------
<S>                                  <C>       <C>        <C>          <C>         <C>         <C>         <C>          <C>
Balance January 21, 2004 (date of
inception)                           2,019,782 $    2,020 $      --    $    12,955 $      --   $     --    $      --    $    14,975
                                   ----------- ---------- -----------  ----------- ----------- ----------  -----------  -----------

     Foreign currency translation         --         --          --           --          --         (696)        --           (696)
     Net loss 2004                        --         --          --           --          --         --         (8,455)      (8,455)
                                   ----------- ---------- -----------  ----------- ----------- ----------  -----------  -----------

Balance December 31, 2004            2,019,782      2,020        --         12,955        --         (696)     (8,455)       5,824
                                   ----------- ---------- -----------  ----------- ----------- ----------  -----------  -----------

     Shares issued for acquisition
       of 1604494 Ontario Inc       76,000,000     76,000        --        705,891        --         --          --        781,891
     Foreign currency translation         --         --          --           --          --       (5,335)       --         (5,335)
     Net loss 2005                        --         --          --           --          --         --      (938,752)    (938,752)
                                   ----------- ---------- -----------  ----------- ----------- ----------  -----------  -----------

Balance December 31, 2005           78,019,782     78,020        --        718,846        --       (6,031)   (947,207)    (156,372)
                                   ----------- ---------- -----------  ----------- ----------- ----------  -----------  -----------

     Shares issued for consulting
     service                         8,000,000      8,000        --      1,432,000        --         --           --      1,440,000
     Issue Warrant to Laurus              --         --          --           --     4,299,266       --           --      4,299,266
     Shares issued to Laurus         2,167,987      2,168        --      1,056,102        --         --           --      1,058,270
     Shares issued to Laurus            22,957         23        --         11,183        --         --           --         11,206
     Shares issued                     638,276        638     (25,646)      65,008        --         --           --         40,000
     Foreign currency translation         --         --          --           --          --        8,447         --          8,447
     Net loss 2006                        --         --          --           --          --         --     (7,729,609)  (7,729,609)
                                   ----------- ---------- -----------  ----------- ----------- ----------  -----------  -----------

Balance December 31, 2006 -         88,849,002 $   88,849 $   (25,646) $ 3,283,139 $ 4,299,266 $    2,416  $(8,676,816) $(1,028,792)
     as restated                   =========== ========== ===========  =========== =========== ==========  ===========  ===========

                            The accompanying notes are an integral part of these financial statements
</TABLE>


                                                                F-6
<PAGE>

<TABLE>
<CAPTION>



                                  Reliant Home Warranty Corporation
                                    (a development-stage company)
                                Consolidated Statements of Cash Flows
                           For the Years ended December 31, 2006 and 2005
                      and Cumulative from the Period January 21, 2004 (date of
                                inception) through December 31, 2006



                                                                                      Cumulative from
                                                                                      Inception through
                                                        2006               2005       December 31, 2006
                                                     -----------       -----------    -----------------
                                                    (as restated)                       (as restated)
<S>                                                  <C>               <C>               <C>
Cash Flows from Operating Activities:
Net loss                                             $(7,729,609)      $  (938,752)      $(8,676,816)
Adjustments to reconcile net loss to net cash used
     by perating activities:
     Shares issued for consulting fee                  1,440,000              --           1,440,000
     Issue warrant to Laurus                           4,299,266              --           4,299,266
     Discontinued operations                                --             810,000           810,000
     Change in  working capital accounts:
        Prepaid expenses                                 (80,534)             --             (80,534)
        Accounts payable & accrued liabilities           112,119            52,249           199,134
        Other assets                                          10              --              (5,149)
                                                     -----------       -----------       -----------

Net cash used by operating activities                 (1,958,748)          (76,503)       (2,014,099)
                                                     -----------       -----------       -----------

Cash Flow from Investing Activities:
     Mortgage receivable loans                          (457,137)             --            (457,137)
                                                     -----------       -----------       -----------

