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UNITED STATESSECURITIES AND EXCHANGE COMMISSION
  WASHINGTON,
D.C. 20549

FORM 40-F

[ ] REGISTRATION STATEMENT PURSUANT TO SECTION 12 OF THE
SECURITIES EXCHANGE ACT OF 1934

OR

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

|For the fiscal year ended: December 31, 2007 | Commission File Number: 001-32943
|-------------------------------------------- | ---------------------------------

AUGUSTA RESOURCE
CORPORATION(Exact name of Registrant as specified in its
charter)

N/A(Translation of Registrants name into
English)

Canada(Province or other jurisdiction of
incorporation or organization)

1041(Primary Standard Industrial
Classification Code Number)

N/A(I.R.S. Employer Identification Number)

400  837 West Hastings Street Vancouver, British
Columbia Canada V6C 3N6 (604) 687-1717(Address and
telephone number of Registrants principal executive offices)

Dorsey & Whitney LLP Republic Plaza Building, Suite
4700 370 Seventeenth (303) 629-3400(Name, address and
telephone number of agent for service in the United States)

Securities registered or to be registered pursuant to Section
12(b) of the Act:

|Title of each class              | Name of each exchange on which registered
|-------------------------------- | -----------------------------------------
|                                 |                                          
|Common Shares, without par value | The American Stock Exchange              

Securities registered or to be registered pursuant to Section
12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to
Section 15(d) of the Act: None

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For annual reports, indicated by check mark the information
filed with this Form:

[ X ] Annual information
form           [ X ] Audited
annual financial statements

Indicate the number of outstanding shares of each of the
issuers classes of capital or common stock as of the close of the period
covered by the annual report: The registrant had 88,588,061 common shares
issued and outstanding at December 31, 2007.

Indicate by check mark whether the Registrant by filing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934 (the Exchange Act). If Yes is marked, indicate the filing number
assigned to the Registrant in connection with such Rule.

YES
_______          NO
____X_____

Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

YES
____X_____           NO
__________

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EXPLANATORY NOTE

Augusta Resource Corporation (the Company or the
Registrant) is a Canadian issuer eligible to file its annual report pursuant
to Section 13 of the Securities Exchange Act of 1934 (the 1934 Act) on Form
40-F. The Company is a foreign private issuer as defined in Rule 3b-4 under
the 1934 Act and in Rule 405 under the Securities Act of 1933. Equity securities
of the Company are accordingly exempt from Sections 14(a), 14(b), 14(c), 14(f)
and 16 of the 1934 Act pursuant to Rule 3a12-3.

The Company prepares its consolidated financial statements in
accordance with Canadian GAAP and reconciled to U.S. GAAP. Unless otherwise
indicated, all dollar amounts in this report are in Canadian dollars. The
exchange rate of Canadian dollars into United States dollars, on December 30,
2007, based upon the noon buying rate in New York City for cable transfers
payable in Canadian dollars as certified for customs purposes by the Federal
Reserve Bank of New York, was U.S.$1.00 = CDN$0.9881.

