UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K
                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURUTIES EXCHANGE ACT OF 1934

                   For the fiscal year ended January 31, 2011

                        Commission file number 333-132258


                            Independence Energy Corp.
             (Exact Name of Registrant as Specified in Its Charter)

           Nevada                                                 20-3866475
(State or Other Jurisdiction of                               (I.R.S. Employer
 Incorporation or Organization)                              Identification No.)

                            445 - 708 11th Avenue SW
                               Calgary, AB, Canada
               (Address of Principal Executive Offices & Zip Code)

                 Telephone (403)266-4141 Facsimile (775)243-9320
                               (Telephone Number)

           Securities registered pursuant to Section 12(b) of the Act:
                                      None

           Securities registered pursuant to section 12(g) of the Act:
                          Common Stock, $.001 par value

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act Yes [ ] No [X]

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 [ ]

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). Yes [ ] No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [ ]                        Accelerated filer [ ]
Non-accelerated filer [ ]                          Smaller reporting company [X]
(Do not check if a smaller reporting company)

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

As of May 2, 2011, the registrant had 24,000,000 shares of common stock issued
and outstanding. No market value has been computed based upon the fact that no
active trading market had been established as of May 2, 2011.
<PAGE>
                            INDEPENDENCE ENERGY CORP.
                                TABLE OF CONTENTS

                                                                        Page No.
                                                                        --------

                                     Part I

Item 1.  Business                                                            3
Item 1A. Risk Factors                                                        5
Item 2.  Properties                                                          7
Item 3.  Legal Proceedings                                                   7
Item 4.  [Removed and Reserved]                                              7

                                     Part II

Item 5.  Market for Registrant's Common Equity, Related Stockholder
         Matters and Issuer Purchases of Equity Securities                   7
Item 7.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations                                           8
Item 8.  Financial Statements and Supplementary Data                        11
Item 9.  Changes in and Disagreements with Accountants on Accounting
         and Financial Disclosure                                           20
Item 9A. Controls and Procedures                                            20

                                    Part III

Item 10. Directors and Executive Officers                                   22
Item 11. Executive Compensation                                             23
Item 12. Security Ownership of Certain Beneficial Owners and Management
         and Related Stockholder Matters                                    24
Item 13. Certain Relationships and Related Transactions                     25
Item 14. Principal Accounting Fees and Services                             25

                                     Part IV

Item 15. Exhibits                                                           26

Signatures                                                                  26

                                       2
<PAGE>
                                     PART I

ITEM 1. BUSINESS

GENERAL INFORMATION

We were incorporated in the State of Nevada on November 30, 2005 under the name
"Oliver Creek Resources Inc.". At inception, we were an exploration stage
company engaged in the acquisition, exploration and development of natural
resource properties.

We completed a form SB-2 Registration Statement under the Securities Act of 1933
with the U.S. Securities and Exchange Commission registering 1,000,000 units at
a price of $0.05 per unit. Each unit consisted of one share and one share
purchase warrant. Each share purchase warrant was valid for a period of two
years from the date of the prospectus and expired on March 22, 2008 with none
being exercised. The offering was completed on June 12, 2006 for total proceeds
to the company of $50,000 (1,000,000 units at $0.05).

On October 12, 2006 our common stock shares were approved for trading on the
Over-the-Counter Bulletin Board under the symbol "OVCR".

Effective August 12, 2008, we affected a 12 for one forward stock split of our
issued and outstanding common stock. As a result, our authorized capital remains
at 75,000,000 shares of common stock with a par value of $0.001 and our issued
and outstanding shares increased from 2,000,000 shares of common stock to
24,000,000 shares of common stock.

Also effective August 12, 2008, we have changed our name from "Oliver Creek
Resources Inc." to "Independence Energy Corp.". The change of name was approved
by our directors and a majority of our shareholders.

The name change, forward stock split and reduction of authorized capital became
effective with the Over-the-Counter Bulletin Board at the opening for trading on
August 12, 2008 under the new stock symbol "IDNG".

We have had one resource property to date known as the Thistle Claim located in
British Columbia, Canada. During the quarter ended October 31, 2008, we
completed our Phase I exploration program on our Thistle Claim which consisted
of conducting detailed geological mapping of all roads within and buttressing
the claims and silt sampling of every drainage or draw. Based on the information
available to us from our Phase I exploration program, we determined that the
Thistle Claim did not, in all likelihood, contain a commercially viable mineral
deposit, and we therefore abandoned any further exploration on the property.

As a result, we are investigating several other business opportunities to
enhance shareholder value, and are focused on the oil and gas industry with the
acquisition of oil and natural gas assets both in Canada and the United States.
These consist of natural gas production and oils sands exploration in Canada and
off-shore exploration in the Texas Gulf area of the Unites States. Subject to
completing due diligence and funding sources being available we intend to pursue
business opportunities in the oil and gas business.

We will require additional funding to proceed. We cannot provide investors with
any assurance that we will be able to raise sufficient funds to fund any work in
the oil and gas business.

As of January 31, 2011 we had generated no revenues. We have been issued an
opinion by our auditor that raises substantial doubt about our ability to
continue as a going concern based on our current financial position.

                                       3
<PAGE>
COMPETITION

We do not currently compete directly with anyone for the exploration or removal
of oil and natural gas assets as we have no properties on which we are carrying
out exploration activities.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or
purchase or sale of a significant amount of assets not in the ordinary course of
business.

COMPLIANCE WITH GOVERNMENT REGULATION

We will be required to comply with all regulations, rules and directives of
governmental authorities and agencies applicable to the acquisition of oil and
natural gas assets both in Canada and the United States.

PATENTS, TRADEMARKS, FRANCHISES, CONCESSIONS, ROYALTY AGREEMENTS, OR LABOR
CONTRACTS

We have no current plans for any registrations such as patents, trademarks,
copyrights, franchises, concessions, royalty agreements or labor contracts. We
will assess the need for any copyright, trademark or patent applications on an
ongoing basis.

NEED FOR GOVERNMENT APPROVAL FOR ITS PRODUCTS OR SERVICES

We are not required to apply for or have any government approval for our
products or services.

RESEARCH AND DEVELOPMENT COSTS DURING THE LAST TWO YEARS

We have not expended funds for research and development costs since inception.
We paid $1,745 for the geology report on our original exploration target
property and incurred $6,091 in exploration expenses.
NUMBER OF EMPLOYEES

We currently have one employee, which is our executive officer Bruce Thomson.
Mr. Thomson currently devotes 2 - 5 hours per week to company matters, he plans
to devote as much time as the board of directors determines is necessary to
manage the affairs of the company. There are no formal employment agreements
between the company and our current employee.