Cash Flow from Financing Activities:
     Loan proceeds                                     1,037,500              --           1,037,500
     Payments on loan                                     (6,358)             --              (6,358)
     Mortgage payable loan proceeds                      434,652              --             434,652
     Proceed from sale of shares                       1,109,476              --           1,096,342
     Proceeds from related company loans                  79,981            82,004           154,497
                                                     -----------       -----------       -----------

Net cash provided operating activities                 2,655,251            82,004         1,701,140
                                                     -----------       -----------       -----------


Net Increase in Cash:                                    239,366             5,501           245,397


     Foreign exchange on cash balances                     8,447            (5,501)            2,416
                                                     -----------       -----------       -----------

                                                         247,813              --             247,813


Cash - beginning period                                     --                --                --
                                                     -----------       -----------       -----------

Cash - end of period                                 $   247,813       $      --         $   247,813
                                                     ===========       ===========       ===========

Supplemental disclosures:

     Interest paid                                   $    97,254       $      --         $    97,254
     Income tax paid                                 $      --         $      --         $      --


             The accompanying notes are an integral part of these financial statements.
</TABLE>


                                      F-7-
<PAGE>
RELIANT HOME WARRANTY CORPORATION
(a development-stage company)
Notes to Financial Statements
December 31, 2006 and 2005


1.   Organization and Development Activities

     Organization

     Reliant  Home  Warranty   Corporation  (the  "Company"),   formerly  Dialex
     Minerals,  Inc., was  incorporated  in the State of Florida on December 18,
     1995,  under the trade name of Ronden  Vending Corp. On March 24, 2005, the
     Company entered into a stock exchange agreement with BSA Group Limited,  as
     trustee  for  the   stockholders   of  1604494  Ontario  Inc.,  an  Ontario
     corporation,  which was  incorporated  on  January  21,  2004.  Under  this
     agreement,  the Company exchanged  76,000,000 common shares for 100% of the
     issued and  outstanding  shares of 1604494  Ontario Inc. As a result of the
     stock  exchange,  the Company  obtained  control over 1604494  Ontario Inc.
     Legally,  the Company is the parent of 1604494 Ontario Inc.;  however, as a
     result of the stock exchange,  control of the combined  companies passed to
     the shareholders of 1604494 Ontario Inc., which for accounting purposes was
     deemed to be the acquirer under a reverse merger. As such, the accompanying
     financial   statements  present  the  financial  position  and  results  of
     operations  and cash flows of 1604494  Ontario  Inc.  under the name of the
     Company.  The  reverse  merger was  recorded as a  recapitalization  of the
     Company,  with the net assets of the 1604494  Ontario  Inc. and the Company
     brought  forward at their  historical  values as of January 21,  2004.  The
     costs associated with the reverse merger were expensed as incurred.

     Development Stage Activities

     Upon  completion of the reverse  merger,  the Company changed the nature of
     its  business  and now offers a  proprietary  line of home  value  warranty
     programs,  designed  for sale to  purchasers  of  residential  real  estate
     primarily single family homes and condominiums.  The Company is currently a
     development  stage  company as  defined  under FAS No. 7. As  required  for
     development  enterprises,  the  statements  of  operations,  cash flows and
     changes in  shareholders'  equity  (deficit)  are presented on a cumulative
     basis from  inception.  Prior to January 21, 2004, the Company was involved
     in  a  number  of  businesses,   including   consumer  video  products  and
     e-commerce.

2.   Significant Accounting Policies

     Principles of Consolidation

     The consolidated financial statements for the periods presented include the
     accounts  of the  Company  and its wholly  owned  subsidiary  Reliant  Home
     Mortgage Canada, Inc. All inter-company transactions and balances have been
     eliminated in consolidation.

     Cash and Equivalents

     Cash and cash  equivalents  consist of cash on hand and cash deposited with
     financial  institutions,  including money market accounts. For the purposes
     of the  statement of cash flows,  the Company  considers  all highly liquid
     debt and other  instruments  with an original  maturity of three  months or
     less to be cash equivalents.

