---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-K

(Mark One)

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

For the fiscal year ended January 31, 2009

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

For the transition period from [    ] to
[    ]

Commission file number 000-52010

INTERVIA INC.(Exact name
of registrant as specified in its charter)

|Nevada                                                               | N/A                                 
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)
|                                                                     |                                     
|                                                                     |                                     
|                                                                     |                                     
|3702 South Virginia Street, Suite G12-401 Reno, NV                   | 89502                               
|(Address of principal executive offices)                             | (Zip Code)                          

|Registrant's telephone number, including area code:
      202.470.4608
|----------------------------------------------------------------------
|                                                                      
|Securities registered pursuant to Section 12(b) of the
      Act:     

|Title of Each Class | Name of Each Exchange On Which Registered
|------------------- | -----------------------------------------
|N/A                 | N/A                                      

Securities registered pursuant to Section 12(g) of the Act:
Common stock, par value of $0.001 (Title of class)

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

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

---

Indicate by check mark whether the registrant: (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports) and (2) has been subject to such
filing requirements for the last 90 days.Yes[
]      No[X]

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Website, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-K (§229.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such
files).Yes[ ]      No[ ]

Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not
contained herein, and will not be contained, to the best of registrant's
knowledge, in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this Form 10-K.[
]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See definition of large accelerated filer, accelerated
filer and smaller reporting company in Rule 12b-2 of the Exchange Act.

|Large accelerated filer | [ ] | Accelerated filer         | [ ]
|----------------------- | --- | ------------------------- | ---
|Non-accelerated filer   | [ ] | Smaller reporting company | [X]

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

The aggregate market value of Common Stock held by
non-affiliates of the Registrant on December 6, 2010 was $30,000. The aggregate
market value has been computed by reference to a $0.02 per share price at which
the common equity was sold in the last private placement of the Registrant which
completed in October 2005.

Indicate the number of shares outstanding of each of the
registrants classes of common stock as of the latest practicable
date.3,500,000 as of December 6, 2010

DOCUMENTS INCORPORATED BY
REFERENCE 
None.

2

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TABLE OF CONTENTS

|Item
      1.  | Business                                                                                                                 | 4 
|-------------- | ------------------------------------------------------------------------------------------------------------------------ | --
|Item
      1A. | Risk
      Factors                                                                                                       | 6 
|Item
      1B. | Unresolved
      Staff Comments                                                                                          | 8 
|Item
      2.  | Properties                                                                                                               | 8 
|Item
      3.  | Legal
      Proceedings                                                                                                  | 8 
|Item
      4.  | [Removed
      and Reserved]                                                                                             | 8 
|Item
      5.  | Market
      for Registrants Common Equity, Related Stockholder Matters and Issuer
      Purchases of Equity Securities | 8 
|Item
      6.  | Selected
      Financial Data                                                                                            | 9 
|Item
      7.  | Managements
      Discussion and Analysis of Financial Condition and Results of Operations                              | 9 
|Item
      7A. | Quantitative
      and Qualitative Disclosures About Market Risk                                                         | 13
|Item
      8.  | Financial
      Statements and Supplementary Data                                                                        | 13
|Item
      9.  | Changes
      in and Disagreements With Accountants on Accounting and Financial
      Disclosure                         | 26
|Item
      9A. | Controls
      and Procedures                                                                                            | 25
|Item
      9B. | Other
      Information                                                                                                  | 26
|Item
      10. | Directors,
      Executive Officers and Corporate Governance                                                             | 26
|Item
      11. | Executive
      Compensation                                                                                             | 28
|Item
      12. | Security
      Ownership of Certain Beneficial Owners and Management and Related
      Stockholder Matters.              | 30
|Item
      13. | Certain
      Relationships and Related Transactions, and Director Independence                                          | 31
|Item
      14. | Principal
      Accounting Fees and Services                                                                             | 32
|Item
      15. | Exhibits,
      Financial Statement Schedules                                                                            | 32

3

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PART I

Item 1. Business

This annual report contains forward-looking statements. These
statements relate to future events or our future financial performance. In some
cases, you can identify forward-looking statements by terminology such as may,
should, expects, plans, anticipates, believes, estimates,
predicts, potential or continue or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors, including the risks in the
section entitled Risk Factors, that may cause our or our industrys actual
results, levels of activity, performance or achievements to be materially
different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the
forward-looking statements are reasonable, we cannot guarantee future results,
levels of activity, performance or achievements. Except as required by
applicable law, including the securities laws of the United States, we do not
intend to update any of the forward-looking statements to conform these
statements to actual results.

Our financial statements are stated in United States Dollars
(US$) and are prepared in accordance with United States Generally Accepted
Accounting Principles.

In this annual report, unless otherwise specified, all dollar
amounts are expressed in United States dollars and all references to common
shares refer to the common shares in our capital stock.

As used in this annual report, the terms we, us, our, and
Intervia mean Intervia Inc., unless the context clearly requires or states
otherwise.

Corporate Overview

The address of our principal executive office is 3702 South
Virginia Street, Suite G12-401, Reno, NV 89502. Our telephone number is (202)
470-4608.

Corporate History

We were incorporated in the State of Nevada on February 2,
2005. Our original business plan was to develop fuel cell technology and produce
fuel cells in China for indoor forklifts, scooters, underwater equipment (eg.
shallow underwater sightseeing submarines) that require a small size, longevity
of use and silent operation. During fiscal 2008 we suspended the development of
our products and business plan until we were able raise sufficient additional
financing. Since the suspension of our original business plan, our management
has been analyzing the various alternatives available to our company to ensure
our survival and to preserve our shareholder's investment in our common shares.
This analysis has included sourcing additional forms of financing to continue
our business as is, or mergers and/or acquisitions. At this stage in our
operations, we believe either course is acceptable, as our operations have not
been profitable and our future prospects for our business are not good without
further financing.

Our Current Business

We are now a company with no operations.

As of the date hereof, we have not been successful in our
development of fuel cell technology and production of fuel cells. Historically,
we have been able to raise a limited amount of capital through private
placements of our equity stock, but we are uncertain about our continued ability
to raise funds privately.

