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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-KSB

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

For the fiscal year ended August 31, 2007

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

For the transition period from _____to _____

COMMISSION FILE NUMBER000-52445

GENESIS URANIUM CORP.(Name of small business issuer in its charter)

|NEVADA                                                               | 33-1133537                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)
|                                                                     |                                     
|435 Martin Street, Suite 3080                                        |                                     
|Blaine, WA                                                           | 98230                               
|(Address of principal executive offices)                             | (Zip Code)                          

(360) 332-3170Issuer's telephone number

(formerly Aztek Ventures Inc.)(Former name,
former address and former fiscal year, if changed since last report)

Securities registered under Section 12(b) of the Exchange Act:
  NONE.

Securities registered under Section 12(g) of the Exchange Act:
Common Stock, $0.001 Par Value Per Share.

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

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

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

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

State the aggregate market value of the voting and non-voting
common equity held by non-affiliates computed by reference to the price at which
the common equity was sold, or the average bid and asked price of such common
equity, as of a specified date within the past 60 days. $97,625, based on a
price of $0.016 per share post-split, being the last price at which shares of
common stock were sold by the issuer.

State the number of shares outstanding of each of the issuers
classes of common equity, as of the latest practicable date. As of December
13, 2007, the Issuer had 19,101,563 shares of common stock issued and
outstanding.

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

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TABLE OF CONTENTS

|               |                |                                                                                                                                                    | PAGE
|-------------- | -------------- | -------------------------------------------------------------------------------------------------------------------------------------------------- | ----
|PART
      I   |                | 3                                                                                                                                                 
|               | ITEM
      1.  | DESCRIPTION OF BUSINESS.                                                                                                                           | 3   
|               | ITEM
      2.  | DESCRIPTION OF PROPERTY                                                                                                                            | 7   
|               | ITEM
      3.  | LEGAL PROCEDINGS.                                                                                                                                  | 9   
|               | ITEM
      4.  | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                                                                                | 9   
|PART
      II  |                | 10                                                                                                                                                
|               | ITEM
      5.  | MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
      AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES                            | 10  
|               | ITEM
      6.  | MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
      OPERATION.                                                                                   | 12  
|               | ITEM
      7.  | FINANCIAL STATEMENTS.                                                                                                                              | 20  
|               | ITEM
      8.  | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
      ACCOUNTING AND FINANCIAL DISCLOSURE                                                         | 21  
|               | ITEM
      8A. | CONTROLS AND PROCEDURES                                                                                                                            | 21  
|               | ITEM
      8B. | OTHER INFORMATION.                                                                                                                                 | 21  
|PART
      III |                | 22                                                                                                                                                
|               | ITEM
      9.  | DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS
      AND CORPORATE GOVERNANCE; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE
      ACT. | 22  
|               | ITEM
      10. | EXECUTIVE COMPENSATION.                                                                                                                            | 23  
|               | ITEM
      11. | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
      MANAGEMENT AND RELATED STOCKHOLDER MATTERS                                               | 23  
|               | ITEM
      12. | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND
      DIRECTOR INDEPENDENCE                                                                    | 24  
|               | ITEM
      13. | EXHIBITS                                                                                                                                           | 25  
|               | ITEM
      14. | PRINCIPAL ACCOUNTANT FEES AND SERVICES                                                                                                             | 26  
|SIGNATURES     | 27            

2

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PART I

Certain statements contained in this Annual Report on Form
10-KSB constitute forward-looking statements. These statements, identified by
words such as plan, anticipate, believe, estimate, should, expect
and similar expressions include our expectations and objectives regarding our
future financial position, operating results and business strategy. These
statements reflect the current views of management with respect to future events
and are subject to risks, uncertainties and other factors that may cause our
actual results, performance or achievements, or industry results, to be
materially different from those described in the forward-looking statements.
Such risks and uncertainties include those set forth under the caption
Managements Discussion and Analysis or Plan of Operation and elsewhere in
this Form 10-KSB. We do not intend to update the forward-looking information to
reflect actual results or changes in the factors affecting such forward-looking
information. We advise you to carefully review the reports and documents we file
from time to time with the Securities and Exchange Commission (the SEC),
particularly our Quarterly Reports on Form 10-QSB and our Current Reports on
Form 8-K.

As used in this Annual Report, the terms we, us, our, the
Company, and Genesis mean Genesis Uranium Corp. and its subsidiaries, unless
otherwise indicated. All dollar amounts in this Annual Report are expressed in
U.S. dollars unless otherwise indicated.

|ITEM 1. | DESCRIPTION OF BUSINESS.
|------- | ------------------------

OVERVIEW

We are an exploration stage company engaged in the acquisition
and exploration of mineral properties. We currently own a 100% undivided
interest in two mineral properties: one property located in the Province of
Saskatchewan, Canada, that we call the Wollaston Lake Property, and one
mineral property located in the Province of British Columbia, Canada, that we
call the Ideal Property. The Wollaston Lake Property consists of two
prospecting permits covering 80,587 hectares (approximately 199,134 acres)
located in northeastern Saskatchewan. The Ideal Property consists of an area of
approximately 169 hectares (approximately 417 acres) located in on Vancouver
Island, approximately 13 miles west of the City of Port Alberni. Title to our
mineral properties is currently held by our wholly owned subsidiary, Tekaz
Mining Corp. (Tekaz).

We have not earned any revenues to date. We do not anticipate
earning revenues until such time as we enter into commercial production of our
mineral properties. We are presently in the exploration stage of our business
and we can provide no assurance that we will discover commercially exploitable
levels of mineral resources on our properties, or if such deposits are
discovered, that we will enter into further substantial exploration
programs.

RECENT CORPORATE DEVELOPMENTS

The following corporate developments occurred subsequent to our
fiscal quarter ended May 31, 2007:

|1. | Effective on June 27, 2007, our wholly owned subsidiary,
      Tekaz, entered into a purchase agreement with Yellowcake Resources Inc.
      (Yellowcake), whereby Tekaz purchased the Wollaston Lake Property from
      Yellowcake. In order to acquire the Wollaston Lake Property, Tekaz paid
      Yellowcake the sum of $200,000 CDN and granted to Yellowcake a royalty of
      3% of any net smelter returns received from the Wollaston Lake Property
      (the Royalty). Under the terms of the purchase agreement, the Royalty
      will increase to 15% of net smelter returns if the price of uranium
      exceeds $100 CDN per pound.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|2. | Also on June 27, 2007, we received a loan of $220,000 CDN
      from Caelum Finance Ltd. (Caelum) pursuant to a loan agreement dated for
      reference as of June 25, 2007. The loan is due on or before December 25,
      2007 and incurs interest at a rate of 8% per annum, payable upon maturity.
      The funds obtained from this loan were used to fund our acquisition of the
      Wollaston Lake Property.                                                                                                                                                                                                                                 

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|3. | On July 3, 2007, our Board of Directors approved a
      private placement offering of 500,000 shares of our common stock at a
      price of $0.40 per share (the Offering). On November 22, 2007, our Board
      of Directors amended the terms of the Offering by increasing the number of
      shares to be offered under the Offering from 500,000 to 1,250,000 shares
      of common stock post-split at a price of $0.40 per share. The Offering is
      being made to non-U.S. Persons as contemplated under Regulation S
      promulgated under the Securities Act of 1933 (the Securities Act). As of
      the date of this Annual Report, we have not completed the sale of any of
      the shares offered pursuant to this private placement and there are no
      assurances that we will be able to complete the sale of any of the shares
      offered. The proceeds from this private placement are expected to be used
      to pay the remaining balance owed under our mineral exploration contract
      with Terraquest Ltd., to fund our exploration program of the Wollaston
      Lake Property and as general working capital.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|4. | On July 6, 2007, we effected a 2.5-for-1 stock split of
      our common stock. As a result, our authorized capital was increased from
      100,000,000 shares of common stock, par value of $0.001 per share, of
      which 7,640,625 shares were issued and outstanding, to 250,000,000 shares
      of common stock, par value of $0.001 per share, of which 19,101,563 shares
      were issued and outstanding. In connection with the stock split, our
      trading symbol on the OTC Bulletin Board was changed to AZVN. All share
      amounts referred to in this Annual Report have been adjusted to reflect
      the split.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|5. | On September 17, 2007, our Board of Directors appointed
      David R. Deering as our Vice President of Exploration and as a member of
      our Board of Directors. We also entered into a management consulting
      agreement with David R. Deering. Under the terms of the agreement, Mr.
      Deering is to be paid consulting fees of $6,000 per month, in
      consideration of Mr. Deering agreeing to act as our Vice President of
      Exploration. The term of the agreement is for a period of two years
      expiring at the close of business on September 16, 2009, unless otherwise
      terminated pursuant to the terms of the agreement or extended by the
      Board.                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|6. | On October 9, 2007, we engaged Malone & Bailey, P.C.,
      Certified Public Accountants (Malone & Bailey), as our principal
      independent accountants. On the same date, we advised Telford Sadovnick,
      P.L.L.C., Certified Public Accountants (Telford Sadovnick), that it was
      dismissed as our independent accountants. Our Board of Directors approved
      the engagement of Malone & Bailey and the dismissal of Telford
      Sadovnick by written resolution.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|7. | Effective November 13, 2007, we filed a Certificate of
      Amendment to our Articles of Incorporation to change our name from Aztek
      Ventures Inc. to Genesis Uranium Corp. (the Name Change). The Name
      Change was approved by our majority stockholder by written consent in lieu
      of a special meeting of the stockholders of the Company. In connection
      with the Name Change, our trading symbol on the OTC Bulletin Board was
      changed to GEUR effective November 16, 2007.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|8. | On November 30, 2007, Curt White, the majority
      stockholder, our former Chief Executive Officer, Chief Financial Officer,
      President, Secretary, Treasurer and a former member of our Board of
      Directors, entered into a Stock Transfer Agreement with Randy White (the
      Stock Transfer Agreement). Under the terms of the Stock Transfer
      Agreement, Mr. Curt White agreed to sell 13,000,000 shares of the
      Companys common stock to Mr. Randy White, in consideration of Mr. Randy
      White agreed to pay $5,200, being $0.0004 per share, to Mr. Curt White
      (the Share Transfer).                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|9. | On December 13, 2007, upon the closing of the Share
      Transfer, our Board of Directors, consisting of Curt White and David R.
      Deering, were replaced by Randy White. In addition, Mr. Randy White
      replaced Mr. Curt White as our Chief Executive Officer, Chief Financial
      Officer, President, Secretary and Treasurer. Mr. Deering continues to act
      as our Vice-President, Exploration.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

Compliance with Government Regulations

Under Canadian provincial mining laws there are several
regulations in place that restrict and regulate mineral property development and
exploration.

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In Saskatchewan, we will be required to comply with all
regulations, rules and directives of government authorities and agencies
applicable to the exploration of minerals. The legislation applicable to us in
Saskatchewan is the Crown Mineral Act (the Crown Mineral Act) and The Mineral
Disposition Regulations, 1986 (The Mineral Disposition Regulations). The
government body responsible for managing the exploration and development of
Saskatchewan mineral properties and implementing the above rules and policies is
Saskatchewan Industry and Resources (SIR).

Saskatchewan mineral dispositions, including permits, are
administered by SIR on behalf of the Crown of Canada in accordance with The
Mineral Disposition Regulations. The holder of a permit is granted the exclusive
right to explore for minerals (though not to extract, recover or produce
minerals except for testing and scientific purposes) within the permit outline.
A permit is valid for a period of two years and may not be renewed. While in
compliance with the requirements of the regulations, a permit holder is entitled
to convert any portion of a permit to mineral claims which may be held
indefinitely.