     Revenue Recognition

     Revenue for warranty contracts will be deferred and recognized in income on
     a  straight   line  basis  over  the  contract   period   except  in  those
     circumstances in which sufficient  historical  evidence  indicates that the
     cost of performing services under the contract are incurred on other than a
     straight  line basis.  In those  circumstances,  revenue will be recognized
     over the contract period in proportion to the costs expected to be incurred
     in  performing  services  under the  contract.  Losses  are  recognized  on
     warranty contracts if the sum of expected costs of providing services under
     the contracts exceeds the related unearned revenue. In accorcdance with FAS
     91, mortgage loan fees and related loan costs are offset, and the net amoun
     is deferred and amortized over the lives of the loans.

     Use of Estimates

     Preparation  of  financial   statements  in  accordance   with   accounting
     principles  generally  accepted  in the United  States of America  requires

                                      F-8-
<PAGE>

RELIANT HOME WARRANTY CORPORATION
Notes to Financial Statements
December 31, 2006 and 2005


     management  to make  estimates  and  assumptions  that  affect the  amounts
     reported  in the  financial  statements  and  related  notes  to  financial
     statements.  These  estimates are based on  management's  best knowledge of
     current events and actions the Company may undertake in the future.  Actual
     results may ultimately differ from estimates,  although management does not
     believe such changes will materially affect the financial statements in any
     individual year.

     Fair Value of Financial Instruments

     The carrying amounts reported in the accompanying  financial statements for
     cash and  equivalents,  mortgage notes and notes payable  approximate  fair
     values  because of the immediate or short-term  maturities of the financial
     instruments  and because the prevailing  interest rates on the  instruments
     are market rates.

     Net Loss per Share

     Basic  net loss per  share is  computed  by  dividing  the net loss for the
     period by the weighted average number of common shares  outstanding for the
     period.  Diluted net loss per share is  calculated by dividing net loss for
     the  period by the  weighted-average  number of common  shares  outstanding
     during  the  period,  increased  by  potentially  dilutive  common  shares.
     Potentially  dilutive  securities  for the period  ended  December 31, 2006
     consist of the  36,128,286  shares of common stock under  Warrant (see note
     3). There were no potentially  dilutive  diluted  securities for the period
     prior to 2006.

     Equity Compensation

     The Company  enters into  transactions  in which goods or services  are the
     consideration   received  for  the  issuance  of  equity  instruments.   In
     accordance with FAS No. 123(R),  "Accounting for Stock-Based Compensation",
     the value of these transactions are measured and accounted for based on the
     fair value of the equity  instrument  issued or the value of the  services,
     whichever  is more  reliably  measurable.  The services are expensed in the
     periods during which the services are rendered.

     Foreign Currency Translation

     The Company accounts for foreign currency  translation  pursuant to FAS No.
     52, "Foreign Currency  Translation".  The Company's  functional currency is
     the Canadian dollar.  All assets and liabilities are translated into United
     States dollars using the exchange rates  prevailing at the end of the year.
     Revenues and  expenses  are  translated  using the average  exchange  rates
     prevailing   throughout  the  year.  Unrealized  foreign  exchange  amounts
     resulting from  translations  at different  rates according to their nature
     are included in accumulated other  comprehensive  income.  Realized foreign
     currency transaction gains and losses are recognized in operations.

     Comprehensive Loss

     The Company  reports  comprehensive  loss in  accordance  with FAS No. 130,
     Reporting  Comprehensive  Income.  The  components  of  comprehensive  loss
     include foreign currency translation adjustments.

     Income Taxes

     The  Company  accounts  for income  taxes in  accordance  with FAS No. 109,
     "Accounting for Income Taxes" using the asset and liability approach, which
     requires  recognition  of  deferred  tax  liabilities  and  assets  for the
     expected  future tax  consequences  of  temporary  differences  between the
     carrying  amounts  and the tax basis of such  assets and  liabilities.  The
     Company  has  approximately  $7.7  million  in net  operating  losses as of
     December 31, 2006,  and a valuation  allowance  equal to the tax benefit of
     the  accumulated  net  operating  losses has been  established  since it is
     uncertain that future taxable income will be realized during the applicable
     carry-forward  periods. The net operating loss carryforwards may be limited
     under change of control provisions of taxing authorities.