4

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Other than as set out herein, we have not entered into any
formal written agreements for a business combination or opportunity. If any such
agreement is reached, we intend to disclose such an agreement by filing a
current report on Form 8-K with the Securities and Exchange Commission.

During the year ended January 31, 2009, our management have
been analyzing the various alternatives available to our company to ensure our
survival and to preserve our shareholder's investment in our common shares. This
analysis has included sourcing additional forms of financing to continue our
business as is, or mergers and/or acquisitions. At this stage in our operations,
we believe either course is acceptable, as our operations have not been
profitable and our future prospects for our business are not good without
further financing.

We are focusing our preliminary merger/acquisition activities
on potential business opportunities with established business entities for the
merger of a target business with our company. In certain instances, a target
business may wish to become a subsidiary of our company or may wish to
contribute assets to our company rather than merge. We anticipate that any new
acquisition or business opportunities by our company will require additional
financing. There can be no assurance, however, that we will be able to acquire
the financing necessary to enable us to pursue our plan of operation. If our
company requires additional financing and we are unable to acquire such funds,
our business may fail.

In implementing a structure for a particular business
acquisition or opportunity, we may become a party to a merger, consolidation,
reorganization, joint venture, or licensing agreement with another corporation
or entity. We may also acquire stock or assets of an existing business. Upon the
consummation of a transaction, it is likely that our present management will no
longer be in control of our company and our existing business will close down.
In addition, it is likely that our officers and directors will, as part of the
terms of the acquisition transaction, resign and be replaced by one or more new
officers and directors.

We anticipate that the selection of a business opportunity in
which to participate will be complex and without certainty of success.
Management believes that there are numerous firms in various industries seeking
the perceived benefits of being a publicly registered corporation. Business
opportunities may be available in many different industries and at various
stages of development, all of which will make the task of comparative
investigation and analysis of such business opportunities extremely difficult
and complex.

We may seek a business opportunity with entities who have
recently commenced operations, or entities who wish to utilize the public
marketplace in order to raise additional capital in order to expand business
development activities, to develop a new product or service, or for other
corporate purposes. We may acquire assets and establish wholly-owned
subsidiaries in various businesses or acquire existing businesses as
subsidiaries.

At this stage, we can provide no assurance that we will be able
to locate compatible business opportunities, what additional financing we will
require to complete a combination or merger with another business opportunity or
whether the opportunity's operations will be profitable.

If we are unable to secure adequate capital to continue our
business or alternatively, complete a merger or acquisition, our shareholders
will lose some or all of their investment and our business will likely fail.

On July 15, 2010, we entered into an Option Agreement to
purchase a 100% interest in the Proteus Property. The Proteus Property is
located near Cobalt, Ontario and consists of three mineral claims comprising
nine units.

The agreement requires our company to make the following cash
payments:

| | a) | $25,000 upon the execution of the agreement
  (paid);                                  
| | -- | ---------------------------------------------------------------------------------------
| | b) | $25,000 payable on or before the first anniversary of the
      date of the agreement; 
| | c) | $25,000 payable on or before the second anniversary of
      the date of the agreement.

5

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Research and Development

We do not currently have a formal research and development
effort but we plan to continue to develop new products. We did not spend any
funds on research and development during the last two fiscal years.

Purchase of Significant Equipment

We do not intend to purchase any significant equipment over the
twelve months ending January 31, 2010.

Subsidiaries

We do not have any subsidiaries.

Corporate Offices

Our principal office is located at 3702 South Virginia Street,
Suite G12-401, Reno, NV 89502. We utilize the office space and equipment of our
management at no cost. We believe that this space is sufficient to meet our
present needs and do not anticipate any difficulty in securing alternative or
additional space, as needed, on terms acceptable to us.

Employees

We have no employees other than our management who devote only
a limited amount of time to our business.

Intellectual Property

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

REPORTS TO SECURITY HOLDERS

We are required to file annual, quarterly and current reports,
proxy statements and other information with the Securities and Exchange
Commission and our filings are available to the public over the internet at the
Securities and Exchange Commissions website at http://www.sec.gov. The public
may read and copy any materials filed by us with the Securities and Exchange
Commission at the Securities and Exchange Commissions Public Reference Room at
100 F Street N.E. Washington D.C. 20549. The public may obtain information on
the operation of the Public Reference Room by calling the Securities and
Exchange Commission at 1-800-732-0330. The SEC also maintains an Internet site
that contains reports, proxy and formation statements, and other information
regarding issuers that file electronically with the SEC, at
http://www.sec.gov.

Item 1A. Risk Factors

Risks Related to our Company

We have had negative cash flows from operations and if we
are not able to obtain further financing, our business operations may fail.

We had cash in the amount of $Nil as of January 31, 2009. We
anticipate that we may require additional financing while we are seeking a
suitable business opportunity or business combination. Further, we anticipate
that we will not have sufficient capital to fund our ongoing operations for the
next 12 months. We may be required to raise additional financing for a
particular business combination or business opportunity. We would likely secure
any additional financing necessary through loans from related or third parties.

There can be no assurance that, if required, any such financing
will be available upon terms and conditions acceptable to us, if at all. Our
inability to obtain additional financing in a sufficient amount when needed and
upon terms and conditions acceptable to us could have a materially
adverse effect upon our company. We will require further funds to finance the
development of any business opportunity that we acquire. There can be no
assurance that such funds will be available or available on terms satisfactory
to us. If additional funds are raised by issuing equity securities, further
dilution to existing or future shareholders is likely to result. If adequate
funds are not available on acceptable terms when needed, we may be required to
delay, scale back or eliminate the development of any business opportunity that
we acquire. Inadequate funding could also impair our ability to compete in the
marketplace, which may result in the dissolution of our company.

6

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We have a limited operating history and if we are not
successful in continuing to grow our business, then we may have to scale back or
even cease our ongoing business operations.

We have a limited operating history on which to base an
evaluation of our business and prospects. Our prospects must be considered in
light of the risks, uncertainties, expenses and difficulties frequently
encountered by companies seeking to acquire or establish a new business
opportunity. Some of these risks and uncertainties relate to our ability to
identify, secure and complete an acquisition of a suitable business opportunity.