FORWARD-LOOKING STATEMENTS

The annual report and the exhibits attached hereto contain
forward-looking statements or information within the meaning of the United
States Private Securities Litigation Reform Act of 1995concerning
anticipated results and developments in the operations of Augusta Resource
Corporation (the Registrant) in future periods, planned exploration
activities, the adequacy of the Registrants financial resources and other
events or conditions that may occur in the future. Forward-looking statements
are frequently, but not always, identified by words such as expects,
anticipates, believes, intends, estimates, potential, possible and
similar expressions, or statements that events, conditions or results will,
may, could or should occur or be achieved. Forward looking statements or
information include, but are not limited to, statements or information with
respect to known or unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements of the Registrant, or
industry results, to be materially different from any future results,
performance or achievements expressed or implied by such forward-looking
statements or information. Forward-looking statements or information are subject
to a variety of risks and uncertainties which could cause actual events or
results to differ from those reflected in the forward-looking statements or
information, including, without limitation, risks and uncertainties relating to
the Registrants plans at its Rosemont Property and other mineral properties,
the interpretation of drill results and the estimation of mineral resources and
reserves, the geology, grade and continuity of mineral deposits, the possibility
that future exploration, development or mining results will not be consistent
with the Registrants expectations, metal recoveries, accidents, equipment
breakdowns, title matters, labor disputes or other unanticipated difficulties
with or interruptions in production and operations, the potential for delays in
exploration or development activities or the completion of feasibility studies,
the inherent uncertainty of production and cost estimates and the potential for
unexpected costs and expenses, commodity price fluctuations, currency
fluctuations, failure to obtain adequate financing on a timely basis, the effect
of hedging activities, including margin limits and margin calls, regulatory
restrictions, including environmental regulatory restrictions and liability, the
speculative nature of mineral exploration, dilution, competition, loss of key
employees, and other risks and uncertainties, including those described in the
Annual Information Form of the Registrant filed as Exhibit 1 to this
Registration Statement.

The Registrants forward-looking statements contained in
  the exhibits incorporated by reference into this Registration Statement are
  made as of the respective dates set forth in such exhibits. Such forward-looking
  statements are based on the beliefs, expectations and opinions of management
  on the date the statements are made. In preparing this Registration Statement,
  the Registrant has not updated such forward-looking statements to reflect any
  change in circumstances or in managements beliefs, expectations or opinions
  that may have occurred prior to the date hereof. Nor does the Registrant assume
  any obligation to update such forward-looking statements in the future. For
  the reasons set forth above, investors should not place undue reliance on forward-looking
  statements.

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Forward-looking statements are based on the estimates and opinions
  of the Companys management at the time the statements were made. The Company
  assumes no obligation to update forward-looking statements should circumstances
  or managements estimates or opinion change.

NOTE TO UNITED STATES READERS-DIFFERENCES IN
UNITED STATES AND CANADIAN REPORTING PRACTICES

The Company is permitted, under a multi-jurisdictional
disclosure system adopted by the United States, to prepare this annual report in
accordance with Canadian disclosure requirements, which are different from those
of the United States. The Company prepares its financial statements, which are
filed with this report on Form 40-F in accordance with Canadian generally
accepted accounting practices (GAAP), and they may be subject to Canadian
auditing and auditor independence standards. They may not be comparable to
financial statements of the United States companies. Significant differences
between Canadian GAAP and United States GAAP are described in Note 17 of the
comparative audited consolidated financial statements of the Company.

RESOURCE AND RESERVE ESTIMATES

The terms Mineral Reserve, Proven Mineral Reserve and
Probable Mineral Reserve are Canadian mining terms as defined in accordance
with National Instrument 43-101  Standards of Disclosure for Mineral Projects
(NI 43-101) and the Canadian Institute of Mining, Metallurgy and Petroleum
(the CIM) - CIM Definition Standards on Mineral Resources and Mineral
Reserves, adopted by the CIM Council, as may be amended from time to time by
the CIM. These definitions differ from the definitions in the United States
Securities & Exchange Commission (SEC) Industry Guide 7 under the
Securities Act of 1933. The definitions of proven and probable reserves
used in NI 43-101 differ from the definitions in the United States Securities
and Exchange Commission (SEC) Industry Guide 7. Under SEC Guide 7 standards, a
Final or Bankable feasibility study is required to report reserves, the
three year history average price is used in any reserve or cash flow analysis to
designate reserves and the primary environmental analysis or report must be
filed with the appropriate governmental authority.

In addition, the terms mineral resource, measured mineral
resource, indicated mineral resource and inferred mineral resource are
defined in and required to be disclosed by NI 43-101; however, these terms are
not defined terms under SEC Industry Guide 7 and normally are not permitted to
be used in reports and registration statements filed with the SEC. Investors are
cautioned not to assume that any part or all of mineral deposits in these
categories will ever be converted into reserves. Inferred mineral resources
have a great amount of uncertainty as to their existence, and great uncertainty
as to their economic and legal feasibility. It cannot be assumed that all or any
part of an inferred mineral resource will ever be upgraded to a higher category.
Under Canadian rules, estimates of inferred mineral resources may not form the
basis of feasibility or pre-feasibility studies, except in rare cases.

