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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-KSB

(Mark One)

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

For the fiscal year ended October 31, 2007

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

For the transition period from _______________ to
_______________

COMMISSION FILE NUMBER:**000-52043**

LABURNUM VENTURES INC.(Name of small business issuer in its charter)

|NEVADA                                                               | 98-0480810                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)
|                                                                     |                                     
|404  1155 Mainland Street                                           |                                     
|Vancouver, British Columbia                                          | V6B 4P2                             
|(Address of principal executive offices)                             | (Zip Code)                          

(604) 731-7777Issuers telephone number

Securities registered under Section 12(b) of the Exchange
      Act:
    NONE.Securities registered under Section 12(g) of the Exchange
      Act:
    Shares of CommonStock,$0.001Par Value Per Share.


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

Check if there is no disclosure of delinquent filers in response
to Item 405 of Regulation S-B contained in this form, and no disclosure will
be contained, to the best of registrants knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB.**[X]**

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

State issuers revenues for its most recent fiscal year.
$NIL

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at
which the common equity was sold, or the average bid and asked price of such
common equity, as of a specified date within the past 60 days. (See definition
of affiliate in Rule 12b-2of the Exchange Act.): $70,000, based
on a price of $0.01 per share, being the price at which we last sold shares
of our common stock.

State the number of shares outstanding of each of the issuers
classes of common equity, as of the 
  latest practicable date. 12,000,000 Shares of Common Stock as of January
  22, 2008.

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

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LABURNUM VENTURES INC.

ANNUAL REPORT ON FORM 10-KSB FOR THE YEAR ENDED OCTOBER
31, 2007

TABLE OF CONTENTS

|           |                                                                                                                                                    | PAGE  
|---------- | -------------------------------------------------------------------------------------------------------------------------------------------------- | ------
|           |                                                                                                                                                    |       
|PART I     |                                                                                                                                                    | **3** 
|           |                                                                                                                                                    |       
|ITEM 1.    | Description of Business.                                                                                                                           | 3     
|ITEM 2.    | Description of Property.                                                                                                                           | 5     
|ITEM 3.    | Legal Proceedings.                                                                                                                                 | 10    
|ITEM 4.    | Submission of Matters to a Vote of Security Holders.                                                                                               | 10    
|           |                                                                                                                                                    |       
|PART II    |                                                                                                                                                    | **11**
|           |                                                                                                                                                    |       
|ITEM 5.    | Market for Common Equity and Related Stockholder Matters
      and Small Business Issuer Purchases of Equity Securities.                           | 11    
|ITEM 6.    | Managements Discussion and Analysis or Plan of Operation.                                                                                         | 12    
|ITEM 7.    | Financial Statements.                                                                                                                              | 14    
|ITEM 8.    | Changes in and Disagreements with Accountants on Accounting
      and Financial Disclosure.                                                        | 18    
|ITEM 8A.   | Controls and Procedures.                                                                                                                           | 18    
|ITEM 8B.   | Other Information.                                                                                                                                 | 18    
|           |                                                                                                                                                    |       
|PART III   |                                                                                                                                                    | **19**
|           |                                                                                                                                                    |       
|ITEM 9.    | Directors, Executive Officers, Promoters, Control Persons
      and Corporate Governance; Compliance with Section 16(A) of the Exchange
      Act. | 19    
|ITEM 10.   | Executive Compensation.                                                                                                                            | 20    
|ITEM 11.   | Security Ownership of Certain Beneficial Owners and Management
      and Related Stockholder Matters.                                              | 21    
|ITEM 12.   | Certain Relationships and Related Transactions, and Director
      Independence.                                                                   | 22    
|ITEM 13.   | Exhibits.                                                                                                                                          | 22    
|ITEM 14.   | Principal and Accountant Fees and Services.                                                                                                        | 23    
|           |                                                                                                                                                    |       
|SIGNATURES | **24**                                                                                                                                            

2

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PART I

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

As used in this Annual Report, the terms we, us, our,
Laburnum, and the Company mean Laburnum Ventures Inc., unless otherwise
indicated. All dollar amounts in this Annual Report are expressed in U.S.
dollars, unless otherwise indicated.

ITEM
1.                   
 DESCRIPTION OF BUSINESS.

CORPORATE BACKGROUND

We were incorporated on March 11, 2004 under the laws of the
State of Nevada. We are an exploration stage company engaged in the acquisition
and exploration of mineral properties. We currently own a 100% undivided
interest in a mineral property located in the Province of British Columbia,
Canada, that we call the Sum Mineral Claim.

We have completed Phase II of our exploration program, which
included VLF and magnetometer surveys on certain areas of the Sum Mineral Claim.
In his report on the results of Phase II, our consulting geologist recommended
that we not proceed with any additional exploration on the Sum Mineral Claim as
the survey results did not indicate any anomalous mineral or structural trends.
Based on the recommendations of our consulting geologist, we have decided to
abandon our exploration program on the Sum Mineral Claim and are currently
evaluating alternative business opportunities.

Compliance with Government Regulations

If we decide to continue with the acquisition and exploration
of mineral properties in the Province of British Columbia, we will be required
to comply with all regulations, rules and directives of governmental authorities
and agencies applicable to the exploration of minerals in the Province of
British Columbia. The main agency that governs the exploration of minerals in
the Province of British Columbia is the Ministry of Mines.

The Ministry of Mines manages the development of British
Columbia's mineral resources, and implements policies and programs respecting
their development while protecting the environment. In addition, the Ministry of
Mines regulates and inspects the exploration and mineral production industries
in British Columbia to protect workers, the public and the environment.

The material legislation applicable to us is the British
Columbia Mineral Tenure Act, and the British Columbia Mines Act, as well as the
Health, Safety and Reclamation Code and the Mineral Exploration Code.

The Mineral Tenure Act and its regulations govern the
procedures involved in the location, recording and maintenance of mineral titles
in British Columbia. The Mineral Tenure Act also governs the issuance of leases
which are long term entitlements to minerals.

3

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All mineral exploration activities carried out on a mineral
claim or mining lease in British Columbia must be done in compliance with the
Mines Act. The Mines Act applies to all mines during exploration, development,
construction, production, closure, reclamation and abandonment. It outlines the
powers of the Chief Inspector of Mines, to inspect mines, the procedures for
obtaining permits to commence work in, on or about a mine and other procedures
to be observed at a mine. Additionally, the provisions of the Health, Safety and
Reclamation Code for mines in British Columbia contain standards for employment,
occupational health and safety, accident investigation, work place conditions,
protective equipment, training programs, and site supervision. Also, the Mineral
Exploration Code contains standards for exploration activities including
construction and maintenance, site preparation, drilling, trenching and work in
and about a water body.

Additional approvals and authorizations may be required from
other government agencies, depending upon the nature and scope of the proposed
exploration program. If the exploration activities require the falling of
timber, then either a free use permit or a license to cut must be issued by the
Ministry of Forests. Items such as waste approvals may be required from the
Ministry of Environment, Lands and Parks if the proposed exploration activities
are significantly large enough to warrant them. Waste approvals refer to the
disposal of rock materials removed from the earth which must be reclaimed. An
environmental impact statement may be required.

In addition, we will also have to sustain the cost of
reclamation and environmental remediation for all exploration work undertaken.
Both reclamation and environmental remediation refer to putting disturbed ground
back as close to its original state as possible. Other potential pollution or
damage must be cleaned-up and renewed along standard guidelines outlined in the
usual permits. Reclamation is the process of bringing the land back to its
natural state after completion of exploration activities. Environmental
remediation refers to the physical activity of taking steps to remediate, or
remedy, any environmental damage caused. The amount of these costs is not known
at this time as we do not know the extent of the exploration program that will
be undertaken beyond completion of the recommended work program. Because there
is presently no information on the size, tenor, or quality of any resource or
reserve at this time, it is impossible to assess the impact of any capital
expenditures on earnings, our competitive position or on us in the event a
potentially economic deposit is discovered.

If we anticipate disturbing ground during our mineral
exploration activities, we will be required to make an application under the
Mines Act for a permit. A permit is issued within 45 days of a complete and
satisfactory application. We do not anticipate any difficulties in obtaining a
permit, if needed. Initial exploration activities (grid establishment,
geological mapping, soil sampling, geophysical surveys) do not involve ground
disturbance and as a result do not, at this time, require a work permit. Any
follow-up trenching and/or drilling will require permits, applications for which
will be submitted well in advance of the planned work.

If we enter the production phase, of which there is no
assurance, the cost of complying with permit and regulatory environment laws
will be greater because the impact on the project area is greater. Permits and
regulations will control all aspects of the production program if the project
continues to that stage. The regulatory requirements that we will have to meet
will likely include:

| | (i)   | Ensuring that any water discharge meets drinking water
      standards;                                        
| | ----- | ---------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                
| | (ii)  | Dust generation will have to be minimal or otherwise
      re-mediated;                                        
| |       |                                                                                                                
| | (iii) | Dumping of material on the surface will have to be
      re-contoured and re-vegetated with natural vegetation;
| |       |                                                                                                                
| | (iv)  | All material to be left on the surface will need to be
      environmentally benign;                           
| |       |                                                                                                                
| | (v)   | Ground water will have to be monitored for any potential
      contaminants;                                   

4

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| | (vi)  | The socio-economic impact of the project will have to be
      evaluated and if deemed negative, will have to be re-mediated;
  and             
| | ----- | ------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                 
| | (vii) | There will have to be an impact report of the work on the
      local fauna and flora including a study of potentially endangered
      species.

Competition

We are an exploration stage company. We compete with other
mineral resource exploration and development companies for financing and for the
acquisition of new mineral properties. Many of the mineral resource exploration
and development companies with whom we compete have greater financial and
technical resources than us. Accordingly, these competitors may be able to spend
greater amounts on acquisitions of mineral properties of merit, on exploration
of their mineral properties and on development of their mineral properties. In
addition, they may be able to afford greater geological expertise in the
targeting and exploration of mineral properties. This competition could result
in competitors having mineral properties of greater quality and interest to
prospective investors who may finance additional exploration and development.
This competition could adversely impact on our ability to finance further
exploration and to achieve the financing necessary for us to develop our mineral
properties.

Employees

We have no employees other than our sole executive officer and
director as of the date of this Annual Report on Form 10-KSB. We conduct our
business largely through agreements with consultants and arms length persons.

Research and Development Expenditures

We have not incurred any research expenditures since our
incorporation.

Patents and Trademarks

We do not own, either legally or beneficially, any patent or
trademark.

ITEM
2.                   
DESCRIPTION OF PROPERTY.