We cannot be sure that we will be successful in addressing
these risks and uncertainties and our failure to do so could have a materially
adverse effect on our financial condition. In addition, our operating results
are dependent to a large degree upon factors outside of our control. There are
no assurances that we will be successful in addressing these risks, and failure
to do so may adversely affect our business.

It is unlikely that we will generate any or significant
revenues while we seek a suitable business opportunity. Our short and long-term
prospects depend upon our ability to select and secure a suitable business
opportunity. In order for us to make a profit, we will need to successfully
acquire a new business opportunity in order to generate revenues in an amount
sufficient to cover any and all future costs and expenses in connection with any
such business opportunity. Even if we become profitable, we may not sustain or
increase our profits on a quarterly or annual basis in the future.

We will, in all likelihood, sustain operating expenses without
corresponding revenues, at least until we complete a business combination or
acquire a business opportunity. This may result in our company incurring a net
operating loss which will increase continuously until we complete a business
combination or acquire a business opportunity that can generate revenues that
result in a net profit to us. There is no assurance that we will identify a
suitable business opportunity or complete a business combination.

We may be unsuccessful at identifying, acquiring and
operating suitable business opportunities and if we are unable to find, acquire
or operate a suitable opportunity for our company, we may never achieve
profitable operations.

We may not be able to find the right business opportunity for
our company to become engaged in or we may not succeed in becoming engaged in
the business opportunity we choose because we may not act fast enough or have
enough money or other attributes to attract the new business opportunity. Before
we begin to have any significant operations, we will have to become involved in
a viable business opportunity. In addition, in order to be profitable, we will
have to, among other things, hire consultants and employees, develop products
and/or services, market our products/services, ensure supply and develop a
customer base. There is no assurance that we will be able to identify,
negotiate, acquire and develop a business opportunity and we may never be
profitable.

We have a history of losses and have a deficit, which raises
substantial doubt about our ability to continue as a going concern.

We have not generated any revenues since our inception and we
will continue to incur operating expenses without revenues until we are in
commercial deployment. Our net loss from February 2, 2005 (date of inception) to
January 31, 2009 was $157,805. We had cash of $Nil as of January 31, 2009. We
currently do not have any operations and we have no income. We estimate our
average monthly operating expenses to be approximately $3,400 each month. We
cannot provide assurances that we will be able to successfully explore and
develop our business. These circumstances raise substantial doubt about our
ability to continue as a going concern as described in an explanatory paragraph
to our independent auditors report on our audited financial statements for the
year ended January 31, 2009. If we are unable to continue as a going concern,
investors will likely lose all of their investments in our company.

7

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Risks Associated with Our Common Stock

Our common stock is illiquid and shareholders may be unable
to sell their shares.

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

Trends, Risks and Uncertainties

We have sought to identify what we believe to be the most
significant risks to our business, but we cannot predict whether, or to what
extent, any of such risks may be realized nor can we guarantee that we have
identified all possible risks that might arise. Investors should carefully
consider all of such risk factors before making an investment decision with
respect to our common shares.

Item 1B. Unresolved Staff Comments

As a smaller reporting company, we are not required to
provide the information required by this Item.

Item 2. Properties

Our principal office is located at 3702 South Virginia Street,
Suite G12-401, Reno, NV 89502. We utilize the office space and equipment of our
management at no cost. We believe that this space is sufficient to meet our
present needs and do not anticipate any difficulty in securing alternative or
additional space, as needed, on terms acceptable to us.

Item 3. Legal Proceedings

We know of no material, existing or pending legal proceedings
against our company, nor are we involved as a plaintiff in any material
proceeding or pending litigation. There are no proceedings in which any of our
directors, officers or affiliates, or any registered or beneficial stockholder,
is an adverse party or has a material interest adverse to our interest.

Item 4. [Removed and Reserved]

PART II

Item 5. Market for Registrants Common Equity, Related
Stockholder Matters and Issuer Purchases of Equity Securities

Our shares of common stock were listed on the OTC Bulletin
Board on August 21, 2006 under the trading symbol ITVA. On June 19, 2009 our
symbol was removed from the OTC Bulletin Board for failure to file. During the
period August 21, 2006 to June 19, 2009, there were no trades of our common
stock.

Our shares are issued in registered form. Pacific Stock
Transfer Inc., 500 E Warm Springs Road, Las Vegas, NV 89119 (Telephone: (702)
361-3033; Facsimile: (702) 433-1979) is the registrar and transfer agent for our
common shares.

8

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On October 12, 2010, the shareholders' list showed 32
registered shareholders and 3,500,000 common shares outstanding.

Dividend Policy

We have not paid any cash dividends on our common stock and
have no present intention of paying any dividends on the shares of our common
stock. Our current policy is to retain earnings, if any, for use in our
operations and in the development of our business. Our future dividend policy
will be determined from time to time by our board of directors.

Recent Sales of Unregistered Securities; Use of Proceeds
from Registered Securities

No sale of unregistered securities took place during any of our
last three fiscal years.

Equity Compensation Plan Information

Except as disclosed below, we do not have a stock option plan
in favor of any director, officer, consultant or employee of our company.

Purchase of Equity Securities by the Issuer and Affiliated
Purchasers

We did not purchase any of our shares of common stock or other
securities during our fourth quarter of our fiscal year ended January 31,
2009.

Item 6. Selected Financial Data

As a smaller reporting company, we are not required to
provide the information required by this Item.

Item 7. Managements Discussion and Analysis of Financial
Condition and Results of Operations

The following discussion should be read in conjunction with our
audited financial statements and the related notes for the years ended January
31, 2009 and January 31, 2008 that appear elsewhere in this annual report. The
following discussion contains forward-looking statements that reflect our plans,
estimates and beliefs. Our actual results could differ materially from those
discussed in the forward looking statements. Factors that could cause or
contribute to such differences include, but are not limited to those discussed
below and elsewhere in this annual report, particularly in the section entitled
"Risk Factors" beginning on page 6 of this annual report.