To maintain a mineral prospecting permit in good standing, SIR
  requires the filing of reports documenting acceptable exploration expenditures
  of $1.25 CDN per hectare ($1.18 US) in the first permit year, and $4.00 CDN
  per hectare ($3.79 US) in the second permit year. Reports and statements of
  expenditures must be filed no later than 90 days following the permit anniversary
  dates.

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

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

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

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

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

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

We have not budgeted for regulatory compliance costs in the
proposed work program recommended by the geological report.

The Mineral Tenure Act requires that a holder of title to
mineral claims must spend at least $4.00 CDN (approximately $3.79 US) per
hectare per year during the first three years in order to keep the property in

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good standing, and $8.00 CDN (approximately $7.57 US) per
hectare per year thereafter. The Ideal Property consists of an area of
approximately 169 hectares. As such, our annual fee with respect to the Ideal
Property is expected to be approximately $676 CDN (approximately $640 US) for
the first three years and $1,352 CDN (approximately $1,280 US) per year
thereafter. The Ideal Property is currently in good standing until December 8,
2008. However, we have recently completed Phase I and Phase II of our
exploration program at a cost of $12,000 US (approximately $14,000 CDN). As a
result, once this work has been recorded with the Ministry of Mines, we
anticipate that the Ideal Property will remain in good standing for the next
eight years.

Environmental Regulations

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

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

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

| | (i)   | Ensuring that any water discharge meets drinking water
      standards;                                                                         
| | ----- | ------------------------------------------------------------------------------------------------------------------------------------------------
| |       |                                                                                                                                                 
| | (ii)  | Dust generation will have to be minimal or otherwise
      re-mediated;                                                                         
| |       |                                                                                                                                                 
| | (iii) | Dumping of material on the surface will have to be
      re-contoured and re-vegetated with natural vegetation;                                 
| |       |                                                                                                                                                 
| | (iv)  | All material to be left on the surface will need to be
      environmentally benign;                                                            
| |       |                                                                                                                                                 
| | (v)   | Ground water will have to be monitored for any potential
      contaminants;                                                                    
| |       |                                                                                                                                                 
| | (vi)  | The socio-economic impact of the project will have to be
      evaluated and if deemed negative, will have to be re-mediated;
  and             
| |       |                                                                                                                                                 
| | (vii) | There will have to be an impact report of the work on the
      local fauna and flora including a study of potentially endangered
      species.

Competition

We are an exploration stage company. We compete with other
mineral resource exploration and development companies for financing and for the
acquisition of new mineral properties. Many of the mineral resource exploration
and development companies with whom we compete have greater financial and
technical resources than us. Accordingly, these competitors may be able to spend
greater amounts on

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acquisitions of mineral properties of merit, on exploration of
their mineral properties and on development of their mineral properties. In
addition, they may be able to afford greater geological expertise in the
targeting and exploration of mineral properties. This competition could result
in competitors having mineral properties of greater quality and interest to
prospective investors who may finance additional exploration and development.
This competition could adversely impact on our ability to finance further
exploration and to achieve the financing necessary for us to develop our mineral
properties.

Employees

We have no employees other than our executive officers and
directors. We conduct our business largely through consultants. We conduct our
business through agreements with consultants and arms-length third parties. We
have a consulting agreement with David R. Deering, our Vice-President,
Exploration. In addition, we have a verbal arrangements with the consulting
geologists currently conducting the exploratory work on our mineral
properties.

Research and Development Expenditures

We have not incurred any research expenditures since our
incorporation.

Patents and Trademarks

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

|ITEM 2. | DESCRIPTION OF PROPERTY.
|------- | ------------------------

We currently do not own any physical property. We hold a 100%
undivided interest in the Wollaston Lake Property and the Ideal Property.

We currently rent our office space located at Suite 3080, 435
  Martin Street, Blaine, Washington at a cost of $242 per month. This office space
  consists of approximately 142 square feet, and is subject to a one-year lease,
  ending on July 31, 2008.

THE WOLLASTON LAKE PROPERTY

Acquisition of the Wollaston Lake Property

On June 27, 2007, our wholly owned subsidiary, Tekaz, entered
into a purchase agreement with Yellowcake, whereby Tekaz purchased the Wollaston
Lake Property from Yellowcake. In order to acquire the Wollaston Lake Property,
Tekaz paid Yellowcake the sum of $200,000 CDN and granted to Yellowcake a
royalty of 3% of any net smelter returns received from the Wollaston Lake
Property (the Royalty). Under the terms of the purchase agreement, the Royalty
will increase to 15% of net smelter returns if the price of uranium exceeds $100
CDN per pound.

Description of the Wollaston Lake Property

The Wollaston Lake Property consists of two permits, legally
described as MPP 1253 and MPP 1255. Under The Mineral Disposition Regulations,
the permits are valid for two years until December 19, 2008. In order to
maintain the Wollaston Property in good standing, we must complete minimum
exploration work on the property and file confirmation of the work with
Saskatchewan Industry and Resources (SIR). We are required to incur $1.25 per
hectare ($1.18 US) in the first year of the permits and $4.00 per hectare ($3.79
US) in the second year of the permits. The Wollaston Lake Property is comprised
of 80,587 hectares, meaning that we are required to incur exploration
expenditures of $100,734 CDN ($95,356 US) in the first year of the permits and
$322,348 CDN ($305,138 US) in the second year of the permits. Reports and
statements of expenditures must be filed no later than 90 days following the
permit anniversary dates.

As of the date of this Annual Report, we had paid a deposit of
$44,157 CDN for an airborne survey of the Wollaston Lake Property conducted by
Terraquest Ltd. (Terraquest). Terraquest has informed us that it has

7

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completed its airborne survey of the Wollaston Lake Property.
As such, we owe Terraquest $111,864, which is the remaining balance due under
our contract with Terraquest. In order to maintain the Wollaston Lake Property
in good standing, we will need to file the reports and statement of expenditures
no later than March 19, 2008 with SIR. If we are unable to meet these filing
requirements, our permits on the Wollaston Lake Property will expire.

The Mineral Disposition Regulations provide that permits may be
converted into mineral claims. In order to convert our permits on the Wollaston
Lake Property into mineral claims, we will be required to submit a notice to SIR
prior to the end of the two year permit term. In addition, we must incur the
minimum work expenditures for the permit year in which the application is made.

Location

The Wollaston Lake Property is located in northeastern
Saskatchewan in the Northern Mining District. Located within 75 kilometers of
the Wollaston Lake Property are the Collins Bay Mine, the Eagle Point Mine and
the Rabbit Lake Mine.

History

Between 1968 and 1979, airborne electromagnetic, magnetic and
radiometric surveys were conducted over portions of the Wollaston Lake Property.
However, records do not indicate that an airborne survey was conducted over the
entire Wollaston Lake Property.

Between 1965 and 1985, ground exploration programs were
conducted on the Wollaston Lake Property. The ground exploration work consisted
of limited amounts of prospecting, geophysical surveys and drilling.

The previous exploration work conducted on the Wollaston Lake
Property revealed several small uranium showings. However, given the relatively
small amount of historical exploration data, it appears that the Wollaston Lake
Property has not been extensively explored.

Geology

The Wollaston Lake Property is located within the eastern part
of the Wollaston Domain.

The Wollaston Domain is a northeast-trending belt of Aphebian
supracrustals and granitoids. The supracrustals consist of siliciclastic
metasediments and minor metavolcanics and are segmented to elongate granitoid
bodies, which have been dated as late as Archean. The Needle Falls Shear Zone,
which is a major crustal structure up to several kilometers wide and is
comprised of cataclastic gneisses and mylonites, bounds the Wollaston Domain to
the east. To the southeast of the property, the Wollaston Domain rests
unconformably on Archean gneisses of the Peter Lake Domain. The Peter Lake
Domain hosts a large mafic-ultramafic complex known as the Peter Lake Complex.

Metamorphic grade generally increases from east to west within
the domain from lower amphibolite to amphibolite-granulite facies toward the
Mudjatik Domain.

Mineralization

The Wollaston Lake Property is prospective for basement hosted
unconformity type deposits, such as, at Eagle Point, McArthur River, and the
Millenium prospect.

The Athabasca unconformity-type deposits such as Key Lake,
Midwest Lake and Cigar Lake are major uranium deposits located within the
Athabasca Basin in northern Saskatchewan. These deposits are spatially
associated with and genetically related to, a major unconformity separating
metamorphosed Archean and Aphebian basement rock from unmetamorphosed sandstones
of the Helikian Athabasca Group. Uranium mineralization is at or close to the
sub-Athabasca unconformity. The mineralization is structurally controlled by
steeply dipping, generally north-northeast trending faults that are several
kilometers in length and offset the unconformity by up to 50 meters. The faults
commonly follow graphitic metapelites at the basin floor; while the deposits
generally form elongate linear bodies, which straddle the metapelites at the
unconformity. The deposits are formed as pods, which are up to 2000 meters long,
200 meters wide and

8

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tens of meters thick, and are arranged as beads in a string
along strike. The mineralized pods consist of a high-grade core at the
unconformity and a lower grade envelope, which may extend a few hundred meters
into the basin or downward into the basement rock. The McLean Lake uranium
deposits contain four field-distinguishable, mineral assemblages containing
uranium are superimposed on the host rocks. These facies include sulphide,
arsenides, bleached and hematite facies. Sulphide facies include iron rich
chlorite, siderite, pyrite, chalcopyrite and sphalerite; arsenides facies
include chlorite, niccolite and safflorite. Uraninite, coffinite, kaolinite, and
illite are found in all facies.

Debate continues on the nature and channel ways of
metalliferous fluids for the Athabasca deposits. While the importance of the
unconformity seems undisputed, the relative importance of pre-Athabasca Group
supergene processes, versus post sandstone diagenesis, versus deep groundwater
or hypogene fluids along faults is not resolved. Prominent channel ways for
fluids include the unconformity-regolith interface and basement faults and
fracture zones.

Current Exploration

Our exploration program on the Wollaston Lake Property includes
compiling and reviewing all historical data on the Wollaston Lake Property and
conducting airborne electromagnetic and radiometric surveys of the area,
together with possible ground follow up on selected targets of interest.

On August 20, 2007, we engaged Terraquest Ltd. (Terraquest)
to conduct airborne electromagnetic and radiometric surveys on the Wollaston
Lake Property. In consideration of the work to be performed by Terraquest, we
agreed to pay $156,021 CDN to Terraquest. As of the date of this Annual Report,
we had paid a deposit of $44,157 CDN to Terraquest. Terraquest has informed us
that it has completed its airborne survey of the Wollaston Lake Property. As
such, we owe Terraquest $111,864, which is the remaining balance due under our
contract with Terraquest. In order to maintain the Wollaston Lake Property in
good standing, we will need to file the reports and statement of expenditures no
later than March 19, 2008 with SIR. If we are unable to meet these filing
requirements, our permits on the Wollaston Lake Property will expire.

THE IDEAL PROPERTY

We own a 100% undivided interest in the Ideal Property. The
Ideal Property is comprised of an eight-cell claim block covering an area of
approximately 169 hectares, located on Vancouver Island in the Province of
British Columbia, Canada, approximately 13 miles west of the City of Port
Alberni.