We rent office spaces from our sole executive officer and sole
director, Thomas R. Brown, at Suite 404, 1155 Mainland Street, Vancouver,
British Columbia, Canada V6B 4P2. This office space consists of approximately
250 square feet, which we rent at a cost of $250 per month. This rental is on a
month-to-month basis without a formal contract.

We currently do not own any physical property or own any real
property. Based on the recommendations of our consulting geologist, we have
decided to abandon our exploration program on the Sum Mineral Claim and we
intend to let the Sum Mineral Claim lapse. A description of the Sum Mineral
Claim is provided below due to the fact that we will continue to hold title to
the Sum Mineral Claim until it expires on July 7, 2008.

THE SUM MINERAL CLAIM

In June, 2004, we purchased a 100% undivided interest in 5
mineral claims known as the Sum-1, Sum-2, Sum-3, Sum-4 and Sum-5 claims (the
Original Claims) from Guy R. Delorme at a price of $4,500 CDN (approximately
$4,737 US).

5

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In January, 2005, certain amendments were made to the British
Columbia Mineral Tenure Act (the Mineral Tenure Act). As a result of these
amendments, when it came time to renew the Original Claims with the Ministry of
Energy, Mines and Petroleum Resources for the Province of British Columbia (the
Ministry of Mines), it became advantageous for us to allow these claims to
lapse and to restake them. The mineral claim that we currently refer to as the
Sum Mineral Claim (the particulars of which are set out in greater detail,
below) covers substantially the same area as the Original Claims.

Title to the Sum Mineral Claim

Under the Mineral Tenure Act, title to British Columbia mineral
claims can only be held by individuals, British Columbia corporations or foreign
corporations extra-provincially registered in British Columbia. In order for us
to delay the cost of incorporating a British Columbia subsidiary or
extra-provincially registering our company until such time as we are able to
determine if there are commercially exploitable mineral reserves located on our
property, Mr. Delorme has agreed to hold title to our mineral claim in trust,
for our benefit. A copy of the Declaration of Trust executed by Mr. Delorme has
been filed as an exhibit to our Registration Statement on Form SB-2 filed with
the SEC on February 21, 2006. As we are the beneficial owners of the Sum Mineral
Claim, we will continue to pay the costs of maintaining the Sum Mineral Claim
and the cost of exploration activities on the property.

In order to maintain the Sum Mineral Claim in good standing, we
must complete minimum exploration work on the mineral claim and file
confirmation of the completion of the work with the Ministry of Energy, Mines
and Petroleum Resources for the Province of British Columbia (the Ministry of
Mines). In lieu of completing this work, we may pay a fee equal to the minimum
exploration work that must be performed with the Ministry of Mines. The
completion of mineral exploration work or payment in lieu of exploration work in
any year will extend the existence of our mineral claim for one additional year.
Our mineral claim is currently in good standing until July 7, 2008. Based on the
recommendations of our consulting geologist, we have decided to abandon our
exploration program of the Sum Mineral Claim. As such, we intend to allow the
Sum Mineral Claim to lapse on July 7, 2008.

Description of Sum Mineral Claim

The SumMineral Claim is comprised of a six-cell claim
block with an area of approximately 125.79 hectares, located in southwestern
British Columbia, Canada, ten miles north of Princeton. See Figure 1 below.

The SumMineral Claim is recorded with the Ministry of
Mines as follows:

Name of Mineral Claim
    Area in Hectares
    Tenure Number
    Expiry DateSUM 1 - 6
    125.79
    562227
    July
      7, 2008


The Province of British Columbia owns the land covered by the
mineral claim. To our knowledge, there are no aboriginal land claims that might
affect our title to our mineral claim or the Provinces title of the
property.

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Figure 1 Location of Claim

Scale 1: 5,106,686



Location

The Sum Mineral Claim is located in southwestern British
Columbia, Canada, ten miles north of Princeton in the Summers/Allison Creek
area. The property is accessible from Princeton, British Columbia via paved
highway. Secondary gravel roads cover the central property area and logging
roads passable by four wheel drive vehicles junction off the gravel road to most
of the claim area.

The property is situated within the western edge of the Douglas
Plateau, which is within the physiographic area designated as the Interior
Plateau of British Columbia. The property area is on moderate to steep
mountainous slopes with incised valleys. Elevations range from 2,400 feet to
approximately 3,500 feet above sea level. Drainage in the northwest part of the
claim is provided by Oelrich Creek through to Allison Creek southwest of the
property. In the southwest portion of the claim group, drainage is to the
southwest off the mountain. Locally, ground can become very steep (up to 45
degrees) in the Oelrich Creek drainage area of the claim.

Climate

The region is situated within the dry belt of British Columbia,
with yearly rainfall between 10 and 12 inches. Temperatures during the summer
months could reach a high of 85° F with an average of 40° F. Temperatures during
the winter months could reach a low of -20° F with an average of 15° F. On the
property, snow cover on the ground could be from December to April and would not
hamper a year-round exploration and/or development program.

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Infrastructure

Currently there is no plant or equipment located on the Sum
Mineral Claim. There are many creeks located on the property, which should
provide sufficient water for all phases of the exploration plan that may be
undertaken. There are no electrical facilities currently built on the property.
Diesel-electrical power will be required in the initial stages of development.
In the future, it may be possible to access electrical power from a high voltage
transmission line that lies approximately twenty miles east of the property.

History

The history of the area surrounding the Sum Mineral Claim dates
back to the late 1890s, when copper deposits were discovered in the area. In
was not until the discovery of placer gold near Princeton, British Columbia,
that the copper discoveries gained interest. The first claims in the area were
staked in 1892 at Copper Mountain, located 10 miles east of Princeton. After
years of exploration and development, due to the increase in copper prices
created by wartime demand, a 2,000 ton per day concentrator was built to process
the ores mined at Copper Mountain. The concentrator began processing ore from
the region in 1925. Between 1925 and 1936, the concentrator treated
approximately 34,775,101 tons of ore, mostly supplied from underground
operations. The ore treated at the concentrator produced approximately
613,139,846 pounds of copper, 187,294 ounces of gold and 4,384,097 ounces of
silver.

Exploration and underground development in the region continued
until 1970, resulting in the delineation of a 76 million ton mineral resource,
averaging 0.53 percent copper. In 1970, a concentrator was constructed with a
capacity of 15,000 tons per day. The area has periodically been in operation
since that time. It is not currently in operation.

The Sum Mineral Claim itself encompasses a former mineral claim
that was referred to as the JRG claim, and was explored by Laurie Resources Ltd.
in 1983. A magnetometer survey and soil survey were completed, which included
the ground covered by the Sum Mineral Claim. The results delineated anomalous
magnetometer and copper zones that are partially within the confines of our
property. The magnetometer results indicated an anomaly correlated with the
magnetite skarn zone located within the Sum Mineral Claim. The anomalous zone
extends for a northerly trending strike length of 750 meters. The report on the
survey concluded that the skarn zone may be larger than what the surface geology
indicated. We are not aware of any other work completed on the Sum Mineral
Claim.

Property Geology

The Sum Mineral Claim covers rocks of the Princeton Group in
the north and touches the Nicola Group and a grandiorite in the south. The
Princeton Group is comprised of units of conglomerate, sandstone, volcanic and
extrusive rocks. At Copper Mountain, located southeast of the Sum Mineral Claim,
the Princeton Group conglomerate and sandstone rocks are comprised of coarse
boulder conglomerate and minor sandstone. The conglomerate contains rounded
pebbles, cobbles and boulders, suggesting that the conglomerate probably
occupies an ancient stream course that followed a fault. Interbeds of sandstone
occur within the conglomerate. The volcanic formation of the Princeton Group is
comprised of both extrusive and intrusive phases. The most common rock type is
extrusive and consists of fine grained basaltic hornblende andesite porphyry.
This rock is grey to brownish where fresh, but can be pink, brick red, or light
green depending on the degree and type of oxidation and weathering. It is
typified by a fine grained quartz poor matrix, with needles of basaltic
hornblende that are commonly preferentially oriented and up to five millimeters
long. Associated with the andesite flows are subordinate amounts of tuff,
lapilli tuff and, in some places, coarse volcanic breccia.

The Nicola Group of rocks includes a variety of volcanic rocks
and sedimentary units that are directly related to the volcanic suite. The
volcanic rocks are generally rocks of largely volcanic derivation and minor
dykes, sills and irregular intrusive andesites.

8

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The geologist who prepared our initial geological evaluation
report for the Sum Mineral Claim reported that previous reports on the JRG
claim, which was located within the Sum Mineral Claim, stated that the Upper
Triassic formations located on the property were of the volcanics and limestone
of the Nicola Group. Rocks from the Upper Jurassic to Lower Cretaceous are also
found on the property.

The property is situated within the Nicola Belt of rocks within
an area of undivided volcanic rocks of the Nicola Group, grandioritic
intrusives, and undivided sedimentary rocks of the Princeton Group. The property
is within a similar geological environment to the mineral resources at the
Ingerbelle, a former productive mine that had a mineral resource of 76 million
tons of 0.53% Cu located ten miles east of Princeton, and the two other mineral
resources, 16 miles north of Princeton with reported mineral resources of
14,513,600 tonnes of 0.56% Cu and 37,191,100 tonnes of 0.48% Cu. The mineral
zones at all three properties are associated with major structures.

Mineralization

Previous reports have indicated that, at the JRG zone of the
Sum Mineral Claim, the skarn is characterized by epidote, magnetite and usually
a siliceous nature of the rock. Locally, at two showings, there is disseminated
pyrite in small veinlets of secondary calcite with malachite stain. Areas of
extreme gossan occur both in the volcanics and the intrusive.

Previous reports indicate that a zone of skarn alteration
occurs in a stock of monzonite and grandiorite of the Cretaceous Allison Creek
stocks. The zone is developed over an area of 36 meters long and up to 27 meters
wide. The skarn contains epidote, quartz, magnetite, pyrite, malachite and minor
chalcopyrite. A grab sample assayed 0.01 gram per tonne gold, 7.7 grams per
tonne silver and 0.322 per cent copper.

An area of mineralized calcite veinlets occurs in augite
plagioclase andesite of the Upper Triassic Nicola Group, 400 meters to the
north. A sample of a calcite veinlet with malachite and minor pyrite assayed
0.01 gram per tonne gold, 11.4 grams per tonne silver and 1.779 per cent copper.

A third area of mineralization occurs 300 meters southeast of
the skarn zone. Here, a road cut in lithic and crystal tuff contains pyrite and
chalcopyrite.