Our audited financial statements are stated in United States
Dollars and are prepared in accordance with United States Generally Accepted
Accounting Principles.

Cash Requirements

Over the next twelve months we intend to use any funds that we
may have available to fund our operations.

For the next 12 months we plan to expend a total of
approximately $40,000 in searching for and acquiring a suitable business:

Expense
    
    Cost**$**General and administrative expenses
    $
    nilManagement and administrative costs
    $
    nilLegal Fees
    $
    20,000Auditor Fees
    $
    20,000Total
    $
    40,000


9

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We believe that we will require additional funds to implement
our growth strategy. These funds may be raised through equity financing, debt
financing, or other sources, which may result in further dilution in the equity
ownership of our shares. There is no assurance that we will be able to maintain
operations at a level sufficient for an investor to obtain a return on their
investment in our common stock. Further, we may continue to be unprofitable.

Our auditors have issued a going concern opinion for our year
ended January 31, 2009. This means that there is substantial doubt that we can
continue as an on-going business for the next twelve months unless we obtain
additional capital to pay our bills. As we had cash in the amount of $Nil and a
working capital deficiency in the amount of $83,305 as of January 31, 2009, we
do not have sufficient working capital to enable us to carry out our stated plan
of operation for the next twelve months. We plan to complete debt financings
and/or private placement sales of our common stock in order to raise the funds
necessary to pursue our plan of operation and to fund our working capital
deficit in order to enable us to pay our accounts payable and accrued
liabilities. We currently do not have any arrangements in place for the
completion of any debt financings or private placement financings and there is
no assurance that we will be successful in completing any debt financing or
private placement financing.

Purchase of Significant Equipment

We do not intend to purchase any significant equipment over the
twelve months ending January 31, 2010.

Research and Development

We do not intend to allocate any funds to research and
development over the twelve months ending January 31, 2010.

Results of Operations for the Years Ended January 31, 2009
and 2008

The following summary of our results of operations should be
read in conjunction with our audited financial statements for the years ended
January 31, 2009 and 2008.

Our operating results for the years ended January 31, 2009 and
2008 are summarized as follows:

Year EndedJanuary 312009
    
    
    2008Revenue
    $
    Nil
    
    $
    NilOperating Expenses
    $
    41,175
    
    $
    33,845Net Loss
    $
    (41,175
    )
    $
    (33,845
    )


Revenue

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

General and Administrative Expenses

Our general and administrative expenses for the year ended
January 31, 2009 and January 31, 2008 are outlined in the table below:

10

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Year EndedJanuary 312009
    
    
    2008Office
    $
    Nil
    
    $
    821Professional fees
    $
    38,652
    
    $
    32,939Transfer agent and filing
      fees
    $
    2,523
    
    $
    85


The increase in general and administrative expenses for the
year ended January 31, 2009, compared to the same period in fiscal 2008, was
mainly due to an increase in professional fees and transfer agent and filing
fees.

Liquidity and Financial Condition

Working CapitalAt January
    
    
    At January
    
    
    Percentage31, 2009
    
    
    31, 2008
    
    
    Increase/DecreaseCurrent Assets
    $
    Nil
    
    $
    Nil
    
    
    0%Current Liabilities
    $
    83,305
    
    $
    8,285
    
    
    905%Working Capital
    $
    (83,305
    )
    $
    (8,285
    )
    
    905%


Cash FlowsAt January
    
    
    At January31, 2009
    
    
    31, 2008Net cash used in operations
    $
    (30,310
    )
    $
    (29,575
    )Net cash used in investing activities
    $
    Nil
    
    $
    NilNet cash provided by
      financing activities
    $
    30,310
    
    $
    29,575Increase In Cash During The Period
    $
    Nil
    
    $
    Nil


We had cash in the amount of $Nil as of January 31, 2009 as
compared to $Nil as of January 31, 2008. We had a working capital deficit of
$83,305 as of January 31, 2009 compared to working capital deficit of $8,285 as
of January 31, 2008. The increase in net cash used in operations for the year
ended January 31, 2009, compared to the same period in fiscal 2008, was mainly
due to the inactivity of our company.

We have suffered recurring losses from operations. The
continuation of our company is dependent upon our company attaining and
maintaining profitable operations and raising additional capital as needed.

Future Financings

We will require additional funds to implement our growth
strategy in our new business. These funds may be raised through equity
financing, debt financing, or other sources, which may result in further
dilution in the equity ownership of our shares.

There can be no assurance that additional financing will be
available to us when needed or, if available, that it can be obtained on
commercially reasonable terms. If we are not able to obtain the additional
financing on a timely basis should it be required, or generate significant
material revenues from operations, we will not be able to meet our other
obligations as they become due and we will be forced to scale down or perhaps
even cease our operations.

Contractual Obligations

As a smaller reporting company, we are not required to
provide tabular disclosure obligations.

11

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Going Concern

We have suffered recurring losses from operations and are
dependent on our ability to raise capital from stockholders or other sources to
meet our obligations and repay our liabilities arising from normal business
operations when they become due. In their report on our audited financial
statements for the year ended January 31, 2009, our independent auditors
included an explanatory paragraph regarding concerns about our ability to
continue as a going concern. Our financial statements contain additional note
disclosure describing the circumstances that lead to this disclosure by our
independent auditors.

Off-Balance Sheet Arrangements

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

Critical Accounting Policies

The discussion and analysis of our financial condition and
results of operations are based upon our consolidated financial statements,
which have been prepared in accordance with the accounting principles generally
accepted in the United States of America. Preparing financial statements
requires management to make estimates and assumptions that affect the reported
amounts of assets, liabilities, revenue, and expenses. These estimates and
assumptions are affected by managements application of accounting policies. We
believe that understanding the basis and nature of the estimates and assumptions
involved with the following aspects of our financial statements is critical to
an understanding of our financial statements.

Use of Estimates

The preparation of financial statements in conformity with US
GAAP 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 periods. Actual results
could materially differ from those estimates and assumptions. Significant areas
requiring the use of management estimates relate to the expected tax rates for
future income tax recoveries and determining the fair values of financial
instruments.