Our management has deprioritized our exploration program for
  the Ideal Property based on the progress and potential of the Wollaston Lake
  Property. As a result, our exploration program for the Ideal Property has been
  suspended.

|ITEM 3. | LEGAL PROCEDINGS.
|------- | -----------------

None.

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

On September 24, 2007, Curt White, our former majority
stockholder, approved by written consent an amendment to our Articles of
Incorporation to change our name from Aztek Ventures Inc. to Genesis Uranium
Corp. effective as of November 13, 2007. On September 24, 2007, Mr. White was
the stockholder of record of 13,750,000 shares of our common stock, equal to
71.98% of the number of shares issued and outstanding.

9

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PART II

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

Our shares of common stock originally commenced quotation on
the OTC Bulletin Board under the symbol AZTV on May 1, 2007. Prior to May 1,
2007, no public trading market existed for our common stock. Our symbol was
changed to AZVN on July 9, 2007 upon completion of our 2.5 -for-1 stock split.
Subsequently, our symbol was changed to GEUR on November 16, 2007 after our
name change from Aztek Ventures Inc. to Genesis Uranium Corp.

The following table indicates the high and low bid prices of
the common shares obtained during the periods indicated:

QUARTER
    HIGH ($)
    LOW ($)May 31, 2007
    $0.00
    $0.00August 31, 2007
    $0.00
    $0.00


The above quotations have been adjusted to reflect our 2.5
-for-1 stock split effective July 6, 2007. The range of high and low price
quotes of our common stock as set out in the table above is as quoted on the OTC
Bulletin Board. The market quotations provided reflect inter-dealer prices,
without retail mark-up, mark-down or commission and may not represent actual
transactions.

Penny Stock Rules

The SEC has adopted rules that regulate broker-dealer practices
in connection with transactions in penny stocks. Penny stocks are generally
equity securities with a price of less than $5.00, other than securities
registered on certain national securities exchanges or quoted on the Nasdaq
system, provided that current price and volume information with respect to
transactions in such securities is provided by the exchange or system. The penny
stock rules require a broker-dealer, prior to a transaction in a penny stock not
otherwise exempt from those rules, to deliver a standardized risk disclosure
document prepared by the SEC, which:

| | (a) | contains a description of the nature and level of risk in
      the market for penny stocks in both public offerings and secondary
      trading;                                                                                        
| | --- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (b) | contains a description of the broker's or dealer's duties
      to the customer and of the rights and remedies available to the customer
      with respect to a violation of such duties or other requirements of
      securities laws;
| | (c) | contains a brief, clear, narrative description of a
      dealer market, including bid and ask prices for penny stocks and the
      significance of the spread between the bid and ask price;                                           
| | (d) | contains a toll-free telephone number for inquiries on
      disciplinary actions;                                                                                                                                                       
| | (e) | defines significant terms in the disclosure document or
      in the conduct of trading in penny stocks; and                                                                                                                             
| | (f) | contains such other information and in such form as the
      SEC shall require by rule or regulation.                                                                                                                                   

The broker-dealer also must, prior to effecting any transaction
in a penny stock, provide the customer with:

| | (a) | bid and offer quotations for the penny stock;                                                                                                                                 
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (b) | the compensation of the broker-dealer and its salesperson
      in the transaction;                                                                                           
| | (c) | the number of shares to which such bid and ask prices
      apply, or other comparable information relating to the depth and liquidity
      of the market for such stock; and
| | (d) | monthly account statements showing the market value of
      each penny stock held in the customer's account.                                                                 

In addition, the penny stock rules require that, prior to a
transaction in a penny stock that is not otherwise exempt from those rules, the
broker-dealer must make a special written determination that the penny stock is

10

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a suitable investment for the purchaser and receive from the
purchaser his or her written acknowledgement of receipt of the determination and
a written agreement to the transaction. These disclosure requirements may have
the effect of reducing the trading activity in the secondary market for our
common stock and therefore stockholders may have difficulty selling those
securities.

Registered Holders of Our Common Stock

As of December 13, 2007, there were 27 registered holders of
record of our common stock.

Dividends

We have neither declared nor paid any cash dividends on our
capital stock and do not anticipate paying cash dividends in the foreseeable
future. Our current policy is to retain any earnings, if any, in order to
finance the expansion of our operations. Our board of directors will determine
future declaration and payments of dividends, if any, in light of the
then-current conditions they deem relevant and in accordance with applicable
corporate law.

There are no restrictions in our Articles of Incorporation or
in our Bylaws which prevent us from declaring dividends. The Nevada Revised
Statutes, however, do prohibit us from declaring dividends where, after giving
effect to the distribution of a dividend:

| | (a) | We would not be able to pay our debts as they become due
      in the usual course of business; or                                                                                                                                                        
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                           
| | (b) | Our total assets would be less than the sum of our total
      liabilities plus the amount that would be needed to satisfy the
      preferential rights of shareholders who have preferential rights superior
      to those receiving the distributions.

Recent Sales Of Unregistered Securities

None.

11

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|ITEM 6. | MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN
      OF OPERATION.
|------- | ----------------------------------------------------------------

PLAN OF OPERATION

During the next twelve months, we intend to conduct mineral
exploration activities on the Wollaston Lake Property. Our management has
deprioritized our exploration program for the Ideal Property based on the
progress and potential of the Wollaston Lake Property. As a result, our
exploration program for the Ideal Property has been suspended.

During the next twelve months, our exploration program on the
Wollaston Lake Property will consist of compiling and reviewing all historical
data on the Wollaston Lake Property and conducting airborne electromagnetic and
radiometric surveys of the area, together with possible ground follow up on
selected targets of interest.

On August 20, 2007, we engaged Terraquest to conduct airborne
electromagnetic and radiometric surveys on the Wollaston Lake Property. In
consideration of the work to be performed by Terraquest, we agreed to pay
$156,021 CDN to Terraquest. As of the date of this Annual Report, we had paid a
deposit of $44,157 CDN to Terraquest. Terraquest has informed us that it has
completed its airborne survey of the Wollaston Lake Property. As such, we owe
Terraquest $111,864, which is the remaining balance due under our contract with
Terraquest. In order to maintain the Wollaston Lake Property in good standing,
we will need to file the reports and statement of expenditures no later than
March 19, 2008 with SIR. If we are unable to meet these filing requirements, our
permits on the Wollaston Lake Property will expire.

A decision on whether or not to proceed with our exploration
program on the Wollaston Lake Property will be made by assessing whether the
results of this initial phase of our exploration program are sufficiently
positive. In making this decision, we will rely on the recommendations made by
our consulting geologists.

In addition to the above mineral exploration expenses, we
expect to spend approximately $25,000 over the next twelve months on general
office and administrative expenses and on legal and accounting fees associated
with operating our business and in meeting our ongoing reporting obligations
under the Securities Exchange Act of 1934.

As at August 31, 2007, we had cash on hand of $5,757. As such,
we currently do not have sufficient financial resources to meet the anticipated
costs of completing the next phases of our exploration program for the Wollaston
Lake Property and the Ideal Property or the anticipated administrative costs of
operating our business for the next twelve months. On July 3, 2007, we approved
a private placement offering of 500,000 shares of our common stock at a price of
$0.40 per share. On November 22, 2007, our Board of Directors amended the terms
of the offering by increasing the number of shares to be offered under the
offering from 500,000 to 1,250,000 shares of common stock post-split at a price
of $0.40 per share for total potential proceeds of $500,000. There are no
assurances that we will complete the sale of any or all of the shares offered.
Even if we are able to complete the sale of all of the shares being offered
pursuant to the above private placement, we will likely need to obtain
additional financing in order to complete our plan of operation and meet our
current obligations as they come due.

RESULTS OF OPERATIONS

|Summary           |   |                      |   |   |            |   |  |                       | 
|----------------- | - | -------------------- | - | - | ---------- | - |  | --------------------- | 
|                  |   | Year Ended August 31 |   |   | Percentage |  
|                  |   | 2007                 |   |   | 2006       |   |  | Increase / (Decrease) | 
|Revenue           | $ | --                   |   | $ | --         |   |  | n/a                   | 
|Expenses          | $ | (249,498             | ) | $ | (64,563    | ) |  | 286.4%                | 
|Net Income (Loss) | $ | (249,498             | ) | $ | (64,563    | ) |  | 286.4%                | 

12

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Revenue

We have not earned any revenues to date. We do not anticipate
earning revenues until such time as we enter into commercial production of our
mineral properties. We are presently in the exploration stage of our business
and we can provide no assurance that we will discover commercially exploitable
levels of mineral resources on our properties, or if such deposits are
discovered, that we will enter into further substantial exploration
programs.

Operating Expenses

Our operating expenses for the years ended August 31, 2007 and
August 31, 2006 consisted of the following:

|                                   |   | Year Ended August 31 |  |   | Percentage
|---------------------------------- | - | -------------------- |  | - | ----------
|                                   |   | 2007                 |  |   | 2006      
|Exploration and Development        | $ | 858                  |  | $ | 12,000    
|Foreign Exchange (Gain)            |   | 3,569                |  |   | (2,339    
|Geological Consulting              |   | -                    |  |   | 1,500     
|Mineral Property Acquisition Costs |   | 186,640              |  |   | 575       
|Office                             |   | 11,623               |  |   | 3,615     
|Professional Fees                  |   | 43,958               |  |   | 46,502    
|Rent                               |   | 2,850                |  |   | 2,710     
|Total Operating Expenses           | $ | 249,498              |  | $ | 64,563    

Mineral property acquisition costs during the year ended August
31, 2007 related to our acquisition of the Wollaston Lake Property. During the
year ended August 31, 2007, our exploration and development expenses decreased
due to the fact that we did not conduct exploration on the Ideal Property.

Professional fees during the year ended August 31, 2007 relate
primarily to accounting and legal expenses incurred in connection with filing a
Registration Statement on Form SB-2 with the SEC, meeting our reporting
obligations under the Securities Exchange Act of 1934 (the Exchange Act) and
our acquisition of the Wollaston Lake Property.

We anticipate our operating expenses will increase as we
undertake our exploration programs for the Wollaston Lake Property and the Ideal
Property. We anticipate our accounting and legal expenses will also increase as
a result of our ongoing reporting requirements under the Exchange Act.

LIQUIDITY AND FINANCIAL CONDITION

|Working Capital           |   |                    |   |   |                    |   |  |                       | 
|------------------------- | - | ------------------ | - | - | ------------------ | - |  | --------------------- | 
|                          |   |                    |   |   |                    |   |  | Percentage            | 
|                          |   | At August 31, 2007 |   |   | At August 31, 2006 |   |  | Increase / (Decrease) | 
|Current Assets            | $ | 47,789             |   | $ | 28,313             |   |  | 68.8%                 | 
|Current Liabilities       |   | (299,404           | ) |   | (30,430            | ) |  | 883.9%                | 
|Working Capital (Deficit) | $ | (251,615           | ) | $ | (2,117             | ) |  | 11,785.5%             | 

13

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|Cash Flows                                     |   |                      |   |   |         |  
|---------------------------------------------- | - | -------------------- | - | - | ------- | -
|                                               |   | Year Ended August 31 |  
|                                               |   | 2007                 |   |   | 2006    |  
|Cash Flows Used in Operating Activities        | $ | (274,034             | ) | $ | (47,910 | )
|Cash Flows From (Used In) Investing Activities |   | --                   |   |   | --      |  
|Cash Flows From Financing Activities           |   | 256,744              |   |   | 166     |  
|Net Increase (Decrease) In Cash During Period  | $ | (17,290              | ) | $ | (47,744 | )

The increase in our working capital deficit at August 31, 2007
compared to the previous year ended August 31, 2006 is primarily attributable
to: (i) the additional expenses associated with preparing and filing our
Registration Statement on Form SB-2 and the amendments thereto; (ii) our
acquisition of the Wollaston Lake Property; and (iii) from the fact that we had
no sources of revenue during the year ended August 31, 2007.