The mineralization of the property is generally associated with
intrusives invading Nicola Group rocks and associated with major structural
breaks. Specifically, the mineralization is similar to other mineral properties
in the region that have been productive in the past, with chalcopyrite being
dominant and magnetite being a strong indicator of potential economic
mineralization. At the Sum Mineral Claim, a mineralized skarn zone correlates
with a major structure and an extensive magnetic anomaly indicating a potential
mineral zone that would require additional exploration to determine the mineral
potential.

Current Exploration

We received a geological evaluation report on the Sum Mineral
Claim entitled Geological Evaluation Report on the Sum Property prepared by
Laurence Sookochoff, P. Eng. on November 19, 2005. In his geological report, Mr.
Sookochoff recommended that a three phase continuing exploration program be
conducted as follows:

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Phase
      Exploration Program
      Cost
      StatusPhase I
    Prospecting, Trenching and Sampling
    $3,500
    Completed as of April of 2006.Phase II
    Coverage of the area with VLF-EM and
      magnetometer surveys
    $6,500
    Completed as of May of 2007.Phase III .
    Geological mapping and sampling
    $10,000
    Based on the results of Phase II, we have decided that we
      will not proceed with Phase III of our exploration program.Total Estimated Cost
    $20,000


Phase I of our exploration program was completed in April of
2006. We received the Phase I report from Mr. Sookochoff on April 30, 2006.
According to the report, samples that were taken from trenches dug as part of
the Phase I work indicated potential zones of significant mineralization on the
Sum Mineral Claim. In his Phase I report, Mr. Sookochoff recommended that we
proceed with Phase II of our exploration program.

In May, 2007, we completed Phase II of our exploration program,
which included VLF and magnetometer surveys on certain areas of the Sum Mineral
Claim. In his report on the results of Phase II, our consulting geologist
recommended that we not proceed with any additional exploration on the Sum
Mineral Claim as the survey results did not indicate any anomalous mineral or
structural trends. Based on the recommendations of our consulting geologist, we
have decided to abandon our exploration program on the Sum Mineral Claim and are
currently evaluating alternative business opportunities.

ITEM
3.                   
LEGAL PROCEEDINGS.

We are not a party to any material legal proceedings and, to
our knowledge, no such proceedings are threatened or contemplated.

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

None.

10

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PART II

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

General

Our authorized capital stock consists of 100,000,000 shares of
common stock, with a par value of $0.001 per share, and 100,000,000 shares of
preferred stock, with a par value of $0.001 per share. As of January 22, 2008,
there were 12,000,000 shares of our common stock issued and outstanding that are
held of record by thirty-two (32) registered stockholders. We have not issued
any shares of preferred stock.

Market Information

Our shares of common stock commenced trading on the OTC
Bulletin Board under the symbol LBMV on April 16, 2007. Although our shares
became eligible for quotation on the OTC Bulletin Board in April 2007, the high
and low bid information for our common stock for the year ended October 31, 2007
was not available from the OTC Bulletin Board.

Quotations provided by the OTC Bulletin Board reflect
inter-dealer prices, without retail mark-up, markdown or commission and may not
represent actual transactions

Dividends

We have not declared any dividends on our common stock since
our inception. There are no dividend restrictions that limit our ability to pay
dividends on our common stock in our Articles of Incorporation or Bylaws. Our
governing statute, Chapter 78  Private Corporations of the Nevada Revised
Statutes (the NRS), does provide limitations on our ability to declare
dividends. Section 78.288 of Chapter 78 of the NRS prohibits us from declaring
dividends where, after giving effect to the distribution of the dividend:

|(a) | we would not be able to pay our debts as they become due
      in the usual course of business; or                                                                                                                                                                                                                                                                                                                                                                     
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|(b) | our total assets would be less than the sum of our total
      liabilities plus the amount that would be needed, if we were to be
      dissolved at the time of distribution, to satisfy the preferential rights
      upon dissolution of stockholders who may have preferential rights and
      whose preferential rights are superior to those receiving the distribution
      (except as otherwise specifically allowed by our Articles of
      Incorporation).

Recent Sales Of Unregistered Securities

None.

11

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

PLAN OF OPERATION

Based on the recommendations of our consulting geologist, we
have decided to abandon our exploration program on the Sum Mineral Claim. During
the next twelve months, we intend to conduct a review of our current operating
structure and to seek out and evaluate alternative business opportunities. As a
result, we are unable to provide an estimate of our exact financial needs for
the next twelve months. However, as at October 31, 2007, we had no cash on hand,
bank indebtedness of $1,392 and a working capital deficit of $70,295. As such,
we will require substantial additional financing in the near future in order to
meet our current obligations and to continue our operations. In addition, in the
event that we are successful in identifying suitable alternative business
opportunities, of which there is no assurance, we anticipate that we will need
to obtain additional financing in order to pursue those opportunities.

Currently, we do not have any financing arrangements in place
  and there are no assurances that we will be able to obtain sufficient financing
  on terms acceptable to us, if at all.

Due to the lack of our operating history and our present
inability to generate revenues, our auditors have stated in their audit report
included in our audited financial statements for the year ended October 31, 2007
that there currently exists substantial doubt about our ability to continue as a
going concern.

RESULTS OF OPERATIONS

|Summary of Year End Results |                             |           |                      
|--------------------------- | --------------------------- | --------- | ---------------------
|                            | Year
      Ended October 31
|                            |                             |           | Percentage           
|                            | 2007                        | 2006      | Increase / (Decrease)
|Revenue                     | $--                         | $--       | n/a                  
|Expenses                    | (36,649)                    | (76,814)  | (52.3)%              
|Net Comprehensive Loss      | $(36,649)                   | $(76,814) | (52.3)%              

Revenues

We have not earned any revenues to date and we do not
anticipate earning any revenues in the near future. We are an exploration stage
company and presently are seeking other business opportunities.

Expenses

The major components of our operating expenses are outlined in
the table below:

|                                 | Year
      Ended | Year
      Ended | Percentage           
|-------------------------------- | ---------------- | ---------------- | ---------------------
|                                 | October 31, 2007 | October 31, 2006 | Increase / (Decrease)
|Accounting and audit fees        | $12,944          | $24,696          | (47.6)%              
|Legal fees                       | 8,190            | 28,244           | (71.0)%              
|Management fees                  | 6,000            | 6,000            | n/a                  
|Mineral property and exploration | 4,500            | 9,100            | (50.5)%              
|costs                            |                  |                  |                      
|Office and sundry                | 5,015            | 8,774            | (42.8)%              
|Total                            | $36,649          | $76,814          | (52.3)%              

12

---

The decreases in expenses are primarily a result of the
decrease in accounting and legal fees and costs associated with our mineral
exploration activities. Costs associated with mineral exploration activities
decreased as we have abandoned our exploration program on the Sum Mineral Claim.
The additional accounting and legal fees for the year ended October 31, 2006
relate primarily to the preparing and filing of our registration statement on
Form SB-2 with the Securities and Exchange Commission.

LIQUIDITY AND FINANCIAL CONDITION

|Working Capital           |                           |                           |                      
|------------------------- | ------------------------- | ------------------------- | ---------------------
|                          |                           |                           | Percentage           
|                          | At
      October 31, 2007 | At
      October 31, 2006 | Increase / (Decrease)
|Current Assets            | $--                       | $10,653                   | (100)%               
|Current Liabilities       | (70,295)                  | (44,299)                  | 58.7%                
|Working Capital (Deficit) | $(70,295)                 | $(33,646)                 | 108.9%               

|Cash Flows                                           |                  |                 
|---------------------------------------------------- | ---------------- | ----------------
|                                                     | Year Ended       | Year Ended      
|                                                     | October 31, 2007 | October 31, 2006
|Cash Flows used in Operating
      Activities        | $(49,381)        | $(48,562)       
|Cash Flows from (used in) Financing
      Activities | 38,728           | (9,451)         
|Foreign currency translation                         | --               | --              
|Net Increase (Decrease) in Cash During Period        | $(10,653)        | $(58,013)       

The decrease in our working capital at October 31, 2007 from
our year ended October 31, 2006 is primarily a result of the fact that we had no
revenue or sources of long-term financing during the year ended October 31,
2007.

As of October 31, 2007, we had no cash on hand. Since our
inception, our sole sources of financing have been advances from Tom Brown, our
sole executive officer and sole director, and sales of our common stock. We have
not attained profitable operations and our ability to pursue any future plan of
operation is dependent upon our ability to obtain financing. For these reasons,
our auditors stated in their report to our audited financial statements for the
period ended October 31, 2007 that there is substantial doubt that we will be
able to continue as a going concern.

We anticipate continuing to rely on advances from Mr. Brown and
on sales of our common stock in order to continue to fund our business
operations. Issuances of additional shares will result in dilution to our
existing stockholders. There is no assurance that Mr. Brown will continue to
advance us funds or that we will be able to complete any additional sales of our
equity securities or that we will be able arrange for other financing to fund
our planned business activities.

OFF-BALANCE SHEET ARRANGEMENTS

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

13

---

CRITICAL ACCOUNTING POLICIES

We have identified certain accounting policies, described
below, that are most important to the portrayal of our current financial
condition and results of operations. Our significant accounting policies are
disclosed in the notes to the audited financial statements included in this
Annual Report.

Foreign Currency Translation

Our functional currency is the Canadian dollar. We use the
United States of America dollar as our reporting currency for consistency with
the registrants of the SEC and in accordance with FAS No. 52.

Assets and liabilities denominated in a foreign currency at
period-end are translated at the exchange rate in effect at the period-end and
capital accounts are translated at historical rates. Income statement accounts
are translated at the average rates of exchange prevailing during the period.
Any gains or losses arising as a result of such translations are not included in
operations, but are reported as a separate component of equity as foreign
currency translation adjustments, if applicable.

Transactions undertaken in currencies other than the functional
currency are translated using the exchange rate in effect as of the transaction
date. Any exchange gains or losses are included in other income or expenses on
the statement of operations, if applicable.

Mineral Property

Cost of lease, acquisition, exploration, carrying and retaining
unproven mineral lease properties are expensed as incurred.

RISKS AND UNCERTAINTIES

We Do Not Have Any Business Operations Or Any Significant
Assets. We Have Not Identified Any Alternative Business Opportunities. Our Plan
Of Operation For The Next Twelve Months Will Consist Solely Of Seeking Suitable
Business Opportunities.

Based on the recommendations of our consulting geologist, we
have abandoned our exploration program for the Sum Mineral Claim. We are
currently seeking and evaluating alternative business opportunities. We have not
yet identified any suitable business opportunities and there is no assurance
that we will be able to do so in the future. Even if we are able to identify
suitable business opportunities, there are no assurances that we will be able to
acquire an interest in those opportunities or that we will have the resources to
pursue such opportunities. As such, an investment in our shares at this time
would be highly speculative and investors could lose all of their investment.