Other Comprehensive Income

Our company follows standards for the reporting and display of
comprehensive income (loss) and our components in the financial statements.
During the years ended January 31, 2009 and 2008, our company had no components
that would cause comprehensive loss to be different than net loss.

Income Taxes

Our company uses the asset and liability method of accounting
for income taxes. Under this method, deferred income tax assets and liabilities
are recognized for the future tax consequences attributable to temporary
differences between the financial statements carrying amounts of assets and
liabilities and their respective tax bases. Deferred tax assets and liabilities
are measured using enacted tax rates expected to apply to taxable income in the
years in which those temporary differences are expected to be recovered or
settled.

Our company accounts for uncertainty in income taxes by
prescribing the recognition threshold that a tax position is required to meet
before any part of the benefit of that position may be recognized in the
financial statements.

Basic and Diluted Loss per Share

Basic loss per share is computed using the weighted average
number of common shares outstanding during the year. Diluted earnings per share
reflect the potential dilution that could occur if potentially dilutive
securities were exercised or converted to common stock. The dilutive effect of
options and warrants and their equivalent is computed by application of the
treasury stock method and the effect of convertible securities by the if
converted method. For the years presented, diluted loss per share is equal to
basic loss per share as our company does not have any dilutive securities.

12

---

Financial Instruments

The carrying value of our companys financial instruments,
consisting of accounts payable and accrued liabilities and amounts due to
related party approximates their fair value due to the short maturity of such
instruments. Unless otherwise noted, it is managements opinion that our company
is not exposed to significant interest, currency or credit risks arising from
these financial instruments.

Stock-based Compensation

Our company records the compensation cost related to
share-based payments, such as stock options and employee stock purchase plans,
in the financial statements based on the grant-date fair value of the award.

Recent Accounting Pronouncements

In May 2009, the Financial Accounting Standards Board (FASB)
issued guidance that establishes general standards of accounting for and
disclosure of events that occur subsequent to the balance sheet date but before
financial statements are issued. The statement defines two types of subsequent
events (1) recognized subsequent events, which provide additional evidence about
conditions that existed at the balance sheet date, and (2) non-recognized
subsequent events, which provide evidence about conditions that did not exist at
the balance sheet date, but arose before the financial statements were issued.
Recognized subsequent events are required to be recognized in the financial
statements, and non-recognized subsequent events are required to be disclosed.
The adoption had no material impact on our companys financial position, results
of operations or cash flows.

In June 2009, the FASB issued the Accounting Standards
Codification, which establishes a sole source of US authoritative GAAP. The
Codification is meant to simplify user access to all authoritative accounting
guidance by reorganizing US GAAP pronouncements into approximately ninety
accounting topics within a consistent structure; our purpose is not to create
new accounting and reporting guidance. The adoption of this guidance did not
have an effect on our companys results of operations, financial position or
cash flows.

Other pronouncements issued by the FASB or other authoritative
accounting standards groups with future effective dates are either not
applicable or are not expected to be significant to the financial statements of
our company.

Item 7A. Quantitative and Qualitative Disclosures About
Market Risk

As a smaller reporting company, we are not required to
provide the information required by this Item.

Item 8. Financial Statements and Supplementary Data

13

---

INTERVIA INC.(A Development Stage Company) 
    FINANCIAL STATEMENTSJanuary 31, 2009 
    (Stated in US
    Dollars)

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
  FIRM

BALANCE SHEETS

STATEMENTS OF OPERATIONS

STATEMENT OF STOCKHOLDERS DEFICIT

STATEMENTS OF CASH FLOWS

NOTES TO THE FINANCIAL STATEMENTS

14

---



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
  FIRM

To the Stockholders and Board of Directors of Intervia,
  Inc.

We have audited the accompanying balance sheets of Intervia,
  Inc. (a development stage company) as of January 31, 2009 and 2008 and the
  related statements of operations, stockholders deficit and cash flows for the
  years then ended and for the period from February 2, 2005 (inception) to January
  31, 2009. These financial statements are the responsibility of the Company's
  management. Our responsibility is to express an opinion on these financial
  statements based on our 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 whether
  the financial statements are free of material misstatement. The Company is not
  required to have, nor were we engaged to perform, an audit of its internal
  control over financial reporting. Our audits included consideration of internal
  control over financial reporting as a basis for designing audit procedures that
  are appropriate in the circumstances, but not for the purpose of expressing an
  opinion on the effectiveness of the Companys internal control over financial
  reporting. Accordingly, we express no such opinion. An audit includes examining,
  on a test basis, evidence supporting the amounts and disclosures in the
  financial statements. An audit also includes assessing the accounting principles
  used and significant estimates made by management, as well as evaluating the
  overall financial statement presentation. We believe that our audits provide a
  reasonable basis for our opinion.

In our opinion, based on our audits, these financial statements
  present fairly, in all material respects, the financial position of Intervia,
  Inc. as of January 31, 2009 and 2008 and the results of its operations and its
  cash flows for the years then ended and for the period from February 2, 2005
  (inception) to January 31, 2009 in accordance with accounting principles
  generally accepted in the United States of America.

The accompanying financial statements have been prepared
  assuming that the Company will continue as a going concern. As discussed in Note
  1 to the financial statements, the Company has no assets, has not generated
  revenues since inception, has incurred losses in developing its business, and
  further losses are anticipated. The Company requires additional funds to meet
  its obligations and the costs of its operations. These factors raise substantial
  doubt about the Companys ability to continue as a going concern. Managements
  plans in this regard are described in Note 1. The financial statements do not
  include any adjustments that might result from the outcome of this
  uncertainty.