REPORTS TO SECURITIES HOLDERS

We provide an annual report that includes audited financial information to our
shareholders. We make our financial information equally available to any
interested parties or investors through compliance with the disclosure rules of
Regulation S-K for a small business issuer under the Securities Exchange Act of
1934. We are subject to disclosure filing requirements including filing Form
10-K annually and Form 10-Q quarterly. In addition, we will file Form 8K and
other proxy and information statements from time to time as required. We do not
intend to voluntarily file the above reports in the event that our obligation to
file such reports is suspended under the Exchange Act. The public may read and
copy any materials that we file with the Securities and Exchange Commission,
("SEC"), at the SEC's Public Reference Room in Washington, DC. The public may
obtain information on the operation of the Public Reference Room by calling the

                                       4
<PAGE>
SEC at 1-800-SEC-0330. The SEC maintains an Internet site (http://www.sec.gov)
that contains reports, proxy and information statements, and other information
regarding issuers that file electronically with the SEC.

ITEM 1A. RISK FACTORS

WE HAVE HAD NEGATIVE CASH FLOWS FROM OPERATIONS AND IF WE ARE NOT ABLE TO OBTAIN
FURTHER FINANCING, OUR BUSINESS OPERATIONS MAY FAIL.

We had cash in the amount of $1,311 as of January 31, 2011. We do not have
sufficient funds to independently finance the acquisition and development of
prospective oil and gas properties, nor do we have the funds to independently
finance our daily operating costs. We do not expect to generate any revenues for
the foreseeable future. Accordingly, we will require additional funds, either
from equity or debt financing, to maintain our daily operations and to locate,
acquire and develop a prospective property. Obtaining additional financing is
subject to a number of factors, including market prices for oil and gas,
investor acceptance of any property we may acquire in the future, and investor
sentiment. Financing, therefore, may not be available on acceptable terms, if at
all. The most likely source of future funds presently available to us is through
the sale of equity capital. Any sale of share capital, however, will result in
dilution to existing shareholders. If we are unable to raise additional funds
when required, we may be forced to delay our plan of operation and our entire
business may fail.

WE CURRENTLY DO NOT GENERATE REVENUES, AND AS A RESULT, WE FACE A HIGH RISK OF
BUSINESS FAILURE.

We do not hold an interest in any business or revenue generating property. We
are currently focusing on the location and acquisition of oil and gas
properties. We have not generated any revenues to date. In order to generate
revenues, we will incur substantial expenses in the location, acquisition and
development of a prospective property. We therefore expect to incur significant
losses into the foreseeable future. We recognize that if we are unable to
generate significant revenues from our activities, our entire business may fail.
There is no history upon which to base any assumption as to the likelihood that
we will be successful in our plan of operation, and we can provide no assurance
to investors that we will generate any operating revenues or achieve profitable
operations.

DUE TO THE SPECULATIVE NATURE OF THE EXPLORATION OF OIL AND GAS PROPERTIES,
THERE IS SUBSTANTIAL RISK THAT OUR BUSINESS WILL FAIL.

The business of oil and gas exploration and development is highly speculative
involving substantial risk. There is generally no way to recover any funds
expended on a particular property unless reserves are established and unless we
can exploit such reserves in an economic manner. We can provide investors with
no assurance that any property interest that we may acquire will provide
commercially exploitable reserves. Any expenditure by our company in connection
with locating, acquiring and developing an interest in an oil and gas property
may not provide or contain commercial quantities of reserves.

EVEN IF WE DISCOVER COMMERCIAL RESERVES, WE MAY NOT BE ABLE TO SUCCESSFULLY
OBTAIN COMMERCIAL PRODUCTION.

Even if we are successful in acquiring an interest in a property that has proven
commercial reserves of oil and gas, we will require significant additional funds
in order to place the property into commercial production. We can provide no
assurance to investors that we will be able to obtain the financing necessary to
extract such reserves.

IF WE ARE UNABLE TO HIRE AND RETAIN KEY PERSONNEL, WE MAY NOT BE ABLE TO
IMPLEMENT OUR PLAN OF OPERATION AND OUR BUSINESS MAY FAIL.

                                       5
<PAGE>
Our success will be largely dependent on our ability to hire and retain highly
qualified personnel. This is particularly true in the highly technical
businesses of oil and gas exploration. These individuals may be in high demand
and we may not be able to attract the staff we need. In addition, we may not be
able to afford the high salaries and fees demanded by qualified personnel, or we
may fail to retain such employees after they are hired. At present, we have not
hired any key personnel. Our failure to hire key personnel when needed will have
a significant negative effect on our business.

OUR COMMON STOCK IS ILLIQUID AND SHAREHOLDERS MAY BE UNABLE TO SELL THEIR
SHARES.

There is currently a limited market for our common stock and we can provide no
assurance to investors that a market will develop. If a market for our common
stock does not develop, our shareholders may not be able to re-sell the shares
of our common stock that they have purchased and they may lose all of their
investment. Public announcements regarding our company, changes in government
regulations, conditions in our market segment or changes in earnings estimates
by analysts may cause the price of our common shares to fluctuate substantially.
In addition, stock prices for junior oil and gas companies fluctuate widely for
reasons that may be unrelated to their operating results. These fluctuations may
adversely affect the trading price of our common shares.

PENNY STOCK RULES WILL LIMIT THE ABILITY OF OUR STOCKHOLDERS TO SELL THEIR
STOCK.

The Securities and Exchange Commission has adopted regulations which generally
define "penny stock" to be any equity security that has a market price (as
defined) less than $5.00 per share or an exercise price of less than $5.00 per
share, subject to certain exceptions. Our securities are covered by the penny
stock rules, which impose additional sales practice requirements on
broker-dealers who sell to persons other than established customers and
"accredited investors". The term "accredited investor" refers generally to
institutions with assets in excess of $5,000,000 or individuals with a net worth
in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly
with their spouse. The penny stock rules require a broker-dealer, prior to a
transaction in a penny stock not otherwise exempt from the rules, to deliver a
standardized risk disclosure document in a form prepared by the Securities and
Exchange Commission which provides information about penny stocks and the nature
and level of risks in the penny stock market. The broker-dealer also must
provide the customer with current bid and offer quotations for the penny stock,
the compensation of the broker-dealer and its salesperson in the transaction and
monthly account statements showing the market value of each penny stock held in
the customer's account. The bid and offer quotations, and the broker-dealer and
salesperson compensation information, must be given to the customer orally or in
writing prior to effecting the transaction and must be given to the customer in
writing before or with the customer's confirmation. In addition, the penny stock
rules require that prior to a transaction in a penny stock not otherwise exempt
from these rules; the broker-dealer must make a special written determination
that the penny stock is a suitable investment for the purchaser and receive the
purchaser's written agreement to the transaction. These disclosure requirements
may have the effect of reducing the level of trading activity in the secondary
market for the stock that is subject to these penny stock rules. Consequently,
these penny stock rules may affect the ability of broker-dealers to trade our
securities. We believe that the penny stock rules discourage investor interest
in and limit the marketability of our common stock.