We May Not Be Able To Obtain Additional Financing.

As at October 31, 2007, we had no cash on hand and a working
capital deficit of $70,295. As such, we will require substantial additional
financing in order to continue as a going concern.

Currently, we do not have a specific business plan, nor have we
identified any suitable alternative business opportunities. As such, our ability
to obtain additional financing may be substantially limited. If sufficient
financing is not available or obtainable, we may not be able to continue as a
going concern and investors may lose a substantial portion or all of their
investment. We currently do not have any financing arrangements in place and
there are no assurances that we will be able to acquire financing on acceptable
terms or at all.

14

---

Because our sole executive officer and director, Thomas R.
Brown, owns 41.7% of our outstanding common stock, investors may find that
corporate decisions controlled by Mr. Brown are inconsistent with the interests
of other stockholders.

Thomas R. Brown, our President, controls 41.7% of issued and
outstanding shares of our common stock. Accordingly, in accordance with our
Articles of Incorporation and Bylaws, Mr. Brown is able to control who is
elected to our board of directors and thus could act, or could have the power to
act, as our management. Since Mr. Brown is not simply a passive investor but is
also one of our active executives, his interests as an executive may, at times,
be adverse to those of passive investors. Where those conflicts exist, our
shareholders will be dependent upon Mr. Brown exercising, in a manner fair to
all of our shareholders, his fiduciary duties as an officer or as a member of
our board of directors. Also, due to his stock ownership position, Mr. Brown
will have: (i) the ability to control the outcome of most corporate actions
requiring stockholder approval, including amendments to our Articles of
Incorporation; (ii) the ability to control corporate combinations or similar
transactions that might benefit minority stockholders which may be rejected by
Mr. Brown to their detriment, and (iii) control over transactions between him
and Laburnum.

We may conduct further offerings in the future in which case
investors shareholdings will be diluted.

Since our inception, we have relied on equity sales of our
common stock to fund our operations. We may conduct additional equity offerings
in the future to finance any future business projects that we decide to
undertake. If common stock is issued in return for additional funds, the price
per share could be lower than that paid by our current stockholders. We
anticipate continuing to rely on equity sales of our common stock in order to
fund our business operations. If we issue additional stock, investors
percentage interest in us will be diluted. The result of this could reduce the
value of their stock.

Because our stock is a penny stock, stockholders will be
more limited in their ability to sell their stock.

The shares of our common stock constitute penny stocks under
the Exchange Act. The shares will remain classified as a penny stock for the
foreseeable future. The classification as a penny stock makes it more difficult
for a broker/dealer to sell the stock into a secondary market, which makes it
more difficult for a purchaser to liquidate his or her investment. Any
broker/dealer engaged by the purchaser for the purpose of selling his or her
shares will be subject to rules 15g-1 through 15g-10 of the Exchange Act. Rather
than having to comply with these rules, some broker-dealers will refuse to
attempt to sell a penny stock.

The "penny stock" rules adopted by the SEC under the Exchange
Act subjects the sale of the shares of our common stock to certain regulations
which impose sales practice requirements on broker/dealers. For example,
brokers/dealers selling such securities must, prior to effecting the
transaction, provide their customers with a document that discloses the risks of
investing in such securities.

Legal remedies, which may be available to an investor in "penny
stocks, are as follows:

|(a) | if "penny stock" is sold to an investor in violation of
      his or her rights listed above, or other federal or states securities
      laws, the investor may be able to cancel his or her purchase and get his
      or her money back.
|--- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                            
|(b) | if the stocks are sold in a fraudulent manner, the
      investor may be able to sue the persons and firms that caused the fraud
      for damages.                                                                                        
|    |                                                                                                                                                                                                                                            
|(c) | if the investor has signed an arbitration agreement,
      however, he or she may have to pursue his or her claim through
      arbitration.                                                                                               

15

---

If the person purchasing the securities is someone other than
an accredited investor or an established customer of the broker/dealer, the
broker/dealer must also approve the potential customer's account by obtaining
information concerning the customer's financial situation, investment experience
and investment objectives. The broker/dealer must also make a determination
whether the transaction is suitable for the customer and whether the customer
has sufficient knowledge and experience in financial matters to be reasonably
expected to be capable of evaluating the risk of transactions in such
securities. Accordingly, the SEC's rules may limit the number of potential
purchasers of the shares of our common stock.

As our business assets and our directors and officers are
located outside of the United States, investors may be limited in their ability
to enforce civil actions against our assets or our directors and officers.

Our business assets are located in Canada and our sole director
and executive officer is a resident of Canada. Consequently, it may be difficult
for United States investors to effect service of process within the United
States upon our assets or our directors or officers, or to realize in the United
States upon judgments of United States courts predicated upon civil liabilities
under U.S. Federal Securities Laws. A judgment of a U.S. court predicated solely
upon such civil liabilities may not be enforceable in Canada by a Canadian court
if the U.S. court in which the judgment was obtained did not have jurisdiction,
as determined by the Canadian court, in the matter. There is substantial doubt
whether an original action could be brought successfully in Canada against any
of our assets or our directors and officers predicated solely upon such civil
liabilities.

16

---

ITEM
7.                   
FINANCIAL STATEMENTS.

Index to Financial Statements:

Audited financial statements as of October 31, 2007, including:

|1. | Reports of Independent Registered Public Accounting
      Firm;*                                                                                           
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                            
|2. | Balance Sheets as of October 31, 2007 and
  2006;                                                                                                          
|   |                                                                                                                                                            
|3. | Statements of Operations for the years ended October 31,
      2007 and 2006 and for the period from inception on March 11, 2004 to
      October 31, 2007;
|   |                                                                                                                                                            
|4. | Statements of Cash Flows for the years ended October 31,
      2007 and 2006 and for the period from inception on March 11, 2004 to
      October 31, 2007;
|   |                                                                                                                                                            
|5. | Statement of Stockholders Equity (Deficiency) for the
      period from inception on March 11, 2004 through October 31, 2007;
      and                   
|   |                                                                                                                                                            
|6. | Notes to Financial
Statements.                                                                                                                             

* Our principal independent accountants, Amisano Hanson,
Chartered Accountants, have merged with BDO Dunwoody LLP. As such, our principal
independent accountants are now BDO Dunwoody LLP.

17

---

















LABURNUM VENTURES INC.

(A Pre-exploration Stage Company)

REPORT AND FINANCIAL STATEMENTS

October 31, 2007 and 2006

(Stated in US Dollars)

---

BDO DunwoodyLLP 
        Chartered Accountants
      600 Cathedral Place 
        925 West Georgia Street 
        Vancouver, BC, Canada V6C 3L2 
        Telephone: (604) 688-5421 
        Telefax: (604) 688-5132 
        E-mail: vancouver@bdo.cawww.bdo.ca




REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders, 
  Laburnum Ventures Inc. 
  (A Pre-exploration Stage Company)

We have audited the accompanying balance sheet of Laburnum Ventures
  Inc. (the Company, a Pre-exploration Stage Company), as of October
  31, 2007 and the related statements of operations and comprehensive loss, cash
  flows and stockholders' equity (deficiency) for the year ended October 31, 2007
  and for the period from March 11, 2004 (Date of Inception) to October 31, 2007.
  These financial statements are the responsibility of the Company's management.
  Our responsibility is to express an opinion on these financial statements based
  on our 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 an audit to obtain reasonable assurance about whether
  the financial statements are free of material misstatement. The Company is not
  required to have, nor were we engaged to perform, an audit of its internal control
  over financial reporting. Our audit included consideration of internal control
  over financial reporting as a basis for designing audit procedures that are
  appropriate in the circumstances, but not for the purpose of expressing an opinion
  on the effectiveness of the Companys internal control over financial reporting.
  Accordingly, we express no such opinion. An audit also includes examining, on
  a test basis, evidence supporting the amounts and disclosures in the financial
  statements, 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 provide a reasonable basis for our opinion.

In our opinion, these financial statements referred to above
  present fairly, in all material respects, the financial position of Laburnum
  Ventures Inc. as of October 31, 2007 and the results of its operations and its
  cash flows for the year then ended and for the period from March 11, 2004 (Date
  of Inception) to October 31, 2007, in conformity with accounting principles
  generally accepted in the United States of America.

The accompanying financial statements referred to above have
  been prepared assuming that the Company will continue as a going concern. As
  discussed in Note 1 to the financial statements, the Company is in the pre-exploration
  stage, and has no established source of revenue and is dependent on its ability
  to raise capital from shareholders or other sources to meet its obligations
  and repay its liabilities arising from normal business operations when they
  come due. These factors, along with other matters as set forth in Note 1, raise
  substantial doubt that the Company will be able to continue as a going concern.
  The financial statements do not include any adjustments that might result from
  the outcome of these uncertainties.

(signed) BDO Dunwoody LLP

Chartered Accountants

Vancouver, Canada 
  January 14, 2008

BDO DunwoodyLLP is a Limited Liability Partnership
  registered in Ontario

---

|A PARTNERSHIPOFINCORPORATEDPROFESSIONALS | AMISANO HANSON      
|---------------------------------------- | --------------------
|                                         | CHARTEREDACCOUNTANTS





REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders, 
  Laburnum Ventures Inc. 
  (A Pre-exploration Stage Company)

We have audited the accompanying balance sheet of Laburnum Ventures
  Inc. (A Pre-exploration Stage Company) as of October 31, 2006 and the related
  statements of operations and comprehensive loss, stockholders' equity (deficiency)
  and cash flows for the year ended October 31, 2006 and the period from March
  11, 2004 (Date of Inception) to October 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.

We conducted our audit in accordance with the standards of the
  Public Company Accounting Oversight Board (United States of America). Those
  standards require that we plan and perform an 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 provide a reasonable basis for our opinion.

In our opinion, these financial statements referred to above
  present fairly, in all material respects, the financial position of Laburnum
  Ventures Inc. as of October 31, 2006 and the results of its operations and its
  cash flows for the year ended October 31, 2006 and the period from March 11,
  2004 (Date of Inception) to October 31, 2006, in conformity with accounting
  principles generally accepted in the United States of America.