During the year ended August 31, 2007, we received $259,985 CDN
($246,151) in loans from third parties. On June 25, 2007, we entered into a loan
agreement with Caelum Finance Ltd., whereby we received a loan of $220,000 CDN
($208,294). The loan is due on or before December 25, 2007 and incurs interest
at a rate of 8% per annum, payable on maturity. The funds obtained from this
loan were used to fund our acquisition of the Wollaston Lake Property. In
August, 2007, we also received a loan of $39,985 CDN ($37,857) from Caelum
Finance Ltd. The loan bears an interest rate of 8% per annum.

Future Financings

As of August 31, 2007, our cash on hand was $5,757. Since our
inception, we have used our common stock and loans to raise money for our
operations and for our property acquisitions. We have not attained profitable
operations and are dependent upon obtaining financing to pursue our plan of
operation. For these reasons, our auditors stated in their report to our audited
financial statements for the period ended August 31, 2007, that there is
substantial doubt that we will be able to continue as a going concern.

On July 3, 2007, we approved a private placement offering of
500,000 shares of our common stock at a price of $0.40 per share. On November
22, 2007, our board of directors amended the terms of this offering by
increasing the number of shares from 500,000 to 1,250,000 shares post split at a
price of $0.40 per share for total potential proceeds of $500,000. The offering
is being made pursuant to the provisions of Regulation S promulgated under the
Securities Act of 1933 (the Securities Act) and is being made solely to not US
persons as defined in Regulation S. As of the date of filing of this report, we
have not completed the sale of any of the shares offered pursuant to this
private placement and there are no assurances that we will be able to complete
the sale of any of the shares offered

We anticipate spending approximately $175,000 over the next
twelve months in pursuing our plan of operation. We have a working capital
deficit of $251,615 and we have not earned any revenues to date and do not
anticipate earning revenues until we have completed commercial development of
our anticipated products. Accordingly, we will require substantial additional
financing in order to fund our plan of operation. We anticipate that any
additional financing will likely be in the form of equity financing as
substantial debt financing will not be as available at this stage of our
business.

OFF-BALANCE SHEET ARRANGEMENTS

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

14

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CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with
generally accepted accounting principles requires our management to make
estimates and assumptions that affect the reported amount 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.
Our management routinely makes judgments and estimates about the effects of
matters that are inherently uncertain.

We have identified certain accounting policies, described below,
  that are most important to the portrayal of our current financial condition
  and results of operations. Our significant accounting policies are disclosed
  in Note 2 to the audited financial statements included in this Annual Report.

Use of Estimates and Assumptions

The preparation of financial statements in conformity with
United States generally accepted accounting principles requires our 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.

Acquisition, Exploration and Evaluation Expenditures

We are an exploration stage mining company and has not yet
realized any revenue from its operations. It is primarily engaged in the
acquisition, exploration and development of mining properties. Mineral property
acquisition costs are expensed as incurred. Exploration costs are expensed as
incurred regardless of the stage of development or existence of reserves.

We regularly perform evaluations of any investment in mineral
properties to assess the recoverability and/or the residual value of its
investments in these assets. All long-lived assets are reviewed for impairment
whenever events or circumstances change, which indicate the carrying amount of
an asset may not be recoverable.

Exploration Expenditures

Management periodically reviews the carrying value of its
investments in mineral leases and claims with internal and external mining
related professionals. A decision to abandon, reduce or expand a specific
project is based upon many factors including general and specific assessments of
mineral deposits, anticipated future mineral prices, anticipated future costs of
exploring, developing and operating a production mine, the expiration term and
ongoing expenses of maintaining mineral properties and the general likelihood
that we will continue exploration on such project. We do not set a
pre-determined holding period for properties with unproven deposits, however,
properties which have not demonstrated suitable metal concentrations at the
conclusion of each phase of an exploration program are re-evaluated to determine
if future exploration is warranted, whether there has been any impairment in
value and that their carrying values are appropriate.

If an area of interest is abandoned or it is determined that
its carrying value cannot be supported by future production or sale, the related
costs are charged against operations in the year of abandonment or determination
of value. The amounts recorded as mineral leases and claims represent costs to
date and do not necessarily reflect present or future values.

Our exploration activities and proposed mine development are
subject to various laws and regulations governing the protection of the
environment. These laws are continually changing, generally becoming more
restrictive. We have made, and expect to make in the future, expenditures to
comply with such laws and regulations.

The accumulated costs of properties that are developed on the
stage of commercial production will be amortized to operations through
unit-of-production depletion.

15

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RISKS AND UNCERTAINTIES

If we do not obtain additional financing, our business will
fail.

Completing the next phases of our exploration programs for the
Wollaston Lake Property and the Ideal Property is expected to cost approximately
$175,000, an amount which is greater than our current financial resources. In
addition, as of August 31, 2007, we had a working capital deficit of $251,615.
We have not earned any income since our inception and do not anticipate earning
income in the foreseeable future. As we do not currently have sufficient working
capital to fund the anticipated costs of our exploration programs and meet our
current obligations, we will need to obtain additional financing in order to
complete our plan of operation.

We have approved a private placement offering of 500,000 shares
of our common stock at a price of $0.40 per share. On November 22, 2007, our
board of directors amended the terms of this offering by increasing the number
of shares from 500,000 to 1,250,000 shares post split at a price of $0.40 per
share for total potential proceeds of $500,000. However, we have not yet
completed the sale of any of the shares being offered. Even if we are able to
complete the sale of all of the shares being offered, of which there is no
assurance, we will still require additional financing. We have not made any
other financing arrangements and we may not be able to obtain financing when
required. Obtaining additional financing would be subject to a number of factors
outside of our control, including the results from our exploration program, and
any unanticipated problems relating to our mineral exploration activities,
including environmental assessments and additional costs and expenses that may
exceed our current estimates. These factors may make the timing, amount, terms
or conditions of additional financing unavailable to us in which case our
business will fail.

We have yet to earn revenue and, because our ability to
sustain our operations is dependent on our ability to raise financing, our
accountants believe there is substantial doubt about our ability to continue as
a going concern.

We have accrued net losses of $327,928 for the period from our
inception on April 5, 2002 to August 31, 2007, and have no revenues to date. Our
future is dependent upon our ability to obtain financing and upon future
profitable operations from the development of our mineral claims. These factors
raise substantial doubt that we will be able to continue as a going concern.
Malone & Bailey, PC, Certified Public Accountants, our independent auditors,
have expressed substantial doubt about our ability to continue as a going
concern given our accumulated losses. This opinion could materially limit our
ability to raise additional funds by issuing new debt or equity securities or
otherwise. If we fail to raise sufficient capital, we will not be able to
complete our business plan. As a result, we may have to liquidate our business
and investors may lose their investment. Investors should consider our auditor's
comments when determining if an investment in Genesis is suitable.

Because of the unique difficulties and uncertainties
inherent in mineral exploration ventures, we face a high risk of business
failure.

Investors should be aware of the difficulties normally
encountered by new mineral exploration companies and the high rate of failure of
such enterprises. The likelihood of success must be considered in light of the
problems, expenses, difficulties, complications and delays encountered in
connection with the exploration of the mineral properties that we plan to
undertake. These potential problems include, but are not limited to,
unanticipated problems relating to exploration, and additional costs and
expenses that may exceed current estimates. Neither the Wollaston Lake Property
nor the Ideal Property contains a known body of commercial ore and, therefore,
any program conducted on our mineral properties will be exploratory. There is no
certainty that any expenditures made on our exploration activities will result
in discoveries of commercially recoverable quantities of ore. Most exploration
projects do not result in the discovery of commercially mineable deposits of
ore. Problems such as unusual or unexpected formations and other conditions are
involved in mineral exploration and often result in unsuccessful exploration
efforts. If the results of our exploration program do not reveal viable
commercial mineralization, we may decide to abandon our properties and acquire
new properties for new exploration. The acquisition of additional properties
will be dependent upon our possessing capital resources at the time in order to
purchase such claims. If no funding is available, we may be forced to abandon
our operations.

16

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We have no known mineral reserves and if we cannot find any,
we will have to cease operations.

We have no mineral reserves. If we do not find a mineral
reserve or if we cannot complete the exploration of the mineral reserve, either
because we do not have the money to do it or because it will not be economically
feasible to do it, we will have to cease operations and investors will lose
their investment. Mineral exploration is highly speculative. It involves many
risks and is often non-productive. Even if we are able to find mineral reserves
on our property our production capability is subject to further risks including:

- Costs of bringing the property into production including exploration work,
  preparation of production feasibility studies, and construction of production
  facilities, all of which we have not budgeted for;
- Availability and costs of financing;
- Ongoing costs of production; and
- Environmental compliance regulations and restraints.

The marketability of any minerals acquired or discovered may be
affected by numerous factors which are beyond our control and which cannot be
accurately predicted, such as market fluctuations, the lack of milling
facilities and processing equipment near the Wollaston Lake Property or the
Ideal Property, and such other factors as government regulations, including
regulations relating to allowable production, importing and exporting of
minerals, and environmental protection.

Given the above noted risks, the chances of finding reserves on
our mineral properties are remote and funds expended on exploration will likely
be lost.

Because of the inherent dangers involved in mineral
exploration, there is a risk that we may incur liability or damages as we
conduct our business.

The search for valuable minerals involves numerous hazards. As
a result, we may become subject to liability for such hazards, including
pollution, cave-ins and other hazards against which we cannot insure or against
which we may elect not to insure. At the present time we have no insurance to
cover against these hazards. The payment of such liabilities may result in our
inability to complete our planned exploration program and/or obtain additional
financing to fund our exploration program.

As we undertake exploration of our mineral claims, we will
be subject to compliance with government regulation that may increase the
anticipated cost of our exploration program.

There are several governmental regulations that materially
restrict mineral exploration. We will be subject to the laws of the Province of
Saskatchewan and the Province of British Columbia as we carry out our
exploration program. We may be required to obtain work permits, post bonds and
perform remediation work for any physical disturbance to the land in order to
comply with these laws. If we enter the production phase, the cost of complying
with permit and regulatory environment laws will be greater because the impact
on the project area is greater. Permits and regulations will control all aspects
of the production program if the project continues to that stage. Examples of
regulatory requirements include:

- Water discharge will have to meet drinking water standards;
- Dust generation will have to be minimal or otherwise re-mediated;
- Dumping of material on the surface will have to be re-contoured and
  re-vegetated with natural vegetation;
- An assessment of all material to be left on the surface will need to be
  environmentally benign;
- Ground water will have to be monitored for any potential contaminants;
- The socio-economic impact of the project will have to be evaluated and if
  deemed negative, will have to be remediated; and

17

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- There will have to be an impact report of the work on the local fauna and
  flora including a study of potentially endangered species.

In order to maintain our rights to the Wollaston Lake Property
and the Ideal Property in the Province of Saskatchewan and the Province of
British Columbia, we will be required to spend an aggregate of approximately
$310,000 during the next year on exploration activities or on maintenance
payments in lieu of exploration activities.