/s/ DMCL

DALE MATHESON CARR-HILTON LABONTE LLPCHARTERED
  ACCOUNTANTS

Vancouver, Canada 
  December 7, 2010



15

---

|INTERVIA INC.                
|-----------------------------
|(A Development Stage Company)
|BALANCE SHEETS               
|(Stated in US Dollars)       

|                                                                                                                                                                                                                                       |   | January 31, |   |   | January 31, |  
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | - | ----------- | - | - | ----------- | -
|                                                                                                                                                                                                                                       |   | 2009        |   |   | 2008        |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|ASSETS                                                                                                                                                                                                                                 |   |             |   |   |             |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|TOTAL ASSETS                                                                                                                                                                                                                           | $ | -           |   | $ | -           |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|LIABILITIES AND STOCKHOLDERS
      DEFICIT                                                                                                                                                                                            |   |             |   |   |             |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|CURRENT LIABILITIES                                                                                                                                                                                                                    |   |             |   |   |             |  
|Accounts payable
      and accrued liabilities                                                                                                                                                                                         | $ | 15,135      |   | $ | 4,270       |  
|Due to related party (Note 2)                                                                                                                                                                                                          |   | 68,170      |   |   | 37,860      |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|TOTAL LIABILITIES                                                                                                                                                                                                                      |   | 83,305      |   |   | 42,130      |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|STOCKHOLDERS DEFICIT                                                                                                                                                                                                                  |   |             |   |   |             |  
|Capital stock (Note 4) 
           Authorized 
               75,000,000 common
      shares, $0.001 par value, 
           Issued and
      outstanding 
               
      3,500,000 common shares (January 31, 2008  3,500,000) |   | 3,500       |   |   | 3,500       |  
|Additional paid-in capital                                                                                                                                                                                                             |   | 71,000      |   |   | 71,000      |  
|Deficit accumulated during
      the development stage                                                                                                                                                                                 |   | (157,805    | ) |   | (116,630    | )
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|TOTAL STOCKHOLDERS
      DEFICIT                                                                                                                                                                                                      |   | (83,305     | ) |   | (42,130     | )
|                                                                                                                                                                                                                                       |   |             |   |   |             |  
|TOTAL LIABILITIES AND
      STOCKHOLDERS DEFICIT                                                                                                                                                                                      | $ | -           |   | $ | -           |  

Going concern contingency(Note 1)

Subsequent event(Note 6)

The accompanying notes are an integral part of these financial
  statements

16

---

|INTERVIA INC.                
|-----------------------------
|(A Development Stage Company)
|STATEMENTS OF OPERATIONS     
|(Stated in US Dollars)       

|                                                                        |   |             |   |   |             |   |   | February 2,    |  
|----------------------------------------------------------------------- | - | ----------- | - | - | ----------- | - | - | -------------- | -
|                                                                        |   | Year        |   |   | Year        |   |   | 2005           |  
|                                                                        |   | ended       |   |   | ended       |   |   | (Inception) to |  
|                                                                        |   | January 31, |   |   | January 31, |   |   | January 31,    |  
|                                                                        |   | 2009        |   |   | 2008        |   |   | 2009           |  
|                                                                        |   |             |   |   |             |   |   |                |  
|Operating Expenses                                                      |   |             |   |   |             |   |   |                |  
|Donated service                                                         | $ | -           |   | $ | -           |   | $ | 4,500          |  
|Office expenses                                                         |   | -           |   |   | 821         |   |   | 2,906          |  
|Professional
      fees                                                 |   | 38,652      |   |   | 32,939      |   |   | 147,791        |  
|Transfer agent and filing fees                                          |   | 2,523       |   |   | 85          |   |   | 2,608          |  
|                                                                        |   |             |   |   |             |   |   |                |  
|Net loss                                                                | $ | (41,175     | ) | $ | (33,845     | ) | $ | (157,805       | )
|                                                                        |   |             |   |   |             |   |   |                |  
|Basic and diluted loss per share                                        | $ | (0.01       | ) | $ | (0.01       | ) |   |                |  
|                                                                        |   |             |   |   |             |   |   |                |  
|Weighted average number of shares outstanding
       basic and diluted |   | 3,500,000   |   |   | 3,500,000   |   |   |                |  

The accompanying notes are an integral part of these financial
  statements

17

---

|INTERVIA INC.                     
|----------------------------------
|(A Development Stage Company)     
|STATEMENT OF STOCKHOLDERS DEFICIT
|(Stated in US Dollars)            

|                                                                                                |  |              |  |   |           |  |   |             |  |   | Deficit     |   |   |         |  
|----------------------------------------------------------------------------------------------- |  | ------------ |  | - | --------- |  | - | ----------- |  | - | ----------- | - | - | ------- | -
|                                                                                                |  |              |  |   |           |  |   |             |  |   | Accumulated |   |   |         |  
|                                                                                                |  |              |  |   |           |  |   | Additional  |  |   | During the  |   |   |         |  
|                                                                                                |  | Common Stock |  |   | Paid-in   |  |   | Development |  |   |             |  
|                                                                                                |  | Number       |  |   | Par Value |  |   | Capital     |  |   | Stage       |   |   | Total   |  
|                                                                                                |  |              |  |   |           |  |   |             |  |   |             |   |   |         |  
|Balance, February 2, 2005, 
      (Date of Inception)                                           |  | -            |  | $ | -         |  | $ | -           |  | $ | -           |   | $ | -       |  
|Capital stock issued for cash at 
      $0.02
      per share, October 30, 
      2005 (Note 4) |  | 3,500,000    |  |   | 3,500     |  |   | 66,500      |  |   | -           |   |   | 70,000  |  
|Net loss                                                                                        |  | -            |  |   | -         |  |   | -           |  |   | (4,013      | ) |   | (4,013  | )
|Balance, January 31, 2006                                                                       |  | 3,500,000    |  |   | 3,500     |  |   | 66,500      |  |   | (4,013      | ) |   | 65,987  |  
|Donated services (Note 3)                                                                       |  | -            |  |   | -         |  |   | 4,500       |  |   | -           |   |   | 4,500   |  
|Net loss                                                                                        |  | -            |  |   | -         |  |   | -           |  |   | (78,772     | ) |   | (78,772 | )
|Balance, January 31, 2007                                                                       |  | 3,500,000    |  |   | 3,500     |  |   | 71,000      |  |   | (82,785     | ) |   | (8,285  | )
|Net loss                                                                                        |  | -            |  |   | -         |  |   | -           |  |   | (33,845     | ) |   | (33,845 | )
|Balance, January 31, 2008                                                                       |  | 3,500,000    |  |   | 3,500     |  |   | 71,000      |  |   | (116,630    | ) |   | (42,130 | )
|Net loss                                                                                        |  | -            |  |   | -         |  |   | -           |  |   | (41,175     | ) |   | (41,175 | )
|Balance, January 31, 2009                                                                       |  | 3,500,000    |  | $ | 3,500     |  | $ | 71,000      |  | $ | (157,805    | ) | $ | (83,305 | )