The accompanying financial statements referred to above have
  been prepared assuming that the company will continue as a going concern. As
  discussed in Note 1 to the financial statements, the company is in the pre-exploration
  stage, and has no established source of revenue and is dependent on its ability
  to raise capital from shareholders or other sources to sustain operations. These
  factors, along with other matters as set forth in Note 1, raise substantial
  doubt that the company will be able to continue as a going concern. The financial
  statements do not include any adjustments that might result from the outcome
  of this uncertainty.



|Vancouver, Canada | AMISANO HANSON     
|----------------- | ---------------------
|February 6, 2007  | Chartered Accountants



750 WEST PENDER STREET, SUITE 604
      TELEPHONE: 604-689-0188VANCOUVER CANADA
      FACSIMILE: 604-689-9773V6C 2T7
      E-MAIL: amishan@telus.net


---

LABURNUM VENTURES INC.(A Pre-exploration Stage Company) 
  BALANCE SHEETS 
  October 31, 2007, and 2006 
  (Stated in US Dollars)

|                                                                 |   | 2007     |   |   | 2006     |  
|---------------------------------------------------------------- | - | -------- | - | - | -------- | -
|                                                                 |   |          |   |   |          |  
|**ASSETS**                                                       |  
|                                                                 |   |          |   |   |          |  
|Current                                                          |   |          |   |   |          |  
|Cash                                                             | $ | -        |   | $ | 10,653   |  
|                                                                 |   |          |   |   |          |  
|LIABILITIES                                                      |  
|                                                                 |   |          |   |   |          |  
|Current                                                          |   |          |   |   |          |  
|Bank indebtedness                                                | $ | 1,392    |   | $ | -        |  
|Accounts payable and accrued liabilities                         |   | 24,093   |   |   | 36,825   |  
|Loan payable  Note
      4                                      |   | 29,091   |   |   | -        |  
|Due to related party  Note 5                                    |   | 15,719   |   |   | 7,474    |  
|                                                                 |   |          |   |   |          |  
|                                                                 |   | 70,295   |   |   | 44,299   |  
|                                                                 |   |          |   |   |          |  
|STOCKHOLDERS DEFICIENCY                                         |  
|                                                                 |   |          |   |   |          |  
|Capital stock  Notes 6 and 10                                   |   |          |   |   |          |  
|Authorized:                                                      |   |          |   |   |          |  
|100,000,000 preferred stock, par value $0.001, none issued       |   |          |   |   |          |  
|100,000,000 common shares, par value $0.001
      per share      |   |          |   |   |          |  
|Issued and outstanding:                                          |   |          |   |   |          |  
|12,000,000 common shares (2006: 12,000,000)                      |   | 12,000   |   |   | 12,000   |  
|Additional paid-in capital                                       |   | 63,000   |   |   | 63,000   |  
|Accumulated other comprehensive loss                             |   | (738     | ) |   | (738     | )
|Deficit accumulated during the pre-exploration stage             |   | (144,557 | ) |   | (107,908 | )
|                                                                 |   |          |   |   |          |  
|                                                                 |   | (70,295  | ) |   | (33,646  | )
|                                                                 |   |          |   |   |          |  
|                                                                 | $ | -        |   | $ | 10,653   |  
|                                                                 |   |          |   |   |          |  
|Nature and Ability to Continue as a Going Concern  Note
      1 |   |          |   |   |          |  
|Subsequent Events  Notes 3 and 11                               |   |          |   |   |          |  

SEE ACCOMPANYING NOTES

---

LABURNUM VENTURES INC.(A Pre-exploration Stage Company) 
  STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS 
  for the years ended October 31, 2007 and 2006 and 
  for the period March 11, 2004 (Date of Inception) to October 31, 2007 
  (Stated in US Dollars)

|                                                      |   |             |   |   |               |   |   | March 11,     |  
|----------------------------------------------------- | - | ----------- | - | - | ------------- | - | - | ------------- | -
|                                                      |   |             |   |   |               |   |   | 2004 (Date of |  
|                                                      |   | Years ended |   |   | Inception) to |  
|                                                      |   | October 31, |   |   | October 31,   |  
|                                                      |   | 2007        |   |   | 2006          |   |   | 2007          |  
|                                                      |   |             |   |   |               |   |   |               |  
|Expenses                                              |   |             |   |   |               |   |   |               |  
|Accounting and audit fees                             | $ | 12,944      |   | $ | 24,696        |   | $ | 44,840        |  
|Legal fees                                            |   | 8,190       |   |   | 28,244        |   |   | 42,506        |  
|Management fees  Note 5                              |   | 6,000       |   |   | 6,000         |   |   | 21,000        |  
|Mineral property and exploration
      costs  Note 3 |   | 4,500       |   |   | 9,100         |   |   | 16,898        |  
|Office and sundry  Note 5                            |   | 5,015       |   |   | 8,774         |   |   | 19,313        |  
|                                                      |   |             |   |   |               |   |   |               |  
|Net loss for the period                               |   | (36,649     | ) |   | (76,814       | ) |   | (144,557      | )
|                                                      |   |             |   |   |               |   |   |               |  
|Other comprehensive loss                              |   |             |   |   |               |   |   |               |  
|Foreign currency translation
      adjustment         |   | -           |   |   | -             |   |   | (738          | )
|                                                      |   |             |   |   |               |   |   |               |  
|Comprehensive loss for the period                     | $ | (36,649     | ) | $ | (76,814       | ) | $ | (145,295      | )
|                                                      |   |             |   |   |               |   |   |               |  
|Basic and diluted loss per share                      | $ | (0.00       | ) | $ | (0.01         | ) |   |               |  
|                                                      |   |             |   |   |               |   |   |               |  
|Weighted average number of shares outstanding         |   | 12,000,000  |   |   | 11,405,479    |   |   |               |  

SEE ACCOMPANYING NOTES

---

LABURNUM VENTURES INC.(A Pre-exploration Stage Company) 
  STATEMENTS OF CASH FLOWS 
  for the years ended October 31, 2007 and 2006 and 
  for the period March 11, 2004 (Date of Inception) to October 31, 2007 
  (Stated in US Dollars)

|                                                    |   |             |   |   |               |   |   | March 11,     |  
|--------------------------------------------------- | - | ----------- | - | - | ------------- | - | - | ------------- | -
|                                                    |   |             |   |   |               |   |   | 2004 (Date of |  
|                                                    |   | Years ended |   |   | Inception) to |  
|                                                    |   | October 31, |   |   | October 31,   |  
|                                                    |   | 2007        |   |   | 2006          |   |   | 2007          |  
|                                                    |   |             |   |   |               |   |   |               |  
|Cash Flows used in Operating Activities             |   |             |   |   |               |   |   |               |  
|Net loss for the period                             | $ | (36,649     | ) | $ | (76,814       | ) | $ | (144,557      | )
|Change in non-cash
      working capital balance    |   |             |   |   |               |   |   |               |  
|related to operations                               |   |             |   |   |               |   |   |               |  
|Accounts
      payable and accrued liabilities      |   | (12,732     | ) |   | 28,252        |   |   | 24,093        |  
|                                                    |   |             |   |   |               |   |   |               |  
|Net cash used in operating activities               |   | (49,381     | ) |   | (48,562       | ) |   | (120,464      | )
|                                                    |   |             |   |   |               |   |   |               |  
|Cash Flows provided by (used in) Financing          |   |             |   |   |               |   |   |               |  
|Activities                                          |   |             |   |   |               |   |   |               |  
|Increase in bank
      indebtedness                 |   | 1,392       |   |   | -             |   |   | 1,392         |  
|Increase (decrease) in loan payable                 |   | 29,091      |   |   | (5,941        | ) |   | 29,091        |  
|Increase (decrease)
      in due to related party   |   | 8,245       |   |   | (6,710        | ) |   | 15,719        |  
|Proceeds on issuance of common stock                |   | -           |   |   | 3,200         |   |   | 3,200         |  
|Share subscriptions                                 |   | -           |   |   | -             |   |   | 71,800        |  
|                                                    |   |             |   |   |               |   |   |               |  
|Net cash provided by (used in) financing activities |   | 38,728      |   |   | (9,451        | ) |   | 121,202       |  
|                                                    |   |             |   |   |               |   |   |               |  
|Effect of foreign currency translation              |   | -           |   |   | -             |   |   | (738          | )
|                                                    |   |             |   |   |               |   |   |               |  
|Decrease in cash during the period                  |   | (10,653     | ) |   | (58,013       | ) |   | -             |  
|                                                    |   |             |   |   |               |   |   |               |  
|Cash, beginning of the period                       |   | 10,653      |   |   | 68,666        |   |   | -             |  
|                                                    |   |             |   |   |               |   |   |               |  
|Cash, end of the period                             | $ | -           |   | $ | 10,653        |   | $ | -             |  
|                                                    |   |             |   |   |               |   |   |               |  
|Non-cash Transaction  Note 10                      |   |             |   |   |               |   |   |               |  

SEE ACCOMPANYING NOTES

---

LABURNUMVENTURESINC.(A Pre-exploration Stage Company) 
  STATEMENTS OF STOCKHOLDERS EQUITY (DEFICIENCY) 
  for the period March 11, 2004 (Date of Inception) to October 31, 2007 
  (Stated in US Dollars)