There is a risk that new regulations could increase our costs
of doing business and prevent us from carrying out our exploration program. We
will also have to sustain the cost of reclamation and environmental remediation
for all exploration work undertaken. Both reclamation and environmental
remediation refer to putting disturbed ground back as close to its original
state as possible. Other potential pollution or damage must be cleaned-up and
renewed along standard guidelines outlined in the usual permits. Reclamation is
the process of bringing the land back to its natural state after completion of
exploration activities. Environmental remediation refers to the physical
activity of taking steps to remediate, or remedy, any environmental damage
caused. The amount of these costs is not known at this time as we do not know
the extent of the exploration program that will be undertaken beyond completion
of the recommended work program. If remediation costs exceed our cash reserves
we may be unable to complete our exploration program and have to abandon our
operations.

Because our sole executive officer and director does not
have formal training specific to the technicalities of mineral exploration,
there is a higher risk our business will fail.

Randy White, our sole executive officer and director, does not
have any formal training as a geologist or in the technical aspects of
management of a mineral exploration company. With no direct training or
experience in these areas, our management may not be fully aware of the specific
requirements related to working within this industry. Our management's decisions
and choices may not take into account standard engineering or managerial
approaches mineral exploration companies commonly use. Consequently, our
operations, earnings, and ultimate financial success could suffer irreparable
harm due to management's lack of experience in this industry.

Because our sole executive officer and director, Randy
White, owns 68.06% of our outstanding common stock, investors may find that
corporate decisions controlled by Mr. White may be inconsistent with the
interests of other stockholders.

Randy White, our sole executive officer and director, controls
68.068% of our issued and outstanding shares of common stock. Accordingly, in
accordance with our Articles of Incorporation and Bylaws, Mr. White is able to
control who is elected to our Board of Directors and thus could act, or could
have the power to act, as our management. Since Mr. White is not simply a
passive investor but is also one of our active executives, his interests as an
executive may, at times, be adverse to those of passive investors. Where those
conflicts exist, our shareholders will be dependent upon Mr. White exercising,
in a manner fair to all of our shareholders, his fiduciary duties as an officer
or as a member of our Board of Directors. Also, due to his stock ownership
position, Mr. White will have: (i) the ability to control the outcome of most
corporate actions requiring stockholder approval, including amendments to our
articles of incorporation; (ii) the ability to control corporate combinations or
similar transactions that might benefit minority stockholders which may be
rejected by Mr. White to their detriment, and (iii) control over transactions
between him and Genesis.

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

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

18

---

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

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

19

---

|ITEM 7. | FINANCIAL STATEMENTS.
|------- | ---------------------

Index to Financial Statements:Audited financial
statements for the years ended August 31, 2007 and 2006, including:

|1. | Report of Independent Registered Accounting
        Firm (Malone & Bailey, P.C., Certified Public Accountants);                                                             
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                             
|2. | Report of Independent Registered Accounting
        Firm (Telford Sadovnick, P.L.L.C., Certified Public Accountants);                                                       
|   |                                                                                                                                                                             
|3. | Consolidated Balance Sheets as of August
        31, 2007 and 2006;                                                                                                         
|   |                                                                                                                                                                             
|4. | Consolidated Statements of Expenses
        for the years ended August 31, 2007 and 2006 and cumulative from April
        5, 2002 (date of inception) to August 31, 2007;  
|   |                                                                                                                                                                             
|5. | Consolidated Statements of Cash Flows
        for the years ended August 31, 2007 and 2006 and cumulative from April
        5, 2002 (date of inception) to August 31, 2007;
|   |                                                                                                                                                                             
|6. | Consolidated Statement of Stockholders
        Equity (Deficiency) for the period from April 5, 2002 (date of inception)
        to August 31, 2007; and                   
|   |                                                                                                                                                                             
|7. | Notes to the Consolidated Financial
        Statements.                                                                                                                     

20

---

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders 
  Genesis Uranium Corp. 
  (Aztek Ventures, Inc.) 
  (An Exploration Stage Company) 
  Blaine, Washington

We have audited the accompanying consolidated balance sheet of
  Genesis Uranium Corp..(an exploration stage company) as of August 31, 2007 and
  the related consolidated statements of operations, stockholders equity,
  and cash flows for the year then ended. The financial statements for the period
  April 5, 2002 (inception) through August 31, 2006, were audited by other auditors
  whose reports expressed unqualified opinions on those financial statements.
  The financial statements for the period April 5, 2002 (inception) through August
  31, 2006, include total revenues and net loss of $0 and $78,430, respectively.
  Our opinion on the statements of operations, stockholders' equity (deficit),
  and cash flows for the period April 5, 2002 (inception) through August 31, 2007,
  insofar as it relates to amounts for prior periods through August 31, 2006,
  is based solely on the report of other auditors. These consolidated financial
  statements are the responsibility of Genesis's management. Our responsibility
  is to express an opinion on these consolidated financial statements based on
  our audit.

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

In our opinion, the financial statements referred to above present
  fairly, in all material respects, the financial position of Genesis as of August
  31, 2007 and the results of operations and cash flows for the year then ended
  in conformity with accounting principles generally accepted in the United States
  of America.

The accompanying financial statements have been prepared assuming
  that Genesis will continue as a going concern. As discussed in Note 2 to the
  financial statements, Aztek suffered recurring losses from operations and has
  a working capital deficiency, which raises substantial doubt about its ability
  to continue as a going concern. Managements plans regarding those matters
  also are described in Note 2. The financial statements do not include any adjustments
  that might result from the outcome of this uncertainty.

Malone & Bailey, PC 
  www.malone-bailey.com 
  Houston, Texas

November 14, 2007

F-1

---

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of 
  Aztek Ventures Inc.(An Exploration Stage Company)

We have audited the accompanying consolidated balance sheet ofAztek Ventures Inc. (An Exploration Stage Company) as of August 31, 2006
  and the related consolidated statements of operations, stockholders equity
  (deficiency) and cash flows for the year then ended, and for the period from
  April 5, 2002 (inception) to August 31, 2006. These consolidated 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 audits in accordance with the standards of the
  Public Company Accounting Oversight Board (United States). Those standards require
  that we plan and perform an audit to obtain reasonable assurance about whether
  the consolidated financial statements are free of material misstatement. An
  audit includes examining, on a test basis, evidence supporting the amounts and
  disclosures in the consolidated financial statements. An audit also includes
  assessing the accounting principles used and significant estimates made by management,
  as well as evaluating the overall financial statement presentation. We believe
  that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred
  to above, present fairly, in all material respects, the financial position ofAztek Ventures Inc. (An Exploration Stage Company) as at August 31, 2006
  and 2005, and the results of its operations and its cash flows for each of the
  years then ended, and for the period from April 5, 2002 (inception) to August
  31, 2006 in conformity with accounting principles generally accepted in the
  United States of America.

The accompanying consolidated financial statements have been
  prepared assuming the Company will continue as a going concern. As described
  in Note 1 to the consolidated financial statements, the Companys operating
  losses raise substantial doubt about its ability to continue as a going concern.
  Managements plans in regard to these matters are also described in Note
  1. The consolidated financial statements do not include any adjustments that
  might result from the outcome of this uncertainty.

/s/ Telford Sadovnick, P.L.L.C.

TELFORD SADOVNICK, P.L.L.C. 
  CERTIFIED PUBLIC ACCOUNTANTS

Bellingham, Washington 
  December 6, 2006

F-2

---

GENESIS URANIUM CORP.(FORMERLY AZTEK VENTURES INC.)(An Exploration Stage Company)CONSOLIDATED BALANCE SHEETS

|                                                                        |   |          |   |   |         |  
|----------------------------------------------------------------------- | - | -------- | - | - | ------- | -
|                                                                        |   | August   |   |   | August  |  
|                                                                        |   | 31,      |   |   | 31,     |  
|                                                                        |   | 2007     |   |   | 2006    |  
|                                                                        |   |          |   |   |         |  
|ASSETS                                                                  |   |          |   |   |         |  
|                                                                        |   |          |   |   |         |  
|Current Assets                                                          |   |          |   |   |         |  
|Cash                                                                    | $ | 5,757    |   | $ | 23,047  |  
|Accounts
      receivable                                               |   | -        |   |   | 4,551   |  
|Prepaid expenses                                                        |   | 42,032   |   |   | 715     |  
|Total Current Assets                                                    |   | 47,789   |   |   | 28,313  |  
|                                                                        |   |          |   |   |         |  
|TOTAL ASSETS                                                            | $ | 47,789   |   | $ | 28,313  |  
|                                                                        |   |          |   |   |         |  
|LIABILITIES AND STOCKHOLDERS DEFICIT                                   |   |          |   |   |         |  
|                                                                        |   |          |   |   |         |  
|Current Liabilities                                                     |   |          |   |   |         |  
|                                                                        |   |          |   |   |         |  
|Finance contracts                                                       | $ | 246,151  |   | $ | -       |  
|Accounts payable and accrued
      liabilities                          |   | 40,855   |   |   | 28,625  |  
|Due to shareholder                                                      |   | 12,398   |   |   | 1,805   |  
|Total Current Liabilities                                               |   | 299,404  |   |   | 30,430  |  
|                                                                        |   |          |   |   |         |  
|TOTAL LIABILITIES                                                       |   | 299,404  |   |   | 30,430  |  
|                                                                        |   |          |   |   |         |  
|Stockholders Deficit                                                   |   |          |   |   |         |  
|Preferred
      Stock, $0.001 par value, 100,000,000 shares authorized  |   |          |   |   |         |  
|Common Stock, 250,000,000
      common shares authorized with a par     |   | 19,102   |   |   | 19,102  |  
|value of
      $0.001, 19,101,563 common shares issued and outstanding, |   |          |   |   |         |  
|respectively                                                            |   |          |   |   |         |  
|Additional paid-in capital                                              |   | 57,211   |   |   | 57,211  |  
|Deficit accumulated during the development stage                        |   | (327,928 | ) |   | (78,430 | )
|                                                                        |   |          |   |   |         |  
|Total Stockholders Deficit                                             |   | (251,615 | ) |   | (2,117  | )
|                                                                        |   |          |   |   |         |  
|TOTAL LIABILITIES
      AND STOCKHOLDERS DEFICIT                       | $ | 47,789   |   | $ | 28,313  |  

See accompanying summary of accounting policies and notes to financial
  statements