Accordingly, information contained in this report and the
documents incorporated by reference herein containing descriptions of our
mineral deposits may not be comparable to similar information made public by
U.S. companies subject to the reporting and disclosure requirements under the
United States federal securities laws and the rules and regulations
thereunder.

ANNUAL INFORMATION FORM

The Companys Annual Information Form (AIF) for the fiscal
year ended December 31, 2007 is filed as Exhibit 1 and incorporated by
reference in this report on Form 40-F.

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AUDITED ANNUAL FINANCIAL STATEMENTS AND MANAGEMENTS
DISCUSSION AND ANALYSIS

Audited Annual Financial Statements

The audited consolidated financial statements of the Company
  for the years ended December 31, 2007, 2006 and 2005, including the report of
  the auditors with respect thereto, are filed as Exhibit 2 and incorporated
  by reference in this report on Form 40-F. For a reconciliation of important
  differences between Canadian and United States generally accepted accounting
  principles, see Note 17 to the Companys audited consolidated financial
  statements.

Managements Discussion and Analysis

The Companys managements discussion and analysis (MD&A)
is filed as Exhibit 3 and incorporated by reference in this report on
Form 40-F.

DISCLOSURE CONTROLS AND PROCEDURES

At the end of the period covered by this report, an evaluation
  was carried out under the supervision of and with the participation of the Company’s
  management, including the Chief Executive Officer (“CEO”) and Chief
  Financial Officer (“CFO”), of the effectiveness of the design and
  operations of the Company’s disclosure controls and procedures (as defined
  in Rule 13a – 15(e) and Rule 15d – 15(e) under the 1934 Act). Based
  on that evaluation the CEO and the CFO have concluded that the design and operation
  of these disclosure controls and procedures were effective in ensuring that
  information required to be disclosed by the Company in reports that it files
  or submits to the Securities & Exchange Commission is recorded, processed,
  summarized and reported within the time periods required and that material information
  is accumulated and communicated to management of the Company, including the
  Chief Executive Officer and the Chief Financial Officer, as appropriate to allow
  for accurate disclosure to be made on a timely basis.

MANAGEMENTS REPORT ON INTERNAL CONTROL OVER FINANCIAL
REPORTING

The Company’s management is responsible for establishing
  and maintaining adequate internal control over financial reporting as defined
  in Rules 13a-15(f) and 15(d)-15(f) under the Exchange 1934 Act. Our internal
  control over financial reporting is a process designed to provide reasonable
  assurance regarding the reliability of financial reporting and the preparation
  and fair presentation of financial statements for external purposes in accordance
  with generally accepted accounting principles, consistent with the framework
  requirements set forth by the 1934 Act Rule 13a-15(c).

Because of its inherent limitations, internal control over
financial reporting may not prevent or detect misstatements. Projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.

Management conducted an evaluation of the design and operation
of the Companys internal control over financial reporting as of December 31,
2007, based on the criteria set forth in Internal Control Integrated
Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission. This evaluation included review of the documentation of
controls evaluation of the design effectiveness of controls, testing of the
operating effectiveness of controls and a conclusion on this evaluation. Based
on this evaluation, management has concluded that the Companys internal control
over financial reporting was effective as of December 31, 2007 and no material
weaknesses were discovered.

As this report is required for U.S. reporting purposes, the Company
  is required to provide an auditor’s attestation report on internal control
  over financial reporting The independent registered auditor must

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state its opinion as to the effectiveness of the Company’s
  internal control over financial reporting for the fiscal year ended December
  31, 2007, and if an opinion cannot be expressed, the independent registered
  auditor must state the reasons for being unable to provide such an opinion.
  The Auditor’s Attestation Report is attached hereto at **Exhibit
  4**.