|                                          |  |                     |  |   |           |  |   |            |  |   |               |   |   |                 |   |   | Deficit     |   |   |         |  
|----------------------------------------- |  | ------------------- |  | - | --------- |  | - | ---------- |  | - | ------------- | - | - | --------------- | - | - | ----------- | - | - | ------- | -
|                                          |  |                     |  |   |           |  |   |            |  |   |               |   |   | Accumulated     |   |   | Accumulated |   |   |         |  
|                                          |  |                     |  |   |           |  |   | Additional |  |   |               |   |   | Other           |   |   | During the  |   |   |         |  
|                                          |  | Common
      Shares |  |   | Paid -in  |  |   | Share      |  |   | Comprehensive |   |   | Pre-exploration |   |   |             |  
|                                          |  | Number              |  |   | Par Value |  |   | Capital    |  |   | Subscriptions |   |   | Loss            |   |   | Stage       |   |   | Total   |  
|                                          |  |                     |  |   |           |  |   |            |  |   |               |   |   |                 |   |   |             |   |   |         |  
|Capital stock issued for cash  at $0.001 |  | 5,000,000           |  | $ | 5,000     |  | $ | -          |  | $ | -             |   | $ | -               |   | $ | -           |   | $ | 5,000   |  
|Foreign currency translation adjustments  |  | -                   |  |   | -         |  |   | -          |  |   | -             |   |   | (527            | ) |   | -           |   |   | (527    | )
|Net loss for the period                   |  | -                   |  |   | -         |  |   | -          |  |   | -             |   |   | -               |   |   | (15,943     | ) |   | (15,943 | )
|                                          |  |                     |  |   |           |  |   |            |  |   |               |   |   |                 |   |   |             |   |   |         |  
|Balance, October 31, 2004                 |  | 5,000,000           |  |   | 5,000     |  |   | -          |  |   | -             |   |   | (527            | ) |   | (15,943     | ) |   | (11,470 | )
|Share subscriptions                       |  | -                   |  |   | -         |  |   | -          |  |   | 66,800        |   |   | -               |   |   | -           |   |   | 66,800  |  
|Foreign currency translation adjustments  |  | -                   |  |   | -         |  |   | -          |  |   | -             |   |   | (211            | ) |   | -           |   |   | (211    | )
|Net loss for the year                     |  | -                   |  |   | -         |  |   | -          |  |   | -             |   |   | -               |   |   | (15,151     | ) |   | (15,151 | )
|                                          |  |                     |  |   |           |  |   |            |  |   |               |   |   |                 |   |   |             |   |   |         |  
|Balance, October 31, 2005                 |  | 5,000,000           |  |   | 5,000     |  |   | -          |  |   | 66,800        |   |   | (738            | ) |   | (31,094     | ) |   | 39,968  |  
|                                          |  |                     |  |   |           |  |   |            |  |   |               |   |   |                 |   |   |             |   |   |         |  
|Capital stock issued for cash  at $0.01  |  | 7,000,000           |  |   | 7,000     |  |   | 63,000     |  |   | (66,800       | ) |   | -               |   |   | -           |   |   | 3,200   |  
|Net loss for the year                     |  | -                   |  |   | -         |  |   | -          |  |   | -             |   |   | -               |   |   | (76,814     | ) |   | (76,814 | )
|                                          |  |                     |  |   |           |  |   |            |  |   |               |   |   |                 |   |   |             |   |   |         |  
|Balance, October 31, 2006                 |  | 12,000,000          |  |   | 12,000    |  |   | 63,000     |  |   | -             |   |   | (738            | ) |   | (107,908    | ) |   | (33,646 | )
|Net loss for the year                     |  | -                   |  |   | -         |  |   | -          |  |   | -             |   |   | -               |   |   | (36,649     | ) |   | (36,649 | )
|                                          |  |                     |  |   |           |  |   |            |  |   |               |   |   |                 |   |   |             |   |   |         |  
|Balance, October 31, 2007                 |  | 12,000,000          |  | $ | 12,000    |  | $ | 63,000     |  | $ | -             |   | $ | (738            | ) | $ | (144,557    | ) | $ | (70,295 | )

SEE ACCOMPANYING NOTES

---

LABURNUM VENTURES INC.(A Pre-exploration Stage Company) 
  NOTES TO THE FINANCIAL STATEMENTS 
  October 31, 2007 and 2006 
  (Stated in US Dollars)

|Note 1 | Nature of Operations and Ability to Continue
      as a Going Concern                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|       | The Company was incorporated
        in the State of Nevada on March 11, 2004 and is in the pre-exploration
        stage. The Company acquired a mineral property located in the Similkameen
        Mining Division, British Columbia, Canada and has not yet determined whether
        this property contains reserves that are economically recoverable. The
        recoverability of amounts from the property will be dependent upon the
        discovery of economically recoverable reserves, confirmation of the Companys
        interest in the underlying property, the ability of the Company to obtain
        necessary financing to complete the development of the property and upon
        future profitable production or proceeds from the sale thereof.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|       | These financial statements have
        been prepared in accordance with generally accepted accounting principles
        applicable to a going concern, which assumes that the Company will be
        able to meet its obligations and continue its operations for its next
        fiscal year. Realization values may be substantially different from carrying
        values as shown and these financial statements do not give effect to adjustments
        that would be necessary to the carrying values and classification of assets
        and liabilities should the Company be unable to continue as a going concern.
        At October 31, 2007, the Company had not yet achieved profitable operations,
        has accumulated losses of $144,557 since its inception, has a working
        capital deficiency of $70,295 and expects to incur further losses in the
        development of its business, all of which casts substantial doubt about
        the Companys ability to continue as a going concern. The Companys
        ability to continue as a going concern is dependent upon its ability to
        generate future profitable operations and/or to obtain the necessary financing
        to meet its obligations and repay its liabilities arising from normal
        business operations when they come due.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|       | The Company plans to obtain
        additional financing by loans from its director and president, however,
        there is no guarantee that additional funds will be received. The Company
        may also solicit loans from unrelated parties, however, there is no assurance
        that such loans can be negotiated or that such financing will be available
        on terms favorable to the Company. The Company may also obtain additional
        financing by the sale of its common stock, however, there are no current
        plans for the sale of common stock. There can be no assurance that such
        additional funding will be available on acceptable terms, if at all.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|Note 2 | Summary of Significant Accounting
        Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|       | The financial statements of
        the Company have been prepared in accordance with accounting principles
        generally accepted in the United States of America. Because a precise
        determination of many assets and liabilities is dependent upon future
        events, the preparation of financial statements for a period necessarily
        involves the use of estimates, which have been made using careful judgment.
        Actual results may vary from these estimates.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       

---

Laburnum Ventures Inc. 
  (A Pre-exploration Stage Company) 
  Notes to the Financial Statements 
  October 31, 2007 and 2006 
  (Stated in US Dollars)  Page 2

|Note 2 | Summary of Significant Accounting
        Policies (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | The financial statements have,
        in managements opinion, been properly prepared within the framework
        of the significant accounting policies summarized below:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Pre-exploration Stage Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | The Company complies with the
        Statement of Financial Accounting Standard (SFAS) No. 7 Accounting
        and Reporting by Development Stage Enterprises and The Securities
        and Exchange Commission Exchange Act Guide 7 for its characterization
        of the Company as pre-exploration stage.                                                                                                                                                                                                                                                                                                                                                   
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Mineral Property                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Cost of lease, acquisition, exploration,
        carrying and retaining unproven mineral lease properties are expensed
        as incurred.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Environmental Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Environmental expenditures that
        relate to current operations are expensed or capitalized as appropriate.
        Expenditures that relate to an existing condition caused by past operations,
        and which do not contribute to current or future revenue generation, are
        expensed. Liabilities are recorded when environmental assessments and/or
        remedial efforts are probable, and the cost can be reasonably estimated.
        Generally, the timing of these accruals coincides with the earlier of
        completion of a feasibility study or the Companys commitments to
        a plan of action based on the then known facts.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Foreign Currency Translation
        and Transaction                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | The Companys functional
        currency is the Canadian dollar. The Company uses the United States of
        America dollar as its reporting currency for consistency with the registrants
        of the Securities and Exchange Commission (SEC) and in accordance
        with SFAS No. 52.                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Assets and liabilities denominated
        in a foreign currency at period-end are translated at the exchange rate
        in effect at the balance sheet date and capital accounts are translated
        at historical rates. Income statement accounts are translated at the average
        rates of exchange prevailing during the period. Any gains or losses arising
        as a result of such translations are not included in operations, but are
        reported as a separate component of equity as foreign currency translation
        adjustments, if applicable.                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Transactions undertaken in currencies
        other than the functional currency are translated using the exchange rate
        in effect on the transaction date. Any exchange gains or losses are included
        in other income or expenses on the Statement of Operations, if applicable.                                                                                                                                                                                                                                                                                                                                                                         

---

Laburnum Ventures Inc. 
  (A Pre-exploration Stage Company) 
  Notes to the Financial Statements 
  October 31, 2007 and 2006 
  (Stated in US Dollars)  Page 3

|Note 2 | Summary of Significant Accounting
        Policies (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | The carrying value of bank indebtedness,
        accounts payable and accrued liabilities, loan payable and due to related
        party approximates their fair value because of the short-term maturity
        nature of these instruments. Unless otherwise noted, it is managements
        opinion that the Company is not exposed to significant interest, currency
        or credit risks arising from these financial instruments.                                                                                                                                                                                                                                                                                                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | The Company uses the assets
        and liability method of accounting for income taxes pursuant to SFAS No.
        109, Accounting for Income Taxes. Under the assets and liability
        method of SFAS No. 109, deferred tax assets and liabilities are recognized
        for the future tax consequences attributable to temporary differences
        between the financial statements carrying amounts of existing assets and
        liabilities and their respective tax bases. Deferred tax assets and liabilities
        are measured using enacted tax rates expected to apply to taxable income
        in the years in which those temporary differences are expected to be recovered
        or settled.                                                                                                          
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Basic and Diluted Loss Per
        Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | The Company reports basic loss
        per share in accordance with the FAS No. 128, Earnings Per Share.
        Basic loss per share is computed using the weighted average number of
        shares outstanding during the period. Diluted loss per share has not been
        provided, as it would be anti-dilutive.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Asset Retirement Obligations                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | The Company accounts for asset
        retirement obligations in accordance with the provisions of SFAS No. 143
        "Accounting for Asset Retirement Obligations". SFAS No. 143 requires the
        Company to record the fair value of an asset retirement obligation as
        a liability in the period in which it incurs a legal obligation associated
        with the retirement of tangible long- lived assets that result from the
        acquisition, construction, development and/or normal use of the assets.
        At October 31, 2007, the Company had not undertaken any drilling activity
        on its properties and had not incurred significant reclamation obligations.
        As such, no asset retirement obligation accrual was made in the October
        31, 2007 and 2006 financial statements.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Comprehensive Income                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|       | Under SFAS 130, Reporting Comprehensive
        Income, the Company is required to report comprehensive income, which
        includes net loss as well as changes in equity from non- owner sources.
        The other changes in equity included in comprehensive income for the periods
        presented comprise the foreign currency cumulative translation adjustments
        as disclosed in the Consolidated Statement of Comprehensive Loss.                                                                                                                                                                                                                                                                                                                                                                                