F-3

---

GENESIS URANIUM CORP. 
  (formerly AZTEK VENTURES INC.)(An Exploration Stage Company)CONSOLIDATED STATEMENTS OF EXPENSES

|                                         |   |              |   |   |              |   |   |                     | 
|---------------------------------------- | - | ------------ | - | - | ------------ | - | - | ------------------- | 
|                                         |   |              |   |   |              |   |   | April 5, 2002       | 
|                                         |   | For the Year |   |   | For the Year |   |   | (Inception) through | 
|                                         |   | August 31,   |   |   | August 31,   |   |   | August 31           | 
|                                         |   | 2007         |   |   | 2006         |   |   | 2007                | 
|                                         |   |              |   |   |              |   |   |                     | 
|Revenues                                 | $ | -            |   | $ | -            |   | $ | -                   | 
|                                         |   |              |   |   |              |   |   |                     | 
|Operating Expenses:                      |   |              |   |   |              |   |   |                     | 
|Exploration and development              |   | 858          |   |   | 12,000       |   |   | 12,858              | 
|Foreign exchange
      (gain)            |   | 3,569        |   |   | (2,339       | ) |   | 362                 | 
|Geological consulting                    |   | -            |   |   | 1,500        |   |   | 1,500               | 
|Mineral property
      acquisition costs |   | 186,640      |   |   | 575          |   |   | 190,484             | 
|Office                                   |   | 11,623       |   |   | 3,615        |   |   | 16,328              | 
|Professional
      fees                  |   | 43,958       |   |   | 46,502       |   |   | 100,386             | 
|Rent                                     |   | 2,850        |   |   | 2,710        |   |   | 6,010               | 
|                                         |   |              |   |   |              |   |   |                     | 
|Total Operating Expenses                 |   | 249,498      |   |   | 64,563       |   |   | 327,928             | 
|                                         |   |              |   |   |              |   |   |                     | 
|NET LOSS                                 | $ | 249,498      |   | $ | 64,563       |   | $ | 327,928             | 
|                                         |   |              |   |   |              |   |   |                     | 
|                                         |   |              |   |   |              |   |   |                     | 
|Net basic and diluted per common share   | $ | (0.01        | ) | $ | (0.00        | ) |   |                     | 
|                                         |   |              |   |   |              |   |   |                     | 
|Weighted average shares outstanding      |   |              |   |   |              |   |   |                     | 
|                                         |   | 19,101,563   |   |   | 19,101,563   |   |   |                     | 

See accompanying summary of accounting policies and notes to financial
  statements

F-4

---

GENESIS URANIUM CORP. 
  (formerly AZTEK VENTURES INC.)(An Exploration Stage Company)CONSOLIDATED STATEMENTS OF CASH FLOWS

|                                           |   |            |   |   |                     |   |   |               |  
|------------------------------------------ | - | ---------- | - | - | ------------------- | - | - | ------------- | -
|                                           |   |            |   |   |                     |   |   | April 5, 2002 |  
|                                           |   | YEAR ENDED |   |   | (Inception) through |  
|                                           |   | August 31, |   |   | August 31,          |   |   | August 31,    |  
|                                           |   | 2007       |   |   | 2006                |   |   | 2007          |  
|                                           |   |            |   |   |                     |   |   |               |  
|CASH FLOWS FROM OPERATING ACTIVITIES       |   |            |   |   |                     |   |   |               |  
|                                           |   |            |   |   |                     |   |   |               |  
|Net loss                                   | $ | (249,498   | ) | $ | (64,563             | ) | $ | (327,928      | )
|                                           |   |            |   |   |                     |   |   |               |  
|Adjustments
      to reconcile net loss to |   |            |   |   |                     |   |   |               |  
|cash used in operating activities:         |   |            |   |   |                     |   |   |               |  
|Change in:                                 |   |            |   |   |                     |   |   |               |  
|Accounts receivable                        |   | 4,551      |   |   | (4,551              | ) |   | -             |  
|Prepaid expenses                           |   | (41,317    | ) |   | (490                | ) |   | (42,032       | )
|Accounts payable and accrued liabilities   |   | 12,230     |   |   | 21,694              |   |   | 40,855        |  
|NET CASH USED IN OPERATING ACTIVITIES      |   | (274,034   | ) |   | (47,910             | ) |   | (329,105      | )
|                                           |   |            |   |   |                     |   |   |               |  
|CASH FLOWS FROM FINANCING ACTIVITIES       |   |            |   |   |                     |   |   |               |  
|Shareholder loans                          |   | 10,593     |   |   | -                   |   |   | 12,398        |  
|Finance contract                           |   | 246,151    |   |   | -                   |   |   | 246,151       |  
|Share subscription collected               |   | -          |   |   | 166                 |   |   | 76,313        |  
|                                           |   |            |   |   |                     |   |   |               |  
|NET CASH PROVIDED BY FINANCING             |   | 256,744    |   |   | 166                 |   |   | 334,864       |  
|ACTIVITIES                                 |   |            |   |   |                     |   |   |               |  
|                                           |   |            |   |   |                     |   |   |               |  
|NET CHANGE IN CASH                         |   | (17,290    | ) |   | (47,744             | ) |   | 5,757         |  
|                                           |   |            |   |   |                     |   |   |               |  
|CASH AT BEGINNING OF PERIOD                |   | 23,047     |   |   | 70,791              |   |   | -             |  
|                                           |   |            |   |   |                     |   |   |               |  
|CASH AT END OF PERIOD                      | $ | 5,757      |   | $ | 23,047              |   | $ | 5,757         |  
|                                           |   |            |   |   |                     |   |   |               |  
|Supplemental Disclosures                   |   |            |   |   |                     |   |   |               |  
|Interest paid                              | $ | -          |   | $ | -                   |   | $ | -             |  
|Income taxes paid                          |   | -          |   |   | -                   |   |   | -             |  

See accompanying summary of accounting policies and notes to financial
  statements

F-5

---

GENESIS URANIUM CORP. 
  (formerly AZTEK VENTURES INC.)(An Exploration Stage Company)CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY) 
  PERIOD FROM APRIL 5, 2002 (INCEPTION) THROUGH AUGUST 31, 2007

COMMON
        STOCK
      
      
      
      
      
      
      
      
      DEFICITACCUMULATEDSHARE
      
      
      DURINGADDITIONAL
      
      
      SUBSCRIPTIONPAID-IN
      
      
      (RECEIVABLE)
      
      
      EXPLORATIONSHARES
      
      
      AMOUNT
      
      
      CAPITAL
      
      
      RECEIVED
      
      
      STAGE
      
      
      TOTALShares issued for cashAugust 21, 2002
        at $0.001
      
      13,750,000
      
      $
      13,750
      
      $
      (8,250
      )
      $
      -
      
      $
      -
      
      $
      5,500Net loss
      
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      (2,266
      )
      
      (2,266
      )Balances at August 31, 2002
      
      13,750,000
      
      
      13,750
      
      
      (8,250
      )
      
      -
      
      
      (2,266
      )
      
      3,234Net loss
      
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      (4,209
      )
      
      (4,209
      )Balance at August 31, 2003
      
      13,750,000
      
      
      13,750
      
      
      (8,250
      )
      
      -
      
      
      (6,475
      )
      
      (975
      )Net loss
      
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      (123
      )
      
      (123
      )Balance at August 31, 2004
      
      13,750,000
      
      
      13,750
      
      
      (8,250
      )
      
      -
      
      
      (6,598
      )
      
      (1,098
      )Shares issued for cashAugust 31, 2005
        at $0.033
      
      5,351,563
      
      
      5,352
      
      
      65,461
      
      
      (166
      )
      
      -
      
      
      70,647Net loss
      
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      (7,269
      )
      
      (7,269
      )Balance at August 31, 2005
      
      19,101,563
      
      
      19,102
      
      
      57,211
      
      
      (166
      )
      
      (13,867
      )
      
      62,280Share subscription received
      
      -
      
      
      -
      
      
      -
      
      
      166
      
      
      -
      
      
      166Net loss for the year
      
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      (64,563
      )
      
      (64,563
      )Balance,at August 31, 2006
      
      19,101,563
      
      $
      19,102
      
      $
      57,211
      
      $
      -
      
      $
      (78,430
      )
      $
      (2,117
      )Net loss for the year
      
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      (249,498
      )
      
      (249,498
      )Balance at August 31, 2007
      
      19,101,563
      
      $
      19,102
      
      $
      57,211
      
      $
      -
      
      $
      (327,928
      )
      $
      (251,615
      )


See accompanying summary of accounting policies and notes to financial
  statements

F-6

---

GENESIS URANIUM CORP. 
  (formerly AZTEK VENTURES INC.)(An Exploration Stage Company)NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 -NATURE AND CONTINUANCE OF OPERATIONS

Aztek Ventures Inc. was incorporated
  in Nevada on April 5, 2002. Aztek changed its name on November 13, 2007 to Genesis
  Uranium Corp. Genesis is an Exploration Stage Company as defined by Statement
  of Financial Accounting Standard No. 7. Genesis has been in the exploration
  stage since its formation and has not yet realized any revenues from its planned
  operations. Aztek was formed for the purpose of acquiring exploration and development
  stage natural resources properties.

These consolidated financial statements
  have been prepared on a going concern basis. Genesis has incurred losses since
  inception resulting in an accumulated deficit of $327,927 since inception and
  further losses are anticipated in the development of its business raising substantial
  doubt about Genesiss ability to continue as a going concern. Its ability
  to continue as a going concern is dependent upon the ability of Genesis to generate
  profitable operations in the future and/or to obtain the necessary financing
  to meet its obligations and repay its liabilities arising from normal business
  operations when they come due. Management has plans to seek additional capital
  through a private placement and public offering of its common stock. The consolidated
  financial statements do not include any adjustments relating to the recoverability
  and classification of recorded assets, or the amounts of and classification
  of liabilities that might be necessary in the event the Company cannot continue
  in existence.

|2. | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The consolidated financial statements of Genesis have
        been prepared in accordance with generally accepted accounting principles
        in the United States of America. Because a precise determination of many
        assets and liabilities is dependent upon future events, the preparation
        of consolidated financial statements for a period necessarily involves
        the use of estimates which have been made using careful judgment. Actual
        results may vary from these estimates.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | The consolidated financial statements have, in managements
        opinion, been properly prepared within reasonable limits of materiality
        and within the framework of the significant accounting policies summarized
        below:                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   | Organization and Start-up Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        

Costs of start up activities, including
  organizational costs, are expensed as incurred.

Consolidation

These consolidated financial statements
  include the accounts of Genesis and its wholly owned subsidiary, Tezak Mining
  Corp. which was incorporated in British Columbia, Canada on September 19, 2002.

Acquisition, Exploration and Evaluation
  Expenditures

Genesis is an exploration stage mining
  company and has not yet realized any revenue from its operations. It is primarily
  engaged in the acquisition, exploration and development of mining properties.
  Mineral property acquisition and exploration costs are expensed as incurred.
  When it has been determined that a mineral property can be economically developed
  as a result of establishing proven and probable reserves, the costs incurred
  to develop such property, are capitalized. For the purpose of preparing financial
  information, all costs associated with a property that has the potential to
  add to Azteks proven and probable reserves are expensed until a final
  feasibility study demonstrating the existence of proven and probable reserves
  is completed. No costs have been capitalized in the periods covered by

F-7

---

these financial statements. Once capitalized,
  such costs will be amortized using the units-of-production method over the estimated
  life of the probable reserve.

Genesis regularly performs evaluations
  of any investment in mineral properties to assess the recoverability and/or
  the residual value of its investments in these assets. All long-lived assets
  are reviewed for impairment whenever events or circumstances change which indicate
  the carrying amount of an asset may not be recoverable.

Exploration Expenditures

Genesis follows a policy of expensing
  exploration expenditures until a production decision in respect of the project
  and Genesis is reasonably assured that it will receive regulatory approval to
  permit mining operations, which may include the receipt of a legally binding
  project approval certificate.

Management periodically reviews the
  carrying value of its investments in mineral leases and claims with internal
  and external mining related professionals. A decision to abandon, reduce or
  expand a specific project is based upon many factors including general and specific
  assessments of mineral deposits, anticipated future mineral prices, anticipated
  future costs of exploring, developing and operating a production mine, the expiration
  term and ongoing expenses of maintaining mineral properties and the general
  likelihood that Genesis will continue exploration on such project. Genesis does
  not set a predetermined holding period for properties with unproven deposits,
  however, properties which have not demonstrated suitable metal concentrations
  at the conclusion of each phase of an exploration program are re-evaluated to
  determine if future exploration is warranted, whether there has been any impairment
  in value and that their carrying values are appropriate.