                                      F-9
<PAGE>

RELIANT HOME WARRANTY CORPORATION
(a development-stage company)
Notes to Financial Statements
December 31, 2006 and 2005

     Recent Accounting Pronouncements

     In July 2006, the FASB issued FIN 48,  Accounting for Uncertainty in Income
     Taxes-an  interpretation  of FASB  Statement  No. 109. FIN 48  prescribes a
     comprehensive  financial statement model of how a company should recognize,
     measure, present, and disclose uncertain tax positions that the Company has
     taken or expects to take in its income tax  returns.  FIN 48 requires  that
     only income tax benefits  that meet the "more likely than not"  recognition
     threshold be recognized or continue to be recognized on the effective date.
     Initial  derecognition of amounts would be reported as a cumulative  effect
     of a change in accounting  principle.  FIN 48 is effective for fiscal years
     beginning  after  December 15, 2006.  The Company has  determined  that the
     adoption  of FIN 48  will  not  have a  material  impact  on the  financial
     statements.

     In September  2006, the SEC issued SAB No. 108,  Considering the Effects of
     Prior Year  Misstatements  when  Quantifying  Misstatements in Current Year
     Financial   Statements,   which  provides   interpretive  guidance  on  the
     consideration  of the effects of prior year  misstatements  in  quantifying
     current year misstatements for the purpose of a materiality assessment. SAB
     108 is  effective  for fiscal years  ending  after  November 15, 2006.  The
     adoption of SAB 108 did not have an impact on our financial statements.

     In September 2006, the FASB issued FAS No. 157, "Fair Value  Measurements",
     which  establishes  a  framework  for  reporting  fair  value  and  expands
     disclosure about fair value measurements. FAS 157 is effective for our 2008
     fiscal year. We are currently evaluating the impact of this standard on our
     financial statements.

     In February  2007,  the FASB issued FAS No. 159, "The Fair Value Option for
     Financial Assets and Financial  Liabilities  Including an Amendment of FASB
     Statement  No.  115.  FAS 159 permits  entities  to choose to measure  many
     financial  instruments  and certain  other items at fair value.  FAS 159 is
     effective  for fiscal  years after  November  15,  2007.  We are  currently
     evaluating the impact of adopting FAS 159 on our financial statements.

     Reclassifications

     Where necessary,  prior period amounts have been reclassified to conform to
     current period presentation. None of the reclassifications had an effect on
     net loss or shareholders' equity (deficit) as previously reported.

3.   Shareholders' Equity (Deficit) and Laurus Revolving Note Agreement

     On  February  2,  2005,  the  Company  undertook  a  reverse  split  of its
     outstanding  common shares on the basis of one new share for twenty-two old
     shares,  thereby reducing its outstanding  common shares from 44,438,768 to
     2,019,782  prior to the  acquisition of a subsidiary  company.  The reverse
     split has retroactively  been taken into  consideration in the consolidated
     financial statements and in the calculation of net loss per share.

     March 24, 2005, pursuant to stock exchange agreement,  BSA Group Limited in
     trust for the  shareholders  of the  Company,  acquired  control of 1604494
     Ontario Inc. by acquiring  from  treasury  76,000,000  common shares of the
     Company in exchange  for all the issued and  outstanding  shares of 1604494
     Ontario Inc.

     On March 1, 2006, the board of directors approved the issuance of 8,000,000
     of its common shares,  in consideration of consulting  service to Harvey E.
     Moss and Leslie N. Moss.

     On June 8, 2006, the Company entered into a Security and Purchase Agreement
     with  Laurus  Master  Fund Ltd.  ("Laurus")  pursuant  to which the Company
     issued to Laurus a Secured  Revolving  Note (the  "Note") in the  aggregate
     principal  amount of $25 million and a warrant to purchase up to 36,128,286
     shares of the  Company's  common  stock at a price of $.001 per share  (the
     "Warrant").

     As the Company did not have a sufficient number of authorized but un-issued
     common shares to issue upon the full  exercise of the Warrant,  it obtained
     shareholder and State of Florida approval to increase its authorized number
     of common shares from 100 to 200 million shares.