There have been no changes in changes in internal control over
  financial reporting during the fiscal year ended December 31, 2007 that has
  materially affected, or is reasonably likely to material affect, the Company’s
  internal control over financial reporting.

CORPORATE GOVERNANCE

The Company has a Nominating and Corporate Governance Committee
  comprised of independent directors, as determined by the Company’s Board
  of Directors. In addition it has a Compensation Committee also comprised of
  independent directors, as determined by the Company’s Board of directors.
  The Company’s Nominating and Corporate Governance Committee Charter may
  be found on the Company’s website at www.augustaresource.com. Shareholders
  may also submit an online request for a free printed copy of the Nominating
  and Corporate Governance Committee Charter.

AUDIT COMMITTEE

Audit Committee

The Company has a separately designated standing Audit Committee
  established in accordance with section 3(a)(58)(A) of the 1934 Act.The Company’s
  Audit Committee is composed of Michael A. Steeves, W. Durand Eppler and Robert
  P. Wares, all of whom, in the opinion of the directors, are independent (as
  determined under Rule 10A-3 of the 1934 Act) and are financially literate. Please
  refer to the Company’s AIF under **Exhibit 1** for details
  in connection with each of these members and their qualifications.

The members of the Audit Committee do not have fixed terms and
are appointed and replaced from time to time by resolution of the directors.

The Audit Committee meets with the President and Chief
Executive Officer and the Chief Financial Officer of the Company and the
independent auditors to review and inquire into matters affecting financial
reporting, the system of internal accounting and financial controls as well as
audit procedures and audit plans. The Audit Committee also recommends to the
Board of Directors the auditors to be appointed. In addition, the Audit
Committee reviews and recommends to the Board for approval the annual financial
statements, the Management Discussion and Analysis, and undertakes other
activities required by regulatory authorities.

The full text of the Audit Committee Charter is attached to the
Companys AIF (filed as Exhibit 1) and incorporated by reference in this
report on Form 40-F.

Audit Committee Financial Expert

Michael A. Steeves has been determined by the Company to meet
  the audit committee financial expert criteria prescribed by the Securities and
  Exchange Commission on 1934 Act Rule 10A-3 and the rules of the American Stock
  Exchange (“AMEX”), the United States exchange on which the Company’s
  securities are listed. Mr. Steeves has been designated as an audit committee
  financial expert for the Audit Committee. As disclosed above, in the opinion
  of the directors of the Company, Mr. Steeves is independent as determined under
  Rule 10A-3 of the 1934 Act.

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PRINCIPAL ACCOUNTING FEES AND SERVICES  INDEPENDENT AUDITORS

The following table shows the aggregate fees billed to the Company
  by Ernst & Young LLP, Chartered Accountants, its external auditor, in each
  of the last two years.

Years ended December 312007
      2006Audit(1)
      $185,000
      $80,000Audit Related(2)
      $Nil
      $64,000Tax(3)
      $13,240
      $NilAll Other Fees
      $Nil
      $NilTotal
      $198,240
      $144,000


|(1) | The aggregate audit fees billed.                                                                                                                                                                                                                                                                                                          
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | The aggregate fees billed for audit related services that
      are reasonably related to the performance of the audit or review of the
      Companys financial statements, which are not included under the heading
      Audit Fees. Services provided include work onthe Prospectus issued in
      2006, the AMEX and TSX listing.
|(3) | Fees related to advice on tax considerations for
      inclusion in the feasibility study on the Rosemont
  property                                                                                                                                                                                                                      

PRE-APPROVAL OF AUDIT AND NON-AUDIT SERVICES PROVIDED BY
INDEPENDENT AUDITORS

The Audit Committee nominates and engages the independent
auditors to audit the financial statements and approves all audit, audit-related
services, tax services and other services provided by the Companys external
auditors. Any services provided by the Companys external auditors that are not
specifically included within the scope of the audit must be pre-approved by the
audit committee prior to any engagement. The Chairman of the audit committee is
permitted to pre-approve work undertaken by the Companys external auditors
between audit committee meetings of up to CDN$25,000 per engagement.