If an area of interest is abandoned
  or it is determined that its carrying value cannot be supported by future production
  or sale, the related costs are charged against operations in the year of abandonment
  or determination of value. The amounts recorded as mineral leases and claims
  represent costs to date and do not necessarily reflect present or future values.

Genesiss exploration activities
  and proposed mine development are subject to various laws and regulations governing
  the protection of the environment. These laws are continually changing, generally
  becoming more restrictive. Genesis has made, and expects to make in the future,
  expenditures to comply with such laws and regulations.

The accumulated costs of properties
  that are developed on the stage of commercial production will be amortized to
  operations through unit-of-production depletion.

Use of Estimates and Assumptions

The preparation of financial statements
  in conformity with United States 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.

Foreign Currency Translation

Genesis’s functional currency
  is the U.S. dollar and its reporting currency is the U.S. dollar. The financial
  statements are translated to United States dollars in accordance with SFAS No.
  52 “Foreign Currency Translation”. Monetary assets and liabilities
  denominated in foreign currencies are translated using the exchange rate prevailing
  at the balance sheet date. Gains and losses arising on translation or settlement
  of foreign currency denominated transactions or balances are included in the
  determination of income.

Financial Instruments

The carrying value of cash, due to shareholder
  and accounts payable and accrued liabilities approximates their fair value because
  of the short maturity of these instruments. Genesis’s operations are in
  Canada and virtually all of its assets and liabilities are giving rise to significant
  exposure to market risks from changes in foreign currency rates. Genesis’s
  financial risk is the risk that arises from fluctuations in foreign exchange
  rates and the degree of volatility of these rates.

F-8

---

Environmental Costs

Environmental expenditures that relate
  to current operations are charged to operations or capitalized as appropriate.
  Expenditures that relate to an existing condition caused by past operations,
  and which do not contribute to current or future revenue generation, are charged
  to operations. Liabilities are recorded when environmental assessments and/or
  remedial efforts are probable, and the cost can be reasonably estimated. Generally,
  the timing of these accruals coincides with the earlier of completion of a feasibility
  study or Genesiss commitments to plan of action based on the then known
  facts.

Income Taxes

Genesis uses the asset and liability
  method of accounting for income taxes in accordance with SFAS No. 109 
  Accounting for Income Taxes. This standard requires the use of an
  asset and liability approach for financial accounting and reporting on income
  taxes. If it is more likely than not that some portion or all of a deferred
  tax asset will not be realized, a valuation allowance is recognized.

Basic and Diluted Net Loss per Share

Genesis reports basic loss per share
  in accordance with SFAS No. 128  Earnings Per Share. Basic
  loss per share is computed using the weighted average number of common stock
  outstanding during the period. Diluted loss per share is computed using the
  weighted average number of common and potentially dilutive common stock outstanding
  during the period. At August 31, 2007 and 2006, Genesis has no common stock
  equivalents that were anti-dilutive and excluded in the earnings per share computation.

Asset Retirement Obligations

Genesis has adopted Statement of Financial
  Accounting Standards No. 143, Accounting for Asset Retirement Obligations,
  which requires that an asset retirement obligation associated with the retirement
  of a tangible long-lived asset be recognized as a liability in the period which
  it is incurred and becomes determinable, with an offsetting increase in the
  carrying amount of the associated asset.

The cost of the tangible asset, including
  the initially recognized ARO, is depleted, such that the cost of the ARO is
  recognized over the useful life of the asset. The ARO is recorded at fair value,
  and accretion expense is recognized over time as the discounted liability is
  accreted to its expected settlement value. The fair value of the ARO is measured
  using expected future cash flow, discounted at the Companys credit-adjusted
  risk-free interest rate. To date, no significant asset retirement obligation
  exists due to the early stage of exploration. Accordingly, no liability has
  been recorded.

Revenue Recognition

Genesis recognizes revenue in accordance
  with the criteria outlined in Securities Exchange Commission Staff Accounting
  Bulletin No. 104, Revenue Recognition. Revenues will be recognized
  once they are earned; specifically when: (a) services are provided or products
  are delivered to customers, (b) clear proof that an arrangement exists, (c)
  amounts are fixed or can be determined, and (d) the Companys ability to
  collect is reasonably assured.

Recently issued accounting pronouncements.
  Genesis does not expect the adoption of recently issued accounting pronouncements
  to have a significant impact on Genesiss results of operations, financial
  position or cash flow.

|3. | FINANCE CONTRACTS                                                                                                                                                                                                                                                                                  
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                    
|   | On June 25,2007, Genesis borrowed $208,294 (CDN $220,000)
        from Caelum Finance of Vancouver, British Columbia, Canada. This loan
        is subject to interest at 8% per annum and is repayable on or before December
        25, 2007 and may be extended at the discretion of the lender.

F-9

---

|   | On August 9, 2007, Genesis borrowed
        an additional $37,857 (CDN $39,985) from Caelum Finance Ltd, also subject
        to interest at 8% per annum.                                                                                                                                                                                                                                                                                                                                                                                      
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|4. | MINERAL PROPERTIES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | a) On September 19, 2002, Genesis
        purchased a mineral interest in an area known as the Ideal Property in
        the Alberni Mining Division of British Columbia, Canada for $3,269. This
        claim covers an area of 168.592 hectares and expired on September 5, 2005.
        This claim was re-staked and reacquired on December 10, 2005 for $575
        and expires on December 8, 2007. As at August 31, 2007 exploration and
        development costs of $12,858 have been incurred and expensed.                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | b) On June 27, 2007, Genesis
        purchased a mineral interest in the Wollaston Lake Property located in
        the Hydichuk Lake Area in Saskatchewan, Canada for $186,640 (CDN $200,000).
        This claim covers an area of 80,587 hectares and expires December 20,
        2007.                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|5. | SHARE CAPITAL                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | On July 6, 2007, Genesis effected
        a 2.5 to 1 forward split of its common stock and increased its authorized
        number of common shares to 250,000,000. This change has been recorded
        retroactively on the financial statements.                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|6. | INCOME TAXES                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Since inception, Genesis has
        incurred net losses and therefore has no tax liability. The net deferred
        tax asset generated by the loss carry-forward has been fully reserved.
        The cumulative net operating loss carry-forward is $249,497, as follows:                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|a) | Income tax provision (U.S.)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Potential benefits of income
        tax losses are not recognized in the accounts until realization is more
        likely than not. Pursuant to SFAS No. 109, Genesis is required to compute
        tax asset benefits for net operating losses carried forward. Potential
        benefit of net operating losses have not been recognized in these financial
        statements because Genesis cannot be assured that it is more likely than
        not it will utilize the net operating losses carried forward in future
        years.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | The provision for income taxes
        differs from the result which would be obtained by applying the statutory
        income tax rate of 34% to income before income taxes. The difference results
        from the following items:                                                                                                                                                                                                                                                                                                         

| |                                             |   | 2007    |   |   | 2006    |  
| | ------------------------------------------- | - | ------- | - | - | ------- | -
| | Computed expected (benefit of) income taxes | $ | (21,080 | ) | $ | (17,676 | )
| | Increase in valuation allowance             |   | 21,080  |   |   | 17,676  |  
| | Income tax provision                        | $ | -       |   | $ | -       |  

At August 31, 2007, Genesis has net operating
  losses of $124,585 which may be carried forward to apply against future years
  income for tax purposes, expiring as follows:

2022
      $
      2,2662023
      
      9402024
      
      1232025
      
      7,2692026
      
      51,9882027
      
      61,999


F-10

---

| | b) | Income tax provision (Canadian)                                                                                                                                                                                          
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                          
| |    | A reconciliation of the income tax benefit (provisions)
        with amounts determined by applying the combined Canadian federal and
        provincial income tax rate of 34.12% to the consolidated losses as follows:

2007
      
      
      2006Computed expected (benefit of) income taxes
      $
      (63,974
      )
      $
      (4,236
      )Increase in valuation allowance
      
      63,974
      
      
      4,236Income tax provision
      $
      -
      
      $
      -


|   | At August 31, 2007, Genesis has net operating losses
        of $203,342 which may be carried forward to apply against future years
        income for tax purposes expiring in 2009 and onward.                                                                                                                                                                           
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                             
|7. | CONTRACTUAL OBLIGATIONS                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                             
|   | Office rent is pursuant to a lease for one year commencing
        August 1, 2006 at a rate of $235 per month. This lease was extended for
        one year commencing August 1, 2007 at a rate of $242 per month.                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                             
|   | On August 20, 2007, Genesis hired Terraquest Ltd of
        Saskatchewan, Canada to undertake a High resolution Aeromagnetic, Horizontal
        Gradiometer Radiometric & XDS-VLF-EM Survey of the Wollaston Lake
        Property, for $156,021 Canadian Dollars. A deposit of $44,157 Canadian
        Dollars has been made against this contract as of August 31, 2007.
|   |                                                                                                                                                                                                                                                                                                                                                                             
|8. | SUBSEQUENT EVENTS                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                             
|   | On September 17, 2007 Genesis hired David R. Deering
        to provide Management Consultancy Services and also act as Vice President.
        The initial term of this agreement extends to September 16, 2009 at $6,000
        per month.                                                                                                                               

F-11

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

On October 9, 2007, we engaged Malone & Bailey, P.C.,
Certified Public Accountants (Malone & Bailey), as our principal
independent accountants. On the same date, we advised Telford Sadovnick,
P.L.L.C., Certified Public Accountants (Telford), that it was dismissed as our
accountants. Our Board of Directors approved the engagement of Malone &
Bailey and the dismissal of Telford by written resolution.

Telfords reports on our financial statements for the fiscal
year ended August 31, 2006 and August 31, 2005 did not contain an adverse
opinion or disclaimer of opinion, nor were they modified or qualified as to
uncertainty, audit scope or accounting principles with the exception of a
statement regarding the uncertainty of our ability to continue as a going
concern.

There have been no disagreements between the Company and
Telford on any matter of accounting principles or practices, financial statement
disclosure or auditing scope or procedure, which, if not resolved to the
satisfaction of Telford, would have caused them to make reference to the subject
matter of the disagreement in connection with their report for the financial
statements for the past year.

|ITEM 8A. | CONTROLS AND PROCEDURES.
|-------- | ------------------------

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

There were no changes in our internal control over financial
reporting during the last fiscal year that have been materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.

|ITEM 8B. | OTHER INFORMATION.
|-------- | ------------------

Change in Control of the Registrant

On November 30, 2007, Curt White, our former Chief Executive
Officer, Chief Financial Officer, President, Secretary, Treasurer and a former
member of our Board of Directors, entered into a Stock Transfer Agreement with
Randy White (the Stock Transfer Agreement). Under the terms of the Stock
Transfer Agreement, Mr. Curt White agreed to sell 13,000,000 shares of the
Companys common stock to Mr. Randy White, in consideration of which Mr. Randy
White agreed to pay $5,200, being $0.0004 per share, to Mr. Curt White (the
Share Transfer). As a result, upon completion of the Share Transfer, there was
a change in control as Mr. Randy White now owns 68.06% of our issued and
outstanding common stock.

Departure of Directors or Principal Officers; Election of
Directors; Appointment of Principal Officers

On December 13, 2007, upon the closing of the Share Transfer,
our Board of Directors, consisting of Curt White and David R. Deering, were
replaced by Randy White. In addition, Mr. Randy White replaced Mr. Curt White as
our Chief Executive Officer, Chief Financial Officer, President, Secretary and
Treasurer. Mr. Deering continues to act as our Vice-President, Exploration.