THE FINANCIAL INDUSTRY REGULATORY AUTHORITY, OR FINRA, HAS ADOPTED SALES
PRACTICE REQUIREMENTS WHICH MAY ALSO LIMIT A SHAREHOLDER'S ABILITY TO BUY AND
SELL OUR STOCK.

In addition to the "penny stock" rules described above, FINRA has adopted rules
that require that in recommending an investment to a customer, a broker-dealer
must have reasonable grounds for believing that the investment is suitable for
that customer. Prior to recommending speculative low priced securities to their
non-institutional customers, broker-dealers must make reasonable efforts to
obtain information about the customer's financial status, tax status, investment
objectives and other information. Under interpretations of these rules, FINRA
believes that there is a high probability that speculative low priced securities

                                       6
<PAGE>
will not be suitable for at least some customers. FINRA requirements make it
more difficult for broker-dealers to recommend that their customers buy our
common stock, which may limit your ability to buy and sell our stock and have an
adverse effect on the market for its shares.

ITEM 2. PROPERTIES

We currently utilize space at the premises of Bruce Thomson, the officer and
director of the company. The company pays Mr. Thomson $125 per month rent. The
premises are located at 445 - 708 11th Avenue SW, Calgary, AB. The facilities
include an answering machine, a fax machine, computer and office equipment. We
intend to use these facilities for the time being until we feel we have outgrown
them. We currently have no investment policies as they pertain to real estate,
real estate interests or real estate mortgages.

ITEM 3. LEGAL PROCEEDINGS

We are not currently involved in any legal proceedings and we are not aware of
any pending or potential legal actions.

ITEM 4. REMOVED AND RESERVED

                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

On October 12, 2006 our common stock was listed for quotation on the
Over-the-Counter Bulletin Board under the symbol OVCR. There has been no active
trading market and thus no high and low sales prices to report. On August 12,
2008, we have changed our name from "Oliver Creek Resources Inc." to
"Independence Energy Corp.". The name change became effective with the
Over-the-Counter Bulletin Board at the opening for trading on August 12, 2008
under the new stock symbol "IDNG".

SHARES AVAILABLE UNDER RULE 144

There are currently 12,000,000 shares of common stock that are considered
restricted securities under Rule 144 of the Securities Act of 1933. All
12,000,000 shares are held by our officer and director. In general, under Rule
144 as amended, a person who has beneficially owned and held restricted
securities for at least six months, including affiliates, may sell publicly
without registration under the Securities Act, within any three-month period,
assuming compliance with other provisions of the Rule, a number of shares that
do not exceed the greater of(i) one percent of the common stock then outstanding
or, (ii) the average weekly trading volume in the common stock during the four
calendar weeks preceding such sale.

HOLDERS

As of January 31, 2011, we have 24,000,000 Shares of $0.001 par value common
stock issued and outstanding held by 29 shareholders of record.

The stock transfer agent for our securities is Holladay Stock Transfer, 2939
North 67th Place, Scottsdale, Arizona 85251, telephone (480)481-3940.

                                       7
<PAGE>
DIVIDENDS

We have never declared or paid any cash dividends on our common stock. For the
foreseeable future, we intend to retain any earnings to finance the development
and expansion of our business, and we do not anticipate paying any cash
dividends on its common stock. Any future determination to pay dividends will be
at the discretion of the Board of Directors and will be dependent upon then
existing conditions, including our financial condition and results of
operations, capital requirements, contractual restrictions, business prospects,
and other factors that the board of directors considers relevant.

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

RESULTS OF OPERATIONS

SUMMARY FOR YEARS ENDING JANUARY 31, 2011 AND 2010

                                                      Year Ended January 31,
                                                      2011              2010
                                                    --------          --------

Revenue                                             $    Nil          $    Nil
Operating Expenses                                  $ 13,719          $ 13,583
Net Loss                                            $ 13,719          $ 13,583

EXPENSES

Our operating expenses for the years ended January 31, 2011 and 2010 are
outlined in the table below:

                                                      Year Ended January 31,
                                                      2011              2010
                                                    --------          --------
General and administrative                         $  3,719           $  3,583
Professional fees                                  $ 10,000           $ 10,000
Consulting fees                                    $      0           $      0

REVENUE

We have not earned any revenues since our inception and we do not anticipate
earning revenues in the upcoming quarter.

EQUITY COMPENSATION

We currently do not have any stock option or equity compensation plans or
arrangements.

                                       8
<PAGE>
LIQUIDITY AND FINANCIAL CONDITION

WORKING CAPITAL

                                      At               At            Percentage
                                  January 31,      January 31,        Increase/
                                     2011             2010            Decrease
                                   --------         --------          --------

Current Assets                     $  1,311         $  3,081            -55%
Current Liabilities                $ 23,745         $ 11,796            +101%
Working Capital (deficit)          $(22,434)        $ (8,715)           +155%

CASH FLOWS

                                                   Year Ended        Year Ended
                                                   January 31,       January 31,
                                                      2011              2010
                                                    --------          --------

Net Cash (Used in) Operating Activities             $(10,974)         $(11,783)
Net Cash Provided by Investing Activities           $      0          $      0
Net Cash Provided by Financing Activities           $  9,204          $  8,796
(DECREASE) IN CASH DURING THE PERIOD                $ (1,769)         $ (2,987)

We have generated no revenue since inception and have incurred $82,434 in
expenses through January 31, 2011. We had a net loss of $13,719 and $13,583 for
the years ended January 31, 2011 and 2010, respectively. These expenses
consisted of professional fees and administrative expenses.