OFF-BALANCE SHEET TRANSACTIONS

The Company does not have any off-balance sheet financing
arrangements or relationships with unconsolidated special purpose entities.

CODE OF ETHICS

The Company has adopted a Code of Business Conduct and Ethics
  for all its directors, executive officers and employees. The Code of Business
  Conduct and Ethics was filed with the Commission as Exhibit 99.1 to the Company’s
  Form 6-K filed on May 9, 2007. It is available on the Company’s website
  at www.augustaresource.com.

All amendments to the code, and all waivers of the code with
  respect to any of the officers covered by it, will be posted on the Companys
  web site, furnished to the Commission under a Current Report on Form 6-K, and
  provided in print to any shareholder who requests them.

There have been no amendments, waivers or implicit waivers to
  the Company’s Code of Ethics during the fiscal year ended December 31,
  2007. Shareholders may submit request online at the Company’s website
  www.augustaresource.com for a free printed copy of the Company’s Code
  of Ethics.

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CONTRACTUAL OBLIGATIONS

The following table lists as of December 31, 2007 information
  with respect to the Companys known contractual obligations.

|                                             |   | Payments due by period | 
|-------------------------------------------- | - | ---------------------- | 
|                                             |   |                        | 
|Contractual Obligations                      |   | Total                  | 
|Accounts payable and accrued liabilities (1) | $ | 1,981,702              | 
|Notes, advances and other (2)                |   | 2,229,745              | 
|Long-lead equipment (3)                      |   | 28,947,000             | 
|Operating lease obligations
      (4)        |   | 143,660                | 
|Total                                        | $ | 33,302,107             | 

|(1) | Represents accounts payable and accrued liabilities
        due within the next 12 months.                                                                                                                                                                                                                                                                                                                                                                                                     
|--- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|(2) | Represents amounts owed to various unrelated parties
        totaling $32,488. These amounts do not bear interest. Represents US$2,223,720
        promissory note for the purchase of a 53 acre parcel of land south of
        Tucson for a well field, pump station, and as a possible water recharge
        location. The promissory note bears interest at 8% and requires 5 equal
        payments for principal and interest of US$556,945 on the February 20 anniversary
        date.
|(3) | The Company has signed an agreement valued at approximately
        US$29 million with Polysius Corp. for the purchase and delivery of a SAG
        and two ball mills needed for the construction of the Rosemont Copper
        mine. The payments are spread out over a two and a half year period starting
        in January 2008.                                                                                                                                                       
|(4) | Represents Glendale office rent of US $6,900 per month,
        under a 36 month lease agreement expiring on June, 2009 and US $2,215
        per month for lodging premises in Tucson, under a 12 month lease agreement
        expiring between July 31, 2008 and September 30, 2008.                                                                                                                                                                                                        

NOTICES PURSUANT TO REGULATION BTR

There were no notices required by Rule 104 of Regulation BTR
that the Registrant sent during the year ended December 31, 2007 concerning any
equity security subject to a blackout period under Rule 101 of Regulation BTR.

AMEX CORPORATE GOVERNANCE

The Companys common shares are listed on AMEX. Section
  110 of the AMEX company guide permits AMEX to consider the laws, customs and
  practices of foreign issuers in relaxing certain AMEX listing criteria, and
  to grant exemptions from AMEX listing criteria based on these considerations.
  A company seeking relief under these provisions is required to provide written
  certification from independent local counsel that the non-complying practice
  is not prohibited by home country law. A description of the significant ways
  in which the Companys governance practices differ from those followed
  by domestic companies pursuant to AMEX standards is as follows:

Shareholder Meeting Quorum
Requirement: The AMEX minimum quorum requirement for a shareholder meeting
is one-third of the outstanding shares of common stock. In addition, a company
listed on AMEX is required to state its quorum requirement in its bylaws. The
Companys quorum requirement is set forth in its By-laws. A quorum for a meeting
of members of the Company is two persons present in person, each being a
shareholder entitled to vote thereat or a duly appointed proxy holder for an
absent shareholder so entitled, and together holding or representing by proxy
not less than 5% of the outstanding shares of Augusta carrying voting rights at
the meeting constitute a quorum for a general meeting of shareholders.