The accompanying notes are an integral part of these financial
  statements

18

---

|INTERVIA INC.                
|-----------------------------
|(A Development Stage Company)
|STATEMENTS OF CASH FLOWS     
|(Stated in US Dollars)       

|                                                                                  |   |             |   |   |             |   |   | February 2, |  
|--------------------------------------------------------------------------------- | - | ----------- | - | - | ----------- | - | - | ----------- | -
|                                                                                  |   |             |   |   |             |   |   | 2005        |  
|                                                                                  |   | Year        |   |   | Year        |   |   | (Inception) |  
|                                                                                  |   | ended       |   |   | ended       |   |   | to          |  
|                                                                                  |   | January 31, |   |   | January 31, |   |   | January31,  |  
|                                                                                  |   | 2009        |   |   | 2008        |   |   | 2009        |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|CASH FLOWS FROM OPERATING ACTIVITIES                                              |   |             |   |   |             |   |   |             |  
|Net loss                                                                          | $ | (41,175     | ) | $ | (33,845     | ) | $ | (157,805    | )
|Item not requiring use of cash                                                    |   |             |   |   |             |   |   |             |  
|Donated capital                                                                   |   | -           |   |   | -           |   |   | 4,500       |  
|Adjustments to reconcile net loss to net cash
      used by operating activities: |   |             |   |   |             |   |   |             |  
|Increase (decrease) in accounts payable and accrued liabilities                   |   | 10,865      |   |   | 4,270       |   |   | 15,135      |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|Cash flows used in operating
      activities                                     |   | (30,310     | ) |   | (29,575     | ) |   | (138,170    | )
|                                                                                  |   |             |   |   |             |   |   |             |  
|CASH FLOWS FROM FINANCING
      ACTIVITIES                                        |   |             |   |   |             |   |   |             |  
|Due to related party                                                              |   | 30,310      |   |   | 29,575      |   |   | 68,170      |  
|Issuance of
      common shares                                                   |   | -           |   |   | -           |   |   | 70,000      |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|Cash flow from financing
      activities                                         |   | 30,310      |   |   | 29,575      |   |   | 138,170     |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|Change in cash                                                                    |   | -           |   |   | -           |   |   | -           |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|Cash, beginning                                                                   |   | -           |   |   | -           |   |   | -           |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|Cash, ending                                                                      | $ | -           |   | $ | -           |   | $ | -           |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|Supplemental cash flow information                                                |   |             |   |   |             |   |   |             |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|Cash paid for interest                                                            | $ | -           |   | $ | -           |   | $ | -           |  
|                                                                                  |   |             |   |   |             |   |   |             |  
|Cash paid for income
      taxes                                                  | $ | -           |   | $ | -           |   | $ | -           |  

The accompanying notes are an integral part of these financial
  statements

19

---

|INTERVIA INC.                    
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|January 31, 2009                 
|(Stated in US Dollars)           

1. NATURE OF BUSINESS

Intervia, Inc. (the Company) was incorporated in the State of
  Nevada on February 2, 2005. The Company was previously in the business of
  developing fuel cell products in China. During fiscal 2008, the Company
  suspended the development of their fuel cell products due to the inability to
  raise sufficient additional financing. Management is currently focusing on
  identifying, evaluating and negotiating new business opportunities. Subsequent
  to year end, the Company entered into an Option Agreement (the Agreement) to
  purchase an interest in a mineral property (Note 6).

The Company is considered to be a development stage company,
  has no assets and has not generated any revenues from operations. The Companys
  shares were de-listed from the OTC-BB subsequent to filing the 10Q for the
  period ended October 31, 2008. The Company has not been in compliance with the
  filing requirements of the Securities Exchange Commission (SEC). The Company
  is currently in the process of completing all the required filings with the SEC
  to enable the Company to reinstate its shares for trading on the OTC-BB. The
  Company will obtain additional funding by borrowing funds from its director and
  officer, or by private placement of common stock. There can be no assurance that
  the Company will be successful in its efforts to raise additional financing or
  if financing is available, that it will be on terms that are acceptable to the
  Company.

The accompanying financial statements have been prepared
  assuming the Company will continue as a going concern. As of January 31, 2009,
  the Company has not yet achieved profitable operations and has accumulated a
  deficit of $157,805 since inception. Its ability to continue as a going concern
  is dependent upon the ability of the Company to obtain the necessary financing
  to meet its obligations and pay its liabilities arising from normal business
  operations when they come due. The outcome of these matters cannot be predicted
  with any certainty at this time which raises substantial doubt that the Company
  will be able to continue as a going concern. These financial statements do not
  include any adjustments to the amounts and classification of assets and
  liabilities that may be necessary should the Company be unable to continue as a
  going concern. These factors raise substantial doubt regarding the Companys
  ability to continue as a going concern.

Management is also aware that material uncertainties exist,
  related to current economic conditions, which could cast doubt about the
  entitys ability to continue to finance its activities. It is expected that the
  Company will incur further losses in the development of its business, all of
  which casts substantial doubt about the Companys ability to continue as a going
  concern.

2. SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The financial statements of the Company have been prepared in
  accordance with accounting principles generally accepted in the United States of
  America (US GAAP) and are expressed in U.S. dollars. The Companys fiscal
  year-end is January 31.

Use of Estimates

The preparation of financial statements in conformity with US
  GAAP 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 periods. Actual results
  could materially differ from those estimates and assumptions. Significant areas

20

---

|INTERVIA INC.                    
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|January 31, 2009                 
|(Stated in US Dollars)           

2. SIGNIFICANT ACCOUNTING POLICIES (contd)

Use of Estimates(contd)

requiring the use of management estimates relate to the
  expected tax rates for future income tax recoveries and determining the fair
  values of financial instruments.