Our cash in the bank at January 31, 2011 was $1,311. At the same time our
outstanding liabilities were $23,745. Cash provided by financing activities
since inception is as follows:

     1.   On November 30, 2005, a total of 1,000,000 shares of Common Stock were
          issued to Mr. Thomson, a director, in exchange for cash in the amount
          of $10,000, or $.01 per share.

     2.   During the months of April - June, 2006 1,000,000 units from the
          Company's registered SB-2 offering were sold reflecting 1,000,000
          units of common stock at issued price $0.05 per unit for a total of
          $50,000. Each unit consisted of one share and one share purchase
          warrant. Each share purchase warrant was valid for a period of two
          years from the date of the prospectus, expiring on March 22, 2008.
          None of the warrants were exercised prior to expiration.

     3.   Effective August 12, 2008, we affected a 12 for one forward stock
          split of our issued and outstanding common stock. As a result, our
          authorized capital remains at 75,000,000 shares of common stock with a
          par value of $0.001 and our issued and outstanding shares increased
          from 2,000,000 shares of common stock to 24,000,000 shares of common
          stock.

GOING CONCERN

We are an exploration stage company and currently have no operations. Our
independent auditor has issued an audit opinion for the company which includes a
statement expressing substantial doubt as to our ability to continue as a going
concern.

                                       9
<PAGE>
OFF-BALANCE SHEET ARRANGEMENTS

We have no 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 is material to stockholders.

PLAN OF OPERATION

We have had one resource property to date known as the Thistle Claim located in
British Columbia, Canada. We completed Phase I of the exploration program on our
Thistle Claim which consisted of conducting detailed geological mapping of all
roads within and buttressing the claims and silt sampling of each drainage or
draw. Based on the information available to us from our Phase I exploration
program, we determined that the Thistle Claim did not, in all likelihood,
contain a commercially viable mineral deposit, and we therefore abandoned any
further exploration on the property.

As a result, we are investigating several other business opportunities to
enhance shareholder value, and are focused on the oil and gas industry with the
acquisition of oil and natural gas assets both in Canada and the United States.
These consist of natural gas production and oils sands exploration in Canada and
off-shore exploration in the Texas Gulf area of the Unites States. Subject to
completing due diligence and funding sources being available we intend to pursue
business opportunities in the oil and gas business.

We will require additional funding to proceed. We cannot provide investors with
any assurance that we will be able to raise sufficient funds to fund any work in
the oil and gas business.

                                       10
<PAGE>
ITEM 8. FINANCIAL STATEMENTS

                           Chang G. Park, CPA, Ph. D.
     * 2667 CAMINO DEL RIO S. PLAZA B * SAN DIEGO * CALIFORNIA 92108-3707 *
       * TELEPHONE (858)722-5953 * FAX (858) 761-0341 * FAX (858) 433-2979
                         * E-MAIL changgpark@gmail.com *


             Report of Independent Registered Public Accounting Firm

To the Board of Directors and Stockholders
Independence Energy Corp.

We have audited the accompanying balance sheets of Independence Energy Corp. (An
Exploration  Stage  "Company")  as of January  31, 2011 and 2010 and the related
statements of operations, changes in shareholders' equity and cash flows for the
years then ended January 31, 2011 and 2010, and for the period from November 30,
2005  (inception)  to January  31,  2011.  These  financial  statements  are the
responsibility of the Company's management.  Our responsibility is to express an
opinion on these consolidated financial statements based on our audits.

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

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material respects,  the financial position of Independence Energy
Corp.  as of January 31,  2011,  and the result of its  operations  and its cash
flows for the years  then  ended  and for the  period  from  November  30,  2005
(inception)  to January  31, 2011 in  conformity  with U.S.  generally  accepted
accounting principles.

The  financial  statements  have been  prepared  assuming  that the Company will
continue as a going concern. As discussed in Note 3 to the financial statements,
the Company's losses from operations raise  substantial  doubt about its ability
to continue as a going  concern.  The  financial  statements  do not include any
adjustments that might result from the outcome of this uncertainty.


/s/ Chang Park
----------------------------------
CHANG G. PARK, CPA

May 2, 2011
San Diego, CA. 92108



        Member of the California Society of Certified Public Accountants
          Registered with the Public Company Accounting Oversight Board

                                       11
<PAGE>
                            INDEPENDENCE ENERGY CORP.
                         (An Exploration Stage Company)
                                 Balance Sheets
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                         As of              As of
                                                                       January 31,        January 31,
                                                                          2011               2010
                                                                        --------           --------
<S>                                                                     <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                                  $  1,311           $  3,081
                                                                        --------           --------
TOTAL CURRENT ASSETS                                                       1,311              3,081
                                                                        --------           --------

                                                                        $  1,311           $  3,081
                                                                        ========           ========

                  LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
  Accounts Payable                                                         5,320              3,000
  Due to Related Party                                                       425                 --
  Loan Payable to Director                                                18,000              8,796
                                                                        --------           --------
Total Current Liabilities                                                 23,745             11,796
                                                                        --------           --------

      TOTAL LIABILITIES                                                   23,745             11,796

STOCKHOLDERS' EQUITY (DEFICIT)
  Common stock, ($0.001 par value, 75,000,000 shares
   authorized; 24,000,000 shares issued and outstanding
   as of January 31, 2011 and January 31, 2010)                           24,000             24,000
  Additional paid-in capital                                              36,000             36,000
  Deficit accumulated during exploration stage                           (82,434)           (68,715)
                                                                        --------           --------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                                     (22,434)            (8,715)
                                                                        --------           --------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY (DEFICIT)                $  1,311           $  3,081
                                                                        ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       12
<PAGE>
                            INDEPENDENCE ENERGY CORP.
                         (An Exploration Stage Company)
                            Statements of Operations
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 November 30, 2005
                                                                                                    (inception)
                                                      Year Ended             Year Ended              through
                                                      January 31,            January 31,            January 31,
                                                         2011                   2010                   2011
                                                     ------------           ------------           ------------
<S>                                                  <C>                    <C>                    <C>
REVENUES
  Revenues                                           $         --           $         --           $         --
                                                     ------------           ------------           ------------
TOTAL REVENUES                                                 --                     --                     --

OPERATING COSTS
  Administrative Expenses                                   3,719                  3,583                 32,207
  Professional fees                                        10,000                 10,000                 50,324
                                                     ------------           ------------           ------------
TOTAL OPERATING COSTS                                      13,719                 13,583                 82,531