---

Laburnum Ventures Inc. 
  (A Pre-exploration Stage Company) 
  Notes to the Financial Statements 
  October 31, 2007 and 2006 
  (Stated in US Dollars)  Page 4

|Note 3 | Mineral Property                                                                                                                                                                                                                                                                                                                                                                                                                                  
|------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | By an agreement dated June 22,
        2004, the Company acquired a 100% interest in five mineral claims located
        in the Similkameen Mining Division, British Columbia, Canada, for $3,298
        (CAD$4,500). During the year ended October 31, 2007, the Company spent
        $4,500 (2006: $9,100) in exploration costs with respect to the property.
        Subsequent to this exploration work, the Company abandoned these claims.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Note 4 | Loan payable                                                                                                                                                                                                                                                                                                                                                                                                                                      
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | The loan is payable to the President
        of the Company and is unsecured, non-interest bearing and has no specific
        terms for repayment.                                                                                                                                                                                                                                                                                               
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Note 5 | Related Party Transactions Notes 4, 6 and 11                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | The President provides management
        services and office premises to the Company at $500 per month and $250
        per month, respectively. During the year ended October 31, 2007 management
        services of $6,000 (2006: $6,000) and office expense of $3,000 (2006:
        $3,000) were charged to operations.                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | The amount due to related party
        is due to the President of the Company for unpaid rent and management
        fees. The amount is unsecured, non-interest bearing and has no specific
        terms for repayment.                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|Note 6 | Capital Stock                                                                                                                                                                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | In March 2004, the Company issued
        5,000,000 common shares at $0.001 per share to a director of the Company
        for total cash proceeds of $5,000.                                                                                                                                                                                                                                                                                     
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | On November 30, 2005, the Company
        issued 7,000,000 common shares at $0.01 per share pursuant to a private
        placement offering for total proceeds of $70,000.                                                                                                                                                                                                                                                                       
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | As of October 31, 2005, the
        Company had received subscriptions for the above-noted private placement
        for a total of 6,960,000 common shares and had received subscription funds
        totalling $66,800, with share subscriptions receivable of $2,800. The
        subscriptions receivable was paid during the year ended October 31, 2006.                                                                                   
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|       | At October 31, 2007 and October
        31, 2006, there were no outstanding stock options or warrants.                                                                                                                                                                                                                                                                                                                                            

---

Laburnum Ventures Inc. 
  (A Pre-exploration Stage Company) 
  Notes to the Financial Statements 
  October 31, 2007 and 2006 
  (Stated in US Dollars)  Page 5

Note 7
      Deferred Income TaxesThe Company's income tax expense
          for the years ended October 31, 2007 and 2006 differed from the United
          States statutory rates:


| |                                                           |   | Years ended |  
| | --------------------------------------------------------- | - | ----------- | -
| |                                                           |   | August 31,  |  
| |                                                           |   | 2007        |  
| |                                                           |   |             |  
| | Effective tax rate                                        |   | 15%         |  
| |                                                           |   |             |  
| | Statutory rate applied to loss before income
      taxes  | $ | (5,497      | )
| | Increase in income taxes resulting from:                  |   |             |  
| | Other, including reserve
      for deferred tax asset and |   |             |  
| | effect of graduated tax rates                             |   | 5,497       |  
| |                                                           |   |             |  
| | Income tax expense                                        | $ | -           |  

The significant components of the Companys
  deferred tax assets are as follows:

| |                                |   | 2007    |   |   | 2006    |  
| | ------------------------------ | - | ------- | - | - | ------- | -
| |                                |   |         |   |   |         |  
| | Deferred tax assets            |   |         |   |   |         |  
| | Non-capital loss carryforwards | $ | 39,627  |   | $ | 25,334  |  
| | Valuation allowance            |   | (39,627 | ) |   | (25,334 | )
| |                                |   |         |   |   |         |  
| |                                | $ | -       |   | $ | -       |  

|       | The amount taken into income
        as deferred tax assets must reflect that portion of the income tax loss
        carryforwards which is more likely-than-not to be realized from future
        operations. The Company has provided an allowance of 100% against all
        available income tax loss carryforwards, regardless of their time of expiry.      
|------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                     
|Note 8 | Income Taxes                                                                                                                                                                                                                                                                                                                                                        
|       |                                                                                                                                                                                                                                                                                                                                                                     
|       | No provision for income taxes
        has been provided in these financial statements due to the net loss. At
        October 31, 2007, the Company has net operating loss carryforwards, which
        expire commencing in 2024 totalling approximately $144,557 (2006: $107,908),
        the benefit of which has not been recorded in the financial statements.

---

Laburnum Ventures Inc. 
  (A Pre-exploration Stage Company) 
  Notes to the Financial Statements 
  October 31, 2007 and 2006 
  (Stated in US Dollars)  Page 6

|Note 9 | New Accounting Standards                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | In June 2006, the Financial
        Accounting Standards Board (FASB) issued FASB Interpretation
        No. 48 (FIN 48), Accounting for Uncertainty in Income
        Taxes. The interpretation clarifies the accounting for uncertainty
        in income taxes recognized in a companys financial statements in
        accordance with Statement of Financial Accounting Standards No. 109, Accounting
        for Income Taxes. Specifically, the pronouncement prescribes a recognition
        threshold and a measurement attribute for the financial statement recognition
        and measurement of a tax position taken or expected to be taken in a tax
        return. The interpretation also provides guidance on the related derecognition,
        classification, interest and penalties, accounting for interim periods,
        disclosure and transition of uncertain tax position. The interpretation
        is effective for fiscal years beginning after December 15, 2006. The adoption
        of FIN 48 is not expected to have a material impact on the Companys
        financial position, results of operations or cash flows; however, the
        Company is still analyzing the effects of FIN 48.
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | In September 2006, the FASB
        issued SFAS No. 157, Fair Value Measurements. This Statement
        defines fair value as used in numerous accounting pronouncements, establishes
        a framework for measuring fair value in generally accepted accounting
        principles and expands disclosure related to the use of fair value measures
        in financial statements. The Statement is to be effective for the Companys
        financial statements issued in 2008; however, earlier application is encouraged.
        The Company is currently evaluating the timing of adoption and the impact
        that adoption might have on its financial position or results of operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | In September 2006, the Securities
        and Exchange Commission (SEC) issued Staff Accounting Bulletin
        No. 108 (SAB 108). Due to diversity in practice among registrants,
        SAB 108 expressed SEC staff views regarding the process by which misstatements
        in financial statements are evaluated for purposes of determining whether
        financial statement restatement is necessary. SAB 108 is effective for
        fiscal years ending after November 15, 2006, and early application is
        encouraged. The Company does not believe SAB 108 will have a material
        impact on its financial position or results from operations.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|       | In December 2006, the FASB issued
        FASB Staff Position (FSP) EITF 00-19-2, Accounting for
        Registration Payment Arrangements. This FSP specifies that the contingent
        obligation to make future payments or otherwise transfer consideration
        under a registration payment arrangement should be separately recognized
        and measured in accordance with FASB No. 5, Accounting for Contingencies.
        This FSP is effective immediately for registration payment arrangements
        and the financial instruments subject to those arrangements that re entered
        into or modified subsequent to December 21, 2006. For registration payment
        arrangements and financial instruments subject to those arrangements that
        were entered into prior to December 21, 2006, the guidance in the FSP
        is effective for annual and interim financial statements issued for fiscal
        year beginning on or after December 15, 2006. The Company does not believe
        that this FSP will have a material impact on its financial position or
        results from operations.                                                                                         

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Laburnum Ventures Inc. 
  (A Pre-exploration Stage Company) 
  Notes to the Financial Statements 
  October 31, 2007 and 2006 
  (Stated in US Dollars)  Page 7

|Note 9  | New Accounting Standards (contd)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|        | On February 15, 2007, the FASB
        issued SFAS No. 159 The Fair Value Option for Financial Assets and
        Financial Liabilities. This Statement establishes presentation and
        disclosure requirements designed to facilitate comparisons between companies
        that choose different measurement attributes for similar types of assets
        and liabilities. SFAS No. 159 is effective for the Companys financial
        statements issued in 2008. The Company is currently evaluating the impact
        that the adoption of SFAS No. 159 might have on its financial position
        or results of operations.
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Note 10 | Non-cash Transaction                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|        | Investing and financing activities
        that do not have a direct impact on current cash flows are excluded from
        the statements of cash flows. During the year ended October 31, 2005,
        the Company executed share subscription agreements to issue 280,000 shares
        of common stock at $0.01 per share for share subscriptions receivable
        of $2,800. This transaction has been excluded from the statements of cash
        flows.                                                                                                                                                                           
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|Note 11 | Subsequent Events
        Note 3                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|        |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|        | Subsequent to October 31, 2007,
        the Company received loan proceeds of $20,000 from a director of the Company.
        The amount is unsecured, non-interest bearing and has no specific terms
        for repayment.                                                                                                                                                                                                                                                                                                                                                                                                                  

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

There has been no changes in or disagreements with our
principal independent accountants. However, our principal independent
accountants, Amisano Hanson, Chartered Accountants, have merged with BDO
Dunwoody LLP. As such, our principal independent accountants are now BDO
Dunwoody LLP.

We have engaged Amisano Hanson, Chartered Accountants, as our
  independent auditors since November 15, 2005. In January, 2008, Amisano Hanson
  entered into an agreement with BDO Dunwoody LLP, pursuant to which Amisano Hanson
  has merged its operations into BDO Dunwoody.

During the years ended October 31, 2007 and 2006, and
subsequent to October 31, 2007 through to the date hereof, neither we, nor
anyone on our behalf, has consulted with Amisano Hanson or BDO Dunwoody
regarding the application of accounting principles to a specified transaction,
whether completed or proposed, or the type of audit opinion that might be
rendered on our financial statements, nor has Amisano Hanson or BDO Dunwoody
provided to us a written report or oral advice regarding such principles or
audit opinion or any matter that was the subject of a disagreement or any
reportable events as set for in Item 304(a)(3) of Regulation SB.

ITEM
8A.                 CONTROLS
AND PROCEDURES.

Under the supervision and with the participation of our
management, including the Chief Executive Officer and Chief Financial Officer,
we have evaluated the effectiveness of our disclosure controls and procedures as
required by Exchange Act Rule 13a-15(b) as of the end of the period covered by
this report. Based on that evaluation, the Chief Executive Officer and Chief
Financial Officer has concluded that these disclosure controls and procedures
are effective.

There were no changes in our internal control over financial
reporting during the year ended October 31, 2007 that have materially affected,
or are reasonably likely to materially affect, our internal control over
financial reporting.

ITEM
8B.                 OTHER
INFORMATION.

None.

18

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PART III

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


Our sole executive officer and director and his age and titles
are as follows:

|Name            | Age | Position                                          
|--------------- | --- | --------------------------------------------------
|                |     |                                                   
|Thomas R. Brown | 45  | President,
      Secretary, Treasurer and Director

Set forth below is a brief description of the background and
business experience of our sole executive officer and director:

Mr. Thomas R. Brownis the President, Secretary, Treasurer
  and sole director of Laburnum. Mr. Brown has been engaged in the building construction
  industry since 1980 and is currently a builder and real estate developer concentrating
  on the luxury home market.

Mr. Brown provides his services on a part-time basis as
required for our business. Mr. Brown presently commits approximately 15% of his
business time to our business. We pay Mr. Brown a management fee of $500 per
month for the management services that he provides to us.