     The Company  agreed to use the proceeds of the Note solely for the purposes
     of funding certain  mortgage loans to its customers,  except for $1,056,768

                                      F-10
<PAGE>
RELIANT HOME WARRANTY CORPORATION
(a development-stage company)
Notes to Financial Statements
December 31, 2006 and 2005

     that the Company paid to Laurus  Capital  Management,  LLC, the  investment
     advisor to Laurus and to other third parties as reimbursement for their due
     diligence  and legal fees and  expenses  incurred  in  connection  with the
     transaction.  These  costs,  which were paid from  draws on the Note,  were
     capitalized as loan costs. The Note was secured by substantially all assets
     of the Company. In addition the 76,000,000 shares of common stock issued by
     the Company with its 2005  reverse  merger were pledged as security for the
     Note.

     The Company used the Black-Scholes  option valuation model to calculate the
     "fair value" of the Warrant and the  corresponding  capitalized loan costs.
     The  assumptions  used in the calculation  were:  expected term of 90 days,
     volatility  of 219.8%,  and interest  rate of 4.47% and yield of zero.  The
     expected  term was based on the  requirements  of the  Security  & Purchase
     Agreement.  The expected volatility was based on the historical  volatility
     of  the  Company's  common  stock  over a one  year  period  preceding  the
     transaction.  The risk free  interest  rate was  derived  from  average  US
     treasure rates.

     The following table summaried the capitalized loan costs:
     Fees paid to Laurus Capital Management, LLC                $     915,000
     Fees paid to other third parties (primarily legal fees)          141,768
                                                                -------------
                                                                    1,056,768
     Value of Warrant issued to Laurus                              4,299,266
                                                                -------------
                                                                  $ 5,356,034

     In September  2006, the Company was notified by Laurus that given a changed
     investment  climate,  it did not intend to  proceed  with and  advance  any
     further monies under the Note. As a result of the decision of Laurus not to
     proceed with the  transaction,  the Company wrote off the capitalized  loan
     costs in September 2006.

     The Company and Laurus entered into negotiations  respecting the resolution
     of the  relationship  created by the Security and Purchase  Agreement.  The
     results of these  negotiations,  which  allowed the Company to proceed with
     its  business,  ultimately  led to the  Company in  December  2006  issuing
     2,190,944 of its  restricted  common shares to Laurus in  consideration  of
     Laurus  discharging the $1,056,768 debt and releasing its secured  position
     and claims against Company. In addition,  Laurus retained the rights to the
     36,128,286  common shares from the Warrant;  however,  it is prevented from
     selling such shares without the consent of the Company.  The Company has no
     intention of allowing  Laurus to sell the shares and its  shareholders  are
     proceeding  with legal  action to nullify the Warrant.

     In August 2006, the Company issued  4,000,000  restricted  common shares in
     consideration  of consulting  fees incurred in connection  with a financing
     transaction  that did not  materialize.  These  shares  in the  opinion  of
     counsel were issued in error are a nullity and  therefore are not reflected
     as part of the Company's outstanding capital.

     In November  2006,  Main  Street  Capital  LLC,  as agent for the  Company,
     obtained  subscriptions for two tranches of the Company's restricted common
     shares from an  aggregate  of 14  individuals  for net  proceeds of $65,946
     after fees of  $28,134.These  restricted  common  shares were issued by the
     Company from its  treasure  pursuant to Section 144 of the  Securities  Act
     1933 and  subject to certain  statutory  restrictions  from  transfer.  The
     issuance of 638,276 shares for this transactions occurred in January 2007.