OTHER INCOME (EXPENSES)
  Gain from currency exchange                                  --                     --                     97
                                                     ------------           ------------           ------------
Total Other Income                                             --                     --                     97
                                                     ------------           ------------           ------------

NET INCOME (LOSS)                                    $    (13,719)          $    (13,583)          $    (82,434)
                                                     ============           ============           ============

BASIC AND DILUTED EARNINGS (LOSS) PER SHARE          $      (0.00)          $      (0.00)
                                                     ============           ============
WEIGHTED AVERAGE NUMBER OF COMMON SHARES
 OUTSTANDING                                           24,000,000             24,000,000
                                                     ============           ============
</TABLE>


                        See Notes to Financial Statements

                                       13
<PAGE>
                            INDEPENDECE ENERGY CORP.
                         (An Exploration Stage Company)
                  Statement of Changes in Stockholders' Equity
           From November 30, 2005 (Inception) through January 31, 2011
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                              Deficit
                                                                                            Accumulated
                                                                Common       Additional       During
                                                  Common        Stock         Paid-in       Exploration
                                                  Stock         Amount        Capital         Stage          Total
                                                  -----         ------        -------         -----          -----
<S>                                           <C>            <C>              <C>          <C>             <C>
BALANCE, NOVEMBER 30, 2005                             --      $     --      $     --       $      --       $     --

Stock issued for cash on November 30, 2005
 @ $0.000833 per share                         12,000,000        12,000        (2,000)                        10,000

Net loss, January 31, 2006                                                                         (8)            (8)
                                              -----------      --------      --------       ---------       --------
Balance, January 31, 2006                      12,000,000        12,000        (2,000)             (8)         9,992
                                              -----------      --------      --------       ---------       --------
Stock issued for cash from SB-2 offering
 @ $0.00416667 per share                       12,000,000        12,000        38,000                         50,000

Net loss, January 31, 2007                                                                    (14,303)       (14,303)
                                              -----------      --------      --------       ---------       --------
Balance, January 31, 2007                      24,000,000        24,000        36,000         (14,310)        45,690
                                              -----------      --------      --------       ---------       --------

Net loss, January 31, 2008                                                                    (16,032)       (16,032)
                                              -----------      --------      --------       ---------       --------
Balance, January 31, 2008                      24,000,000        24,000        36,000         (30,342)        29,658
                                              -----------      --------      --------       ---------       --------

Net loss, January 31, 2009                                                                    (24,790)       (24,790)
                                              -----------      --------      --------       ---------       --------
BALANCE, JANUARY 31, 2009                      24,000,000        24,000        36,000         (55,132)         4,868
                                              -----------      --------      --------       ---------       --------

Net loss, January 31, 2010                                                                    (13,583)       (13,583)
                                              -----------      --------      --------       ---------       --------
BALANCE, JANUARY 31, 2010                      24,000,000        24,000        36,000         (68,715)        (8,715)
                                              -----------      --------      --------       ---------       --------

Net loss, January 31, 2011                                                                    (13,719)       (13,719)
                                              -----------      --------      --------       ---------       --------

BALANCE, JANUARY 31, 2011                      24,000,000      $ 24,000      $ 36,000       $ (82,434)      $(22,434)
                                              ===========      ========      ========       =========       ========
</TABLE>


Note: On August 12, 2008 the Company effected a 12 for 1 forward split of
      its share capital such that every one share of common stock issued and
      outstanding prior to the split was exchanged for twelve post-split
      shares of common stock.


                        See Notes to Financial Statements

                                       14
<PAGE>
                            INDEPENDENCE ENERGY CORP.
                         (An Exploration Stage Company)
                            Statements of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                                                                     November 30, 2005
                                                                                                       (inception)
                                                                  Year Ended         Year Ended          through
                                                                  January 31,        January 31,        January 31,
                                                                     2011               2010               2011
                                                                   --------           --------           --------
<S>                                                                <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                $(13,719)          $(13,583)          $(82,434)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:

  Changes in operating assets and liabilities:
    Increase (decrease) in Accounts Payable                           2,320              2,000              5,320
    Increase (decrease) in Due to Related Party                         425               (200)               425
                                                                   --------           --------           --------
          NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES       (10,974)           (11,783)           (76,689)

CASH FLOWS FROM INVESTING ACTIVITIES

          NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES            --                 --                 --

CASH FLOWS FROM FINANCING ACTIVITIES
  Increase (decrease) in Loan Payable to Director                     9,204              8,796             18,000
  Issuance of common stock                                               --                 --             24,000
  Additional paid-in capital                                             --                 --             36,000
                                                                   --------           --------           --------
          NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES         9,204              8,796             78,000
                                                                   --------           --------           --------

NET INCREASE (DECREASE) IN CASH                                      (1,769)            (2,987)             1,311

CASH AT BEGINNING OF YEAR                                             3,081              6,068                 --
                                                                   --------           --------           --------

CASH AT END OF YEAR                                                $  1,311           $  3,081           $  1,311
                                                                   ========           ========           ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                         $     --           $     --           $     --
                                                                   ========           ========           ========

  Income Taxes                                                     $     --           $     --           $     --
                                                                   ========           ========           ========
</TABLE>


                        See Notes to Financial Statements

                                       15
<PAGE>
                            INDEPENDENCE ENERGY CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                January 31, 2011
--------------------------------------------------------------------------------

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Independence Energy Corp.  (formerly Oliver Creek Resources Inc., the "Company")
was incorporated under the laws of the State of Nevada on November 30, 2005. The
Company was formed to engage in the acquisition,  exploration and development of
natural resource properties.

The  Company  is in the  exploration  stage.  Its  activities  to date have been
limited to capital formation, organization and development of its business plan.
The Company has completed the initial phase of its exploration program.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. BASIS OF ACCOUNTING

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected a January 31, year-end.

B. BASIC NET LOSS PER SHARE

Basic loss per share  includes  no dilution  and is  computed  by dividing  loss
available to common stockholders by the weighted average number of common shares
outstanding  for the period.  Dilutive  loss per share  reflects  the  potential
dilution of  securities  that could share in the losses of the Company.  Because
the Company does not have any potentially dilutive securities,  the accompanying
presentation is only of basic loss per share.  Diluted earnings (loss) per share
are the same as basic  earnings  (loss)  per share  due to the lack of  dilutive
items in the Company.

C. CASH EQUIVALENTS

The Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

D. USE OF ESTIMATES AND ASSUMPTIONS

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates.