Mr. Brown does not have formal training as a geologist or in
the technical or managerial aspects of management of a mineral exploration
company. His prior managerial and consulting positions have not been in the
mineral exploration industry. Accordingly, we will have to rely on the technical
services of others to advise us on the managerial aspects specifically
associated with a mineral exploration company. We do not have any employees who
have professional training or experience in the mining industry. We rely on
independent geological consultants to make recommendations to us on work
programs on our property, to hire appropriately skilled persons on a contract
basis to complete work programs and to supervise, review, and report on such
programs to us.

TERM OF OFFICE

Our directors are appointed for a one-year term to hold office
until the next annual general meeting of our stockholders or until removed from
office in accordance with our Bylaws. Our officers are appointed by our board of
directors and hold office until removed by the board.

SIGNIFICANT EMPLOYEES

We have no significant employees other than our sole officer
and director.

AUDIT COMMITTEE

We are not a listed issuer and as such our Board of Directors
is not required to maintain a separately-designated standing audit committee. As
a result, our entire Board of Directors acts as our audit committee. Our sole
director does not meet the definition of an audit committee financial expert.
We believe that the cost related to appointing a financial expert to our Board
of Directors at this time is prohibitive.

19

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CODE OF ETHICS

We adopted a Code of Ethics applicable to our Chief Executive
Officer, Chief Financial Officer, Corporate Controller and certain other finance
executives, which is a code of ethics as defined by applicable rules of the
SEC. Our Code of Ethics is attached as an exhibit to our Annual Report on Form
10-KSB for the fiscal year ended October 31, 2006, filed on February 13, 2007.
If we make any amendments to our Code of Ethics other than technical,
administrative, or other non-substantive amendments, or grant any waivers,
including implicit waivers, from a provision of our Code of Ethics to our Chief
Executive Officer, Chief Financial Officer, Corporate Controller, or certain
other finance executives, we will disclose the nature of the amendment or
waiver, its effective date and to whom it applies in a Current Report on Form
8-K filed with the SEC.

COMPLIANCE WITH SECTION 16(a) OF THE SECURITIES EXCHANGE ACT

Section 16(a) of the Exchange Act requires our executive
officers and directors, and persons who beneficially own more than 10% of our
equity securities (collectively, the Reporting Persons), to file reports of
ownership and changes in ownership with the SEC. Reporting Persons are required
by SEC regulation to furnish us with copies of all forms they file pursuant to
Section 16(a). Based on our review of the copies of such forms received by us,
other than as described below, no other reports were required for those persons.
We believe that, during the year ended October 31, 2007, all Reporting Persons
complied with all Section 16(a) filing requirements applicable to them.

ITEM
10.                    EXECUTIVE
COMPENSATION.

SUMMARY COMPENSATION TABLE

The following table sets forth total compensation paid to or
earned by our named executive officers, as that term is defined in Item
402(a)(2) of Regulation S-B during the fiscal year ended October 31, 2007:

SUMMARY COMPENSATION
        TABLEName & Principal 
        Position
      Year
      Salary 
        ($)
      Bonus
        ($)
      Stock 
        Awards 
        ($)
      Option 
        Awards 
        ($)
      Non- 
        Equity 
        Incentive 
        Plan 
        Compen- 
        sation ($)
      Nonqualifie 
        d Deferred 
        Compen- 
        sation 
        Earnings 
        ($)
      All 
        Other 
        Compen 
        -sation 
        ($)
      Total 
        ($)Thomas Brown(1)
        President, 
        Secretary, 
        Treasurer & 
        Director
      2007
      $6,000
      $0
      $0
      $0
      $0
      $0
      $0
      $6,000


|**Notes:** |     |                                                                                                   
|---------- | --- | --------------------------------------------------------------------------------------------------
|           | (1) | Consists of a monthly fee of $500 for management services
      provided by Mr. Brown to Laburnum.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

As at our year ended October 31, 2007, we did not have any
outstanding equity awards.

20

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EMPLOYMENT CONTRACTS

We have no employment contracts, termination of employment or
change-in-control arrangements with any of our executive officers or directors.
We currently pay Mr. Brown a management fee of $500 per month for services he
provides to us.

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

EQUITY COMPENSATION PLANS

We have no equity compensation plans (including individual
compensation arrangements) under which our equity securities are authorized for
issuance.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

The following table sets forth certain information concerning
the number of shares of our common stock owned beneficially as of January 22,
2008 by: (i) each person (including any group) known to us to own more than five
percent (5%) of any class of our voting securities, (ii) each of our directors,
(iii) each of our named executive officers; and (iv) officers and directors as a
group. Unless otherwise indicated, the shareholder listed possesses sole voting
and investment power with respect to the shares shown.

Title of Class
      Name and Address of Beneficial
        Owner
      Amount and Nature of Beneficial
        Ownership
      Percentage of Common Stock(1)DIRECTORS AND EXECUTIVE OFFICERSCommon Stock
      Thomas R. Brown 
        President, Secretary, Treasurer and 
        Director 
        404  1155 Mainland Street 
        Vancouver, BC, Canada V6B 4P2
      5,000,000 
        Direct
      41.7%Common Stock
      All Directors and Executive Officers 
        as a Group (1 person)
      5,000,000
      41.7%5% STOCKHOLDERSCommon Stock
      Thomas R. Brown 
        President, Secretary, Treasurer and 
        Director 
        404  1155 Mainland Street 
        Vancouver, BC, Canada V6B 4P2
      5,000,000 
        Direct
      41.7%


|**Notes:** |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|---------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(1)        | Based on 12,000,000 shares of our common stock issued and
      outstanding as of January 22, 2008. Under Rule 13d-3, certain shares may
      be deemed to be beneficially owned by more than one person (if, for
      example, persons share the power to vote or the power to dispose of the
      shares). In addition, shares are deemed to be beneficially owned by a
      person if the person has the right to acquire the shares (for example,
      upon exercise of an option) within 60 days of the date as of which the
      information is provided. In computing the percentage ownership of any
      person, the amount of shares outstanding is deemed to include the amount
      of shares beneficially owned by such person (and only such person) by
      reason of these acquisition rights. As a result, the percentage of
      outstanding shares of any person as shown in this table does not
      necessarily reflect the persons actual ownership or voting power with
      respect to the number of shares of common stock actually outstanding on
      January 22, 2008.

21

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CHANGE IN CONTROL

We are not aware of any arrangement that might result in a
change in control in the future.

ITEM
12.                    CERTAIN
RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

Except as described below, none of the following parties has,
since our date of incorporation, had any material interest, direct or indirect,
in any transaction with us or in any presently proposed transaction that has or
will materially affect us, other than noted in this section:

| | (i)   | Any of our directors or officers;                                                                                                                                           
| | ----- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (ii)  | Any person proposed as a nominee for election as a
      director;                                                                                                          
| | (iii) | Any person who beneficially owns, directly or indirectly,
      shares carrying more than 10% of the voting rights attached to our
      outstanding shares of common stock;
| | (iv)  | Any of our promoters; and                                                                                                                                                   
| | (v)   | Any relative or spouse of any of the foregoing persons
      who has the same house as such person.                                                                         

On March 24, 2004, we issued 5,000,000 total shares of common
stock to our sole executive officer and sole director, Thomas R. Brown, at a
price of $0.001 per share. The shares were issued pursuant to Section 4(2) of
the Securities Act and are restricted shares as defined in the Securities
Act.

In addition, Mr. Brown is paid $500 per month and $250 per
month on account of management services and office space, respectively. As of
October 31, 2007, the amount due to Mr. Brown for management services and office
premises was $15,719. This amount is unsecured, non-interest bearing and has no
specific terms for repayment.

During the year ended October 31, 2007, we also received
advances from Mr. Brown in the amount of $29,091. This amount is unsecured,
non-interest bearing and has no specific terms for repayment.

Director Independence

Quotations for our common stock are entered on the OTC Bulletin
Board inter-dealer quotation system, which does not have director independence
requirements. For purposes of determining director independence, we have applied
the definitions set out in NASDAQ Rule 4200(a)(15). Under NASDAQ Rule
4200(a)(15), a director is not considered to be independent if he or she is also
an executive officer or employee of the corporation. Mr. Brown acts as our sole
director and as our sole executive officer. As such, we do not have any
independent directors.

ITEM
13.                    EXHIBITS.

ExhibitNumber
    Description of Exhibits3.1
    Articles of
      Incorporation.(1)3.2
    Bylaws, as
      amended.(1)4.1
    Form of Share Certificate.(1)10.1
    Purchase Agreement dated June 22, 2004 between Guy R.
      Delorme and Laburnum Ventures Inc.(1)10.2
    Declaration of Trust executed by Guy R.
      Delorme.(1)


22

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ExhibitNumber
      Description of Exhibits14.1
      Code of Ethics.
          (2)31.1
      Certification
          of Principal Executive Officer and Principal Financial Officer as adopted
          pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
      Certification
          of Principal Executive Officer and Principal Financial Officer as adopted
          pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


|(1) | Filed with the SEC as an exhibit to our Registration
      Statement on Form SB-2 originally filed on February 21, 2006, as
      amended.
|--- | ------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Filed with the SEC as an exhibit to our Annual Report on
      Form 10-KSB originally filed on February 13, 2007.                         

ITEM
14.                    PRINCIPAL
AND ACCOUNTANT FEES AND SERVICES.

Audit Fees

The aggregate fees billed for the two most recently completed
  fiscal years ended October 31, 2007 and 2006 for professional services rendered
  by the principal accountant for the audit of our annual financial statements
  and review of the financial statements included our Quarterly Reports on Form
  10-QSB and services that are normally provided by the accountant in connection
  with statutory and regulatory filings or engagements for these fiscal periods
  were as follows:

Year Ended October 31, 2007
    Year Ended October 31, 2006Audit Fees
    $10,999
    $22,042Audit Related Fees
    Nil
    NilTax Fees
    Nil
    NilAll Other Fees
    Nil
    NilTotal
    $10,999
    $22,042


23

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SIGNATURES

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

|      |                   |     | LABURNUM VENTURES INC.            
|----- | ----------------- | --- | ----------------------------------
|      |                   |     |                                   
|      |                   |     |                                   
|Date: | February 13, 2008 | By: | /s/
      Thomas R. Brown         
|      |                   |     | THOMAS R. BROWN                   
|      |                   |     | President, Secretary and Treasurer
|      |                   |     | (Principal Executive Officer      
|      |                   |     | and Principal Accounting Officer) 

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

|Date: | February 13, 2008 | By: | /s/
      Thomas R. Brown         
|----- | ----------------- | --- | ----------------------------------
|      |                   |     | THOMAS R. BROWN                   
|      |                   |     | President, Secretary and Treasurer
|      |                   |     | (Principal Executive Officer      
|      |                   |     | and Principal Accounting Officer) 
|      |                   |     | Director                          

---