The foregoing are consistent with the laws, customs and
practices in Canada.

In addition, we may from time-to-time seek relief from AMEX corporate
  governance requirements on specific transactions under Section 110 of the AMEX
  Company Guide by providing written certification from independent local counsel
  that the non-complying practice is not prohibited by our home country law, in
  which case, we shall make the disclosure of such transactions available on our
  website at www.augustaresource.com. Information contained on our website is
  not part of this annual report.

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UNDERTAKING

The Company undertakes to make available, in person or by telephone,
  representatives to respond to inquiries made by the Commission staff, and to
  furnish promptly, when requested to do so by the Commission staff, information
  relating to: the securities registered pursuant to Form 40-F; the securities
  in relation to which the obligation to file an annual report on Form 40-F arises;
  or transactions in said securities.

CONSENT TO SERVICE OF PROCESS

The Company filed an Appointment of Agent for Service of Process
  and Undertaking on Form F-X with respect to the class of securities in relation
  to which the obligation to file the Form 40-F arises.

EXHIBIT INDEX

The following exhibits have been filed as part of the Annual
  Report:

|Exhibit            | Description                                                                                                                                                                                             
|------------------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|                  
|Annual Information
|                   |                                                                                                                                                                                                         
|1.                 | Annual
        Information Form of the Company for the year ended December 31, 2007                                                                                                                     
|2.                 | Audited
        consolidated financial statements of the Company and notes thereto for
        the years ended December 31, 2007, 2006 and 2005 together with the report
        of the auditors thereon
|3.                 | Managements
        Discussion and Analysis for the years ended December 31, 2007, 2006 and
        2005                                                                                               
|4.                 | Report of Independent Registered
      Chartered Accountants – attestation of internal controls over financial
      reporting.                                                                         
|                  
|Certifications    
|                   |                                                                                                                                                                                                         
|5.                 | Certificate
        of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted
        Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                         
|6.                 | Certificate
        of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted
        Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002                                         
|7.                 | Certificate
        of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley
        Act of 2002                                                                                        
|8.                 | Certificate
        of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley
        Act of 2002                                                                                        
|                   |                                                                                                                                                                                                         
|Consents           |                                                                                                                                                                                                         
|                   |                                                                                                                                                                                                         
|9.                 | Consent
        of Ernst & Young LLP                                                                                                                                                                    
|10.                | Consent
        of Conrad Huss of M3 Engineering & Technology Corporation                                                                                                                               
|11.                | Consent
        of Thomas L. Drielick of M3 Engineering & Technology Corporation                                                                                                                        
|12.                | Consent
        of William L. Rose of WLR Consulting Inc.                                                                                                                                               
|13.                | Consent
        of Michael Clarke                                                                                                                                                                       
|14.                | Consent
        of Shea Clark Smith of Minerals Exploration & Environmental Geochemistry                                                                                                                
|15.                | Consent
        of Jerry T. Hanks                                                                                                                                                                       
|16.                | Consent of Donald Elkin of Mine
      Reserve Associates, Inc.                                                                                                                                          
|17.                | Consent
        of Mark G. Stevens                                                                                                                                                                      
|18.                | Consent
        of James A. Sturgess                                                                                                                                                                    

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SIGNATURES

Pursuant to the requirements of
  the Securities and Exchange Act of 1934, as amended, the Registrant certifies
  that it meets all of the requirements for filing on Form 40-F and has duly caused
  this annual report to be signed on its behalf by the undersigned, thereto duly
  authorized.

| | AUGUSTA RESOURCE CORPORATION
| | ----------------------------
| |                             
| |                             
| | By:                         
| | Name:                       
| | Title:                      

Date: March 4, 2008

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