                                       16
<PAGE>
                            INDEPENDENCE ENERGY CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                January 31, 2011
--------------------------------------------------------------------------------

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

E. INCOME TAXES

Income taxes are provided in accordance  with ASC 740,  INCOME TAXES. A deferred
tax  asset or  liability  is  recorded  for all  temporary  differences  between
financial and tax reporting and net operating loss carry forwards.  Deferred tax
expense  (benefit)  results from the net change  during the year of deferred tax
assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion or all of the deferred
tax  assets  will not be  realized.  Deferred  tax assets  and  liabilities  are
adjusted  for the  effects  of  changes  in tax  laws  and  rates on the date of
enactment.

F. REVENUE

The Company  records  revenue on the accrual  basis when all goods and  services
have been performed and  delivered,  the amounts are readily  determinable,  and
collection  is  reasonably  assured.  The Company has not  generated any revenue
since its inception.

G. ADVERTISING

The  Company  will  expense its  advertising  when  incurred.  There has been no
advertising since inception.

H. RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

The Company has evaluated all the recent accounting  pronouncements  through the
date the  financial  statements  were issued and filed with the  Securities  and
Exchange Commission and believe that none of them will have a material effect on
the company's financial statements.

NOTE 3. GOING CONCERN

The  accompanying  financial  statements are presented on a going concern basis.
The  Company  had no  operations  during  the  period  from  November  30,  2005
(inception)  to January  31,  2011 and  generated  a net loss of  $82,434.  This
condition raises  substantial doubt about the Company's ability to continue as a
going concern. The Company is currently in the exploration stage and has minimal
expenses,  though it currently has a cash balance of $1,311 it has  insufficient
cash to cover the expenses they will incur during the next twelve months.

                                       17
<PAGE>
                            INDEPENDENCE ENERGY CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                January 31, 2011
--------------------------------------------------------------------------------

NOTE 4. RELATED PARTY TRANSACTIONS

The  Company  neither  owns nor  leases  any  real or  personal  property.  From
September 1, 2008 through  January 31, 2010 the Company paid a director $100 per
month  and from  February  1,  2010  onwards  has paid $125 per month for use of
office  space and  services.  Bruce  Thomson,  sole  officer and director of the
Company is involved in other business activities and may, in the future,  become
involved in other business opportunities as they become available, he may face a
conflict in selecting between the Company and his other business interests.  The
Company has not formulated a policy for the resolution of such conflicts.

As of  January  31,  2011,  there is a loan  payable  due to Bruce  Thomson  for
$18,000, with no specific repayment terms.

NOTE 5. INCOME TAXES

                                                          As of January 31, 2011
                                                          ----------------------
     Deferred tax assets:
       Net operating tax carryforwards                          $ 28,028
       Other                                                           0
                                                                --------
       Gross deferred tax assets                                  28,028
       Valuation allowance                                       (28,028)
                                                                --------

       Net deferred tax assets                                  $      0
                                                                ========

Realization of deferred tax assets is dependent upon  sufficient  future taxable
income during the period that deductible temporary differences and carryforwards
are expected to be available to reduce  taxable  income.  As the  achievement of
required  future taxable income is uncertain,  the Company  recorded a valuation
allowance.

NOTE 6. NET OPERATING LOSSES

As of January 31, 2011,  the Company has a net operating loss  carryforwards  of
approximately $82,434. Net operating loss carryforward expires twenty years from
the date the loss was incurred.

                                       18
<PAGE>
                            INDEPENDENCE ENERGY CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                January 31, 2011
--------------------------------------------------------------------------------

NOTE 7. STOCK TRANSACTIONS

Transactions,  other than  employees'  stock  issuance,  are in accordance  with
paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair
value of the consideration received. Transactions with employees' stock issuance
are in accordance with paragraphs  (16-44) of SFAS 123. These issuances shall be
accounted for based on the fair value of the consideration  received or the fair
value  of  the  equity   instruments   issued,  or  whichever  is  more  readily
determinable.

On November 30, 2005 the Company  issued a total of 12,000,000  shares of common
stock to one director for cash in the amount of $10,000.

On June  12,  2006 the  Company  issued  12,000,000  units  from  the  Company's
registered SB-2 offering reflecting 12,000,000 shares of common stock.

On August 12, 2008 the Company  effected a 12 for 1 forward  split of its issued
and  outstanding  share capital such that every one share of common stock issued
and outstanding prior to the split was exchanged for twelve post-split shares of
common  stock.  The number of shares  referred to in the previous  paragraphs is
post-split number of shares. The Company's post-split authorized capital remains
unchanged  at  75,000,000  shares of common stock with a par value of $0.001 per
share.  All share  amounts  have been  retroactively  adjusted  for all  periods
presented.

As of January 31, 2011 the Company had 24,000,000  shares of common stock issued
and outstanding.

NOTE 8. STOCKHOLDERS' EQUITY

The stockholders'  equity section of the Company contains the following class of
capital stock as of January 31, 2011:

Common stock, $ 0.001 par value: 75,000,000 shares authorized; 24,000,000 shares
issued and outstanding.

                                       19
<PAGE>
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer (our
president), we have conducted an evaluation of the effectiveness of the design
and operation of our disclosure controls and procedures, as defined in Rules
13a-15(e) and 15d-15(e) under the Securities and Exchange Act of 1934, as of the
end of the period covered by this report. Based on this evaluation, our
principal executive officer and principal financial officer concluded as of the
evaluation date that our disclosure controls and procedures were effective such
that the material information required to be included in our Securities and
Exchange Commission reports is accumulated and communicated to our management,
including our principal executive and financial officer, recorded, processed,
summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms relating to our company, particularly during
the period when this report was being prepared.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Our management is responsible for establishing and maintaining adequate internal
control over financial reporting, as such term is defined in Rules 13a-15(f) and
15d-15(f) under the Exchange Act, for the company.

Internal control over financial reporting includes those policies and procedures
that: (1) pertain to the maintenance of records that, in reasonable detail,
accurately and fairly reflect the transactions and dispositions of our assets;
(2) provide reasonable assurance that transactions are recorded as necessary to
permit preparation of financial statements in accordance with generally accepted
accounting principles, and that our receipts and expenditures are being made
only in accordance with authorizations of its management and directors; and (3)
provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of our assets that could have a
material effect on the financial statements. Management recognizes that there
are inherent limitations in the effectiveness of any system of internal control,
and accordingly, even effective internal control can provide only reasonable
assurance with respect to financial statement preparation and may not prevent or
detect material misstatements. In addition, effective internal control at a
point in time may become ineffective in future periods because of changes in
conditions or due to deterioration in the degree of compliance with our
established policies and procedures.
A material weakness is a significant deficiency, or combination of significant
deficiencies, that results in there being a more than remote likelihood that a
material misstatement of the annual or interim financial statements will not be
prevented or detected.