4.   Related Party Transactions

     Due  to  related  parties  represents   advances  to  the  Company  from  a
     shareholder/officer  of the  Company  to fund the  working  capital  of the
     Company.  The advances are non-interest bearing and have no fixed terms for
     repayment.
                                     F-11
<PAGE>

RELIANT HOME WARRANTY CORPORATION
(a development-stage company)
Notes to Financial Statements
December 31, 2006 and 2005

     In August 2006, the Company  received loan proceeds of $1,037,500 under the
     terms of a loan agreement with its shareholder  Galaxy Galleria,  Inc. This
     agreement was made for the purpose of engaging  Galaxy  Galleria to provide
     structured  financing  to assist the  Company  in  bolstering  its  working
     capital  and  meeting its  ongoing  financial  obligations.  The loan bears
     interest  at a rate of 15.1%  and is  payable  quarterly  in  arrears.  The
     principal is due on July 18, 2007.

5.   Mortgage Notes

     In December 2006, the Company  commenced its mortgage  warranty  operations
     and wrote three mortgage loans totaling $457,137.  The loans carry interest
     rates of 7.35% to 7.85%,  have terms of 25 to 50 years,  are  receivable in
     monthly payments totaling  approximately  $3,300 and collateralized by real
     estate.  The Company  financed its loans to its  customers  with loans from
     Morban Limited totaling $434,652.  Interest on the loans is payable monthly
     at the prime rate plus 3%. The principal is due November and December 2007.
     The loans are secured by the Company's mortgage notes with its customers.

6.   Discontinued Operations

     On  March  24,  2005,  the  Company  divested  of  all of  the  issued  and
     outstanding shares of its wholly-owned subsidiary,  Condor Diamond Corp. to
     Condor Gold Corp. in consideration of any and all liabilities  owing by the
     Company to Condor Gold Corp. and its directors and officers. The results of
     the discontinued operations are reflected in the 2005 financial statements.

7.   Going Concern

     The accompanying financial statements have been prepared in accordance with
     accounting  principles  generally  accepted in the United States of America
     with the assumption that the Company will be able to realize its assets and
     discharge its liabilities in the normal course of business. The Company has
     sustained net losses of $4,377,550 since inception including $3,430,343 for
     the year  ended  December  31,  2006,  and has a negative  working  capital
     deficit of $1,491,078 at December 31, 2006, which raise  substantial  doubt
     about the Company's ability to continue as a going concern.  The Company is
     dependant on successfully bringing its services to market, achieving future
     profitable  operations,  and obtaining  additional  sources of financing to
     sustain its  operations,  the outcome of which  cannot be predicted at this
     time. Although the Company plans to pursue additional financing,  there can
     be no  assurance  that the Company  will be able to secure  financing  when
     needed  or  obtain  such  on  terms   satisfactory  to  the  Company.   The
     accompanying financial statements do not include any adjustments to reflect
     the possible future effects on the  recoverability  and  classification  of
     assets or the amounts and  classification  of  liabilities  that may result
     from the possible inability of the Company to continue as a going concern.

8.   Restatement of Financial Statements

     In May 2007,  the Company  determined  that the  accounting for the warrant
     issued to Laurus  (see Note 4) and the  revenue  recognition  for  mortgage
     loans were not correct. In 2006, the Company had recorded mortgage revenues
     of $18,680  related to its new mortgage  programs which in accordance  with
     FAS 91 should  be  deferred  and  amortized  over the lives of the  related
     loans.  The Company has restated its 2006  financial  statements to correct
     its revenue  recognition  for mortgage loan fees to comply with FAS 91. The
     result  of  this  restatement   decreased   previously  reported  2006  and
     cumulative from inception  revenues and operating expenses each by $18,680.
     During the fourth quarter of 2006,  the Company had reversed  $4,299,266 of
     operating  expenses  related  the Laurus  warrant  as the Laurus  financing
     transaction never materialized.  The fact that the Company has no intention
     of  allowing  Laurus to sell the shares  underlying  the  warrant  does not
     nullify its legal obligation under the warrant  agreement.  Therefore,  the
     Company  has  restated  its 2006  financial  statements  to not reverse the
     expense of  $4,299,266  previously  ascribed to the warrant.  The result of
     this  restatement  increased  previously  reported 2006 and cumulative from
     inception operating expenses and net loss by $4,299,266.  In addition, 2006
     net  loss  per  share  was  increased  by  $.05  from  $.04  to  $.09.  The
     restatements had no impact on total stockholders' deficit of the Company.



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