21

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PART III

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

The following information sets forth the names of our officers
and directors, their present positions with our company, and their biographical
information.

| | Name             | Age | Positions                                                                                           
| | ---------------- | --- | ----------------------------------------------------------------------------------------------------
| | Randy White      | 39  | Chief Executive Officer, Chief
      Financial Officer, President, Secretary, Treasurer and Director
| | David R. Deering | 59  | Vice-President, Exploration                                                                         

Randy White has been our Chief Executive Officer, Chief
Financial Officer, President, Secretary, Treasurer and a member of our Board of
Directors since December 13, 2007. Mr. White is currently the President of
Stratus Investments Group, a private investment enterprise he founded in 1999.
Working and living in both North America and Europe, Mr. White has successfully
managed an array of business activities including real-estate investment,
corporate finance and consulting for both private and public resource companies

David R. Deering has been our Vice-President,
Exploration since September 17, 2007. Mr. Deering also served as a member of our
Board of Directors from September 17, 2007 to December 13, 2007. Mr. Deering has
extensive management experience in the mineral exploration industry covering all
aspects of strategic planning, budgeting, logistics and technical evaluation. He
has worked as an independent consultant in the area of mine development:
property acquisition, geology, economic evaluation of mineral deposits, mining,
metallurgy and environmental impact.

Mr. Deerings early career emphasis was in the mining machinery
sector, R&D and sales engineering, evaluation of mining methods and industry
practices on a worldwide basis in open pit and underground mining operations.
Mr. Deering has also worked on the development of innovative mining equipment
suitable for incorporation into advanced, essentially continuous, high
productivity underground mining systems.

Mr. Deering is registered as a Professional Engineer by the
Association of Professional Engineers and Geoscientists of British Columbia and
holds a Bachelor of Science in Mining Engineering from Colorado School of Mines,
Golden, CO and a Diploma in Technology from BCIT, Vancouver, Canada.

Mr. Deering has also served as officers and/or directors of
numerous public and private companies.

TERMS OF OFFICE

Our directors are elected to hold office until the next annual
meeting of the shareholders and until their respective successors have been
elected and qualified. Our executive officers are appointed by our board of
directors and hold office until removed by our board of directors or until their
successors are appointed.

COMMITTEES OF THE BOARD OF DIRECTORS

Our audit committee presently consists of our entire board of
directors. We do not have a compensation committee, nominating committee, an
executive committee of our board of directors, stock plan committee or any other
committee. However, our board of directors may establish various committees
during the current fiscal year.

Audit Committee Financial Expert

Our board of directors has determined that none of the audit
committee members can be classified as an audit committee financial expert as
defined in Item 401(e) of Regulation S-B. Our board of directors does

22

---

not contain a member that can be classified as an "audit
  committee financial expert" under the referenced definition. Our board
  of directors believes that attracting and retaining board members that could
  be classified as an "audit committee financial expert" is unlikely
  at this time due to the high cost of such director candidates.

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

Section 16(a) of the Exchange Act requires our executive officers
  and directors, and persons who beneficially own more than ten percent of our
  equity securities (collectively, "Reporting Persons") to file reports
  of ownership and changes in ownership with the SEC. Reporting Persons are required
  by SEC regulation to furnish us with copies of all Section 16(a) forms they
  file. Based on our review of the copies of such forms received by us, there
  were no Reporting Persons who failed to file on a timely basis, reports required
  by Section 16(a) of the Exchange Act.

CODE OF ETHICS

We adopted a Code of Ethics applicable to our officers and directors
  which is a "code of ethics" as defined by applicable rules of the
  SEC. Our code of ethics is attached as an exhibit to this Annual Report. If
  we make any amendments to our Code of Ethics other than technical, administrative,
  or other non-substantive amendments, or grant any waivers, including implicit
  waivers, from a provision of our Code of Ethics to our President, Treasurer,
  or certain other finance executives, we will disclose the nature of the amendment
  or waiver, its effective date and to whom it applies in a current report on
  Form 8-K filed with the SEC.

|ITEM 10. | EXECUTIVE COMPENSATION.
|-------- | -----------------------

Summary Compensation Table

During the fiscal year ended August 31, 2007, we did not pay
any compensation to our former executive officer and former director, Mr. Curt
White.

Outstanding Equity Awards At Fiscal Year End

As at August 31, 2007, we did not have any outstanding equity
awards.

Compensation Arrangements

During the year ended August 31, 2007, we did not pay to our
  directors or officers any salaries or consulting fees. We anticipate that compensation
  may be paid to our officers in the future.

On September 17, 2007, we entered into a management consulting
agreement with David R. Deering. Pursuant to the terms of the agreement, Mr.
Deering is to be paid consulting fees of $6,000 per month, in consideration of
which Mr. Deering agreed to act as our Vice President of Exploration. The term
of the agreement is for a period of two years expiring at the close of business
on September 16, 2009, unless otherwise terminated pursuant to the terms of the
agreement or extended by the Board.

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

EQUITY COMPENSATION PLANS

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

23

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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND
MANAGEMENT

The following table sets forth certain information concerning
the number of shares of our common stock owned beneficially as of December 13,
2007by: (i) each person (including any group) known to us to own more
than five percent (5%) of any class of our voting securities, (ii) each of our
directors, (iii) each of our named executive officers; and (iv) officers and
directors as a group. Unless otherwise indicated, the shareholders listed
possess sole voting and investment power with respect to the shares shown.

Title of Class
    Name and Address of Beneficial
      Owner
    Number of Shares of
      Common Stock(1)
    Percentage of Common
      Stock(1)DIRECTORS AND OFFICERSCommon Stock
    Randy White Director, Chief Executive
      Officer, Chief Financial Officer, President, Secretary and Treasurer
      Opletalova 43 Prague, Czech Republic 11000
      13,000,000
        (direct)
      68.06%Common Stock
    David R. Deering Vice President of
      Exploration Suite 680, 1066 West Hastings Street Vancouver, BC,
      Canada V6E 3X1
    -
    -Common Stock
    All
      Officers and Directors as a Group (2 persons)
    13,000,000
    68.06%5%
      SHAREHOLDERSCommon Stock
    Randy White Director, Chief Executive
      Officer, Chief Financial Officer, President, Secretary and Treasurer
      Opletalova 43 Prague, Czech Republic 11000
      13,000,000 
        (direct)
      68.06% Notes:


| | (1) | Based on 19,101,563 shares of our common stock issued and
      outstanding as of December 13, 2007. Under Rule 13d-3, certain shares may
      be deemed to be beneficially owned by more than one person (if, for
      example, persons share the power to vote or the power to dispose of the
      shares). In addition, shares are deemed to be beneficially owned by a
      person if the person has the right to acquire the shares (for example,
      upon exercise of an option) within 60 days of the date as of which the
      information is provided. In computing the percentage ownership of any
      person, the amount of shares outstanding is deemed to include the amount
      of shares beneficially owned by such person (and only such person) by
      reason of these acquisition rights. As a result, the percentage of
      outstanding shares of any person as shown in this table does not
      necessarily reflect the persons actual ownership or voting power with
      respect to the number of shares of common stock actually outstanding on
      December 13, 2007.
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Changes in Control

We are not aware of any arrangement which may result in a change
  in control in the future.

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

Except as described below, none of the following persons has
  any direct or indirect material interest in any transaction to which we were
  or are a party during the past two years, or in any proposed transaction to
  which we proposed to be a party:

|(A) | Any director or officer;
|--- | ------------------------

24

---

|(B) | Any person who beneficially owns, directly or indirectly,
      shares carrying more than 5% of the voting rights attached to our common
      stock; or                                              
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                       
|(C) | Any relative or spouse of any of the foregoing persons,
      or any relative of such spouse, who has the same house as such person or
      who is a director or officer of any parent or
subsidiary.

On August 21, 2002, we issued 5,500,000 total shares of common
stock to Curt White, our former President and a former director, at a price of
$0.001 per share. The shares were issued pursuant to Section 4(2) of the
Securities Act and are restricted shares as defined in the Securities Act.

Director Independence

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

|ITEM 13. | EXHIBITS.
|-------- | ---------

|Exhibit |                                                                                                                                                           
|------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibits                                                                                                                                   
|3.1     | Articles of Incorporation.(1)                                                                                                                             
|3.2     | Amendment to Articles of Incorporation
         name change to Aztek Ventures Inc.(1)                                                                    
|3.3     | Certificate of
        Change  2.5-for-1 Stock Split.(3)                                                                                                 
|3.4     | Amendment
        to Articles of Incorporation  name change to Genesis Uranium Corp.                                                                     
|3.5     | Bylaws, as amended.(1)                                                                                                                                    
|4.1     | Form of Share Certificate.(1)                                                                                                                             
|10.1    | Purchase Agreement
        dated September 19, 2002 between Patricia L. Shore and Tekaz Mining Corp.(1)                                                   
|10.2    | Purchase Agreement dated June
        25, 2007 between Yellowcake Resources Inc. and Tekaz Mining Corp.(2)                                                
|10.3    | Loan Agreement
        dated June 25, 2007 between Aztek Ventures Inc. and Caelum Finance Ltd.(2)                                                         
|10.4    | Management Consulting Agreement
        with David R. Deering.(4)                                                                                         
|14.1    | Code
        of Ethics.                                                                                                                                   
|21.1    | List
        of Subsidiaries.                                                                                                                             
|31.1    | Certification
        of Chief Executive Officer and Chief Financial Officer as adopted pursuant
        to Section 302 of the Sarbanes-Oxley Act of 2002.
|32.1    | Certification
        of Chief Executive Officer and Chief Financial Officer as adopted pursuant
        to Section 906 of the Sarbanes-Oxley Act of 2002.

Notes:

|(1) | Previously filed as an exhibit to our Registration
      Statement on Form SB-2 originally filed on April 13, 2006.
|--- | -------------------------------------------------------------------------------------------------------------------
|(2) | Previously filed as an exhibit to our Current Report on
      Form 8-K filed July 3, 2007.                         
|(3) | Previously filed as an exhibit to our Quarterly Report on
      Form 10-QSB filed July 16, 2007.                   
|(4) | Previously filed as an exhibit to our Current Report on
      Form 8-K filed September 19, 2007.                   

25

---

|ITEM 14. | PRINCIPAL ACCOUNTANT FEES AND SERVICES.
|-------- | ---------------------------------------

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

Year Ended August 31, 2007
    Year Ended August 31, 2006Audit Fees
      $9,800
    $5,500Audit Related Fees
    $0
    $0Tax Fees
    $0
    $0All Other Fees
      $0
    $2,500Total
      $9,800
    $8,000


26

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SIGNATURES

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

|                        | GENESIS URANIUM CORP.
|----------------------- | ---------------------
|                        |                      
|Date: December 14, 2007 |                      
|                        | By:                  
|                        |                      
|                        |                      
|                        |                      
|                        |                      

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

|Date: December 14, 2007 |     |                                                                     
|----------------------- | --- | --------------------------------------------------------------------
|                        | By: | /s/
      Randy White                                               
|                        |     | RANDY
      WHITE                                                   
|                        |     | Director, President, Secretary, Treasurer,                          
|                        |     | Chief Executive Officer and Chief Financial
      Officer           
|                        |     | (Principal Executive Officer and Principal
      Accounting Officer)

---