Under the supervision and with the participation of our president, management
conducted an evaluation of the effectiveness of our internal control over
financial reporting, as of January 31, 2011, based on the framework set forth in
Internal Control-Integrated Framework issued by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO). Based on our evaluation under
this framework, management concluded that our internal control over financial
reporting was not effective as of the evaluation date due to the factors stated
below.

                                       20
<PAGE>
Management assessed the effectiveness of the Company's internal control over
financial reporting as of evaluation date and identified the following material
weaknesses:

INSUFFICIENT RESOURCES: We have an inadequate number of personnel with requisite
expertise in the key functional areas of finance and accounting.

INADEQUATE SEGREGATION OF DUTIES: We have an inadequate number of personnel to
properly implement control procedures.

LACK OF AUDIT COMMITTEE & OUTSIDE DIRECTORS ON THE COMPANY'S BOARD OF DIRECTORS:
We do not have a functioning audit committee or outside directors on our board
of directors, resulting in ineffective oversight in the establishment and
monitoring of required internal controls and procedures.

Management is committed to improving its internal controls and will (1) continue
to use third party specialists to address shortfalls in staffing and to assist
the Company with accounting and finance responsibilities, (2) increase the
frequency of independent reconciliations of significant accounts which will
mitigate the lack of segregation of duties until there are sufficient personnel
and (3) may consider appointing outside directors and audit committee members in
the future.

Management, including our president, has discussed the material weakness noted
above with our independent registered public accounting firm. Due to the nature
of this material weakness, there is a more than remote likelihood that
misstatements which could be material to the annual or interim financial
statements could occur that would not be prevented or detected.

This annual report does not include an attestation report of our registered
public accounting firm regarding internal control over financial reporting.
Management's report was not subject to attestation by the our registered public
accounting firm pursuant to temporary rules of the SEC that permit us to provide
only management's report in this annual report.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting that
occurred during the last fiscal quarter for our fiscal year ended January 31,
2011 that have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.

                                       21
<PAGE>
                                    PART III

ITEM 10. DIRECTOR AND EXECUTIVE OFFICER

The director and officer of Independence Energy Corp., whose one year term will
expire 11/30/11, or at such a time as his successor(s) shall be elected and
qualified is as follows:

Name & Address           Age     Position     Date First Elected    Term Expires
--------------           ---     --------     ------------------    ------------

Bruce Thomson, B.A.Sc.    63     President,        11/30/05           11/30/11
68 Everwillow Park SW            Secretary,
Calgary AB                       Treasurer,
Canada  T2Y 5C6                  CFO, CEO &
                                 Director

The foregoing person is a promoter of Independence Energy Corp., as that term is
defined in the rules and regulations promulgated under the Securities and
Exchange Act of 1933.

Directors are elected to serve until the next annual meeting of stockholders and
until their successors have been elected and qualified. Officers are appointed
to serve until the meeting of the board of directors following the next annual
meeting of stockholders and until their successors have been elected and
qualified.

Mr. Thomson currently devotes 2 - 5 hours per week to company matters. Mr.
Thomson intends to devote as much time as the board of directors deems necessary
to manage the affairs of the company in the future.

No executive officer or director of the corporation has been the subject of any
order, judgment, or decree of any court of competent jurisdiction, or any
regulatory agency permanently or temporarily enjoining, barring, suspending or
otherwise limiting him or her from acting as an investment advisor, underwriter,
broker or dealer in the securities industry, or as an affiliated person,
director or employee of an investment company, bank, savings and loan
association, or insurance company or from engaging in or continuing any conduct
or practice in connection with any such activity or in connection with the
purchase or sale of any securities.

No executive officer or director of the corporation has been convicted in any
criminal proceeding (excluding traffic violations) or is the subject of a
criminal proceeding which is currently pending.

RESUME

Bruce Thomson has been the President, CEO, Treasurer, CFO, and Director of the
Company since inception. From April 2005 to the present he has been President,
CEO and a Director of Premium Petroleum Inc. In August 2005, Premium Petroleum
Inc. was acquired by Premium Petroleum Corp., a publicly-traded Wyoming
corporation trading on the Pink Sheets that is in business of oil and gas
exploration and development; from which time Bruce Thomson has been the
President, CEO, and director. From 2000 to the present, he has been a
self-employed business consultant involved in venture capital finance.

Mr. Thomson graduated in 1970 from the University of British Columbia located in
Vancouver, BC, obtaining the degree of Bachelor of Applied Science in Electrical
Engineering (B.A.Sc.). Through option courses he also completed 50% of the
required credits toward an MBA degree while studying engineering. In 1991 he
passed the Canadian Securities Course from the Canadian Securities Institute and

                                       22
<PAGE>
obtained a securities license allowing him to practice as an investment advisor
to do venture capital financing and retail brokerage in Canada, which he did
until April 2000.

During the period of 1982 to 1987 Mr. Thomson was a founding shareholder and
director of Hycroft Resources and Development Corporation, a successful gold
mining company which traded on the Toronto Stock Exchange. After raising over
$50,000,000 in funding, the company's Cowfoot Project near Winnemucca, Nevada,
was put into production and yielded over 100,000 ounces of gold per year for 12
years.

Mr. Thomson has over 30 years of entrepreneurial business experience in private
and public companies, with expertise in management, marketing, and finance.

ITEM 11. EXECUTIVE COMPENSATION

                           SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>
                                                                                 Change in
                                                                                  Pension
                                                                                 Value and
                                                                   Non-Equity   Nonqualified
                                                                   Incentive     Deferred       All
 Name and                                                            Plan         Compen-      Other
 Principal                                   Stock       Option     Compen-       sation       Compen-
 Position       Year   Salary     Bonus      Awards      Awards     sation       Earnings      sation     Totals
------------    ----   ------     -----      ------      ------     ------       --------      ------     ------
<S>             <C>       <C>       <C>          <C>        <C>        <C>           <C>         <C>        <C>

B. Thomson      2011     0         0           0            0          0            0             0         0
CEO, President  2010     0         0           0            0          0            0             0         0
& Director      2009     0         0           0            0          0            0             0         0
</TABLE>

                  OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

<TABLE>
<CAPTION>
                                      Option Awards                                             Stock Awards
          -----------------------------------------------------------------   ----------------------------------------------
                                                                                                                    Equity
                                                                                                                   Incentive
                                                                                                       Equity        Plan
                                                                                                      Incentive     Awards:
                                                                                                        Plan       Market or
                                                                                                       Awards:      Payout
                                          Equity                                                      Number of    Value of
                                         Incentive                            Number                  Unearned     Unearned
                                        Plan Awards;                            of         Market      Shares,      Shares,
           Number of      Number of      Number of                            Shares      Value of    Units or     Units or
          Securities     Securities     Securities                           or Units    Shares or     Other         Other
          Underlying     Underlying     Underlying                           of Stock     Units of     Rights       Rights
          Unexercised    Unexercised    Unexercised   Option      Option       That      Stock That     That         That
          Options (#)    Options (#)     Unearned     Exercise  Expiration   Have Not     Have Not    Have Not     Have Not
Name      Exercisable   Unexercisable   Options (#)    Price       Date      Vested(#)     Vested      Vested       Vested
----      -----------   -------------   -----------    -----       ----      ---------     ------      ------       ------
<S>            <C>            <C>            <C>         <C>         <C>         <C>          <C>         <C>         <C>
B. Thomson     0              0              0           0           0           0            0           0            0
</TABLE>

                                       23
<PAGE>
                              DIRECTOR COMPENSATION

<TABLE>
<CAPTION>
                                                                     Change in
                                                                      Pension
                                                                     Value and
                   Fees                            Non-Equity       Nonqualified
                  Earned                            Incentive        Deferred
                 Paid in      Stock     Option        Plan         Compensation     All Other
    Name           Cash      Awards     Awards     Compensation      Earnings      Compensation     Total
    ----           ----      ------     ------     ------------      --------      ------------     -----
<S>             <C>       <C>        <C>           <C>             <C>            <C>              <C>
B. Thomson           0         0           0            0                0               0            0
</TABLE>

There are no current employment agreements between the company and its executive
officer.

On November 30, 2005, a total of 1,000,000 shares of Common Stock were issued to
Mr. Thomson in exchange for cash in the amount of $10,000 U.S., or $.01 per
share. The terms of these stock issuances were as fair to the company, in the
opinion of the Board of Directors, as could have been made with an unaffiliated
third party. In making this determination they relied upon the fact that the
1,000,000 shares were valued at $0.01and purchased for $10,000 in cash.
Effective August 12, 2008, we affected a 12 for one forward stock split of our
issued and outstanding common stock. As a result Mr. Thomson now has a total of
12,000,000 shares of our common stock.

The officer currently devotes an immaterial amount of time to manage the affairs
of the company. Mr. Thomson currently devotes approximately 2 - 5 hours per
week. He has agreed to work with no remuneration until such time as the company
receives sufficient revenues necessary to provide management salaries. At this
time, management cannot accurately estimate when sufficient revenues will occur
to implement this compensation, or what the amount of the compensation will be.

There are no annuity, pension or retirement benefits proposed to be paid to
officers, directors or employees in the event of retirement at normal retirement
date pursuant to any presently existing plan provided or contributed to by the
company or any of its subsidiaries, if any.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth information on the ownership of Independence
Energy's voting securities by officers, directors and major shareholders as well
as those who own beneficially more than five percent of our common stock:

       Name & Address                      No. of           Percentage of
     of Beneficial Owner                   Shares             Ownership
     -------------------                   ------             ---------

     Bruce Thomson                       12,000,000              50%
     68 Everwillow Park SW
     Calgary, AB
     Canada T2Y 5C6

     All Officers and
      Directors as a Group               12,000,000              50%

----------
(1)  The person named above may be deemed to be a "parent" and "promoter" of the
     Company, within the meaning of such terms under the Securities Act of 1933,
     as amended, by virtue of his direct holdings in the Company.

                                       24
<PAGE>
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

The principal executive office and telephone number are provided by Mr. Thomson,
the officer and a director of the corporation. Between February 1, 2006 and
January 31, 2007 the company paid Mr. Thomson $100 per month rent for the use of
the premises. Beginning in September 2008 the company again began paying Mr.
Thomson $100 a month for the use of the premises.

As of January 31, 2011 and 2010, there is a total of $18,000 and $8,796 that is
owed to Bruce Thomson by the Company for expenses that he has paid on behalf of
the company. The loan is interest free and payable on demand.

On November 30, 2005, a total of 1,000,000 shares of Common Stock were issued to
Mr. Thomson in exchange for $10,000 US, or $.01 per share. All of such shares
are "restricted" securities, as that term is defined by the Securities Act of
1933, as amended, and are held by an officer and director of the Company. (See
"Principal Stockholders".) Effective August 12, 2008, we affected a 12 for one
forward stock split of our issued and outstanding common stock. As a result Mr.
Thomson now has a total of 12,000,000 shares of our common stock.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

The total fees charged to the company for audit services were $10,000, for
audit-related services were $Nil, for tax services were $Nil and for other
services were $Nil during the year ended January 31, 2011.

The total fees charged to the company for audit services were $10,000, for
audit-related services were $Nil, for tax services were $Nil and for other
services were $Nil during the year ended January 31, 2010.

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<PAGE>
                                     PART IV

ITEM 15. EXHIBITS

The following exhibits are included with this filing:

     Exhibit
     Number                        Description
     ------                        -----------

      * 3(i)               Articles of Incorporation
      * 3(ii)              Bylaws
       31                  Sec. 302 Certification of CEO/CFO
       32                  Sec. 906 Certification of CEO/CFO

----------
*    (incorporated by reference to our registration statement on form SB-2 filed
     on March 7, 2006).

                                   SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe it meets all of
the requirements for filing Form 10-K and authorized this annual report to be
signed on its behalf by the undersigned, in the city of Calgary, province of
Alberta, on May 2, 2011.

                                       Independence Energy Corp.


                                           /s/ Bruce Thomson
                                           -------------------------------------
                                       By: Bruce Thomson
                                           (Principal Executive Officer)

In accordance with the requirements of the Securities Act of 1933, this annual
report was signed by the following person in the capacities and date stated.


/s/ Bruce Thomson                                                May 2, 2011
-------------------------------------                            -----------
Bruce Thomson, President & Director                                 Date
(Principal Executive Officer,
Principal Financial Officer,
Principal Accounting Officer)

                                       26