Other Comprehensive Income

The Company follows standards for the reporting and display of
  comprehensive income (loss) and its components in the financial statements.
  During the years ended January 31, 2009 and 2008, the Company had no components
  that would cause comprehensive loss to be different than net loss.

Income Taxes

The Company uses the asset and liability method of accounting
  for income taxes. Under this method, deferred income tax assets and liabilities
  are recognized for the future tax consequences attributable to temporary
  differences between the financial statements carrying amounts of assets and
  liabilities and their respective tax bases. Deferred tax assets and liabilities
  are measured using enacted tax rates expected to apply to taxable income in the
  years in which those temporary differences are expected to be recovered or
  settled.

The Company accounts for uncertainty in income taxes by
  prescribing the recognition threshold that a tax position is required to meet
  before any part of the benefit of that position may be recognized in the
  financial statements.

Basic and Diluted Loss per Share

Basic loss per share is computed using the weighted average
  number of common shares outstanding during the year. Diluted earnings per share
  reflect the potential dilution that could occur if potentially dilutive
  securities were exercised or converted to common stock. The dilutive effect of
  options and warrants and their equivalent is computed by application of the
  treasury stock method and the effect of convertible securities by the if
  converted method. For the years presented, diluted loss per share is equal to
  basic loss per share as the Company does not have any dilutive securities.

Financial Instruments

The carrying value of the Companys financial instruments,
  consisting of accounts payable and accrued liabilities and amounts due to
  related party approximates their fair value due to the short maturity of such
  instruments. Unless otherwise noted, it is managements opinion that the Company
  is not exposed to significant interest, currency or credit risks arising from
  these financial instruments.

Stock-based Compensation

The Company records the compensation cost related to
  share-based payments, such as stock options and employee stock purchase plans,
  in the financial statements based on the grant-date fair value of the award.

21

---

|INTERVIA INC.                    
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|January 31, 2009                 
|(Stated in US Dollars)           

2. SIGNIFICANT ACCOUNTING POLICIES (contd)

Recent Accounting Pronouncements

In May 2009, the Financial Accounting Standards Board (FASB)
  issued guidance that establishes general standards of accounting for and
  disclosure of events that occur subsequent to the balance sheet date but before
  financial statements are issued. The statement defines two types of subsequent
  events (1) recognized subsequent events, which provide additional evidence about
  conditions that existed at the balance sheet date, and (2) non-recognized
  subsequent events, which provide evidence about conditions that did not exist at
  the balance sheet date, but arose before the financial statements were issued.
  Recognized subsequent events are required to be recognized in the financial
  statements, and non-recognized subsequent events are required to be disclosed.
  The adoption had no material impact on the Companys financial position, results
  of operations or cash flows.

In June 2009, the FASB issued the Accounting Standards
  Codification, which establishes a sole source of US authoritative GAAP. The
  Codification is meant to simplify user access to all authoritative accounting
  guidance by reorganizing US GAAP pronouncements into approximately ninety
  accounting topics within a consistent structure; its purpose is not to create
  new accounting and reporting guidance. The adoption of this guidance did not
  have an effect on the Companys results of operations, financial position or
  cash flows.

Other pronouncements issued by the FASB or other authoritative
  accounting standards groups with future effective dates are either not
  applicable or are not expected to be significant to the financial statements of
  the Company.

3. RELATED PARTY TRANSACTIONS

The Company recognized donated services from May 1, 2006 to
  January 31, 2007 to directors of the Company for office administration fees and
  rent of office premises, valued at $500 per month. During the year ended January
  31, 2009, the Company has recorded $Nil (2008 - $Nil) in donated services.

Amount due to related party at January 31, 2009 and 2008 is
  non-interest bearing, unsecured, with no stated terms of repayment.

All related party transactions are measured at the exchange
  amount which is determined by management to approximate their fair value.

4. COMMON STOCK

In October 2005, the Company issued 3,500,000 shares of common
  stock at a price of $0.02 per share for total proceeds of $70,000.

Common shares

The common shares of the Company are all of the same class, are
  voting and entitle stockholders to receive dividends. Upon liquidation or
  wind-up, stockholders are entitled to participate equally with respect to any
  distribution of net assets or any dividends which may be declared.

22

---

|INTERVIA INC.                    
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|January 31, 2009                 
|(Stated in US Dollars)           

4. COMMON STOCK (contd)

Additional paid-in capital

The excess of proceeds received for shares of common stock over
  their par value of $0.001, less share issue costs, is credited to additional
  paid-in capital.

At January 31, 2009 and 2008, the Company had no issued or
  outstanding stock options or warrants.

5. INCOME TAXES

The Company is subject to United States federal and state
  income taxes at an approximate rate of 34%. The reconciliation of the provision
  for income taxes at the United States federal statutory rate compared to the
  Companys income tax expense as reported is as follows:

2009
      
      
      2008Net loss before income taxes
      $
      (41,175
      )
      $
      (33,845
      )Statutory tax rate
      
      34%
      
      
      34%Income tax recovery
      
      (14,000
      )
      
      (11,507
      )Valuation allowance
      
      14,000
      
      
      11,507$
      -
      
      $
      -


The amount taken into income as deferred income tax assets must
  reflect that portion of the income tax loss carry forwards that is more
  likely-than-not to be realized from future operations. The Company has chosen to
  provide a full valuation allowance against all available income tax loss carry
  forwards, regardless of their time of expiry.

The Company has not filed income tax returns since inception in
  the United States. Tax authorities prescribe penalties for failing to file
  certain tax returns and supplemental disclosures. Upon filing there could be
  penalties and interest assessed. Such penalties vary by jurisdiction and by
  assessing practices and authorities. As the Company has incurred losses since
  inception there would be no known or anticipated exposure to penalties for
  income tax liability. However, certain jurisdictions may assess penalties for
  failing to file returns and other disclosures and for failing to file other
  supplementary information associated with foreign ownership, debt and equity
  positions. Inherent uncertainties arise over tax positions taken, or expected to
  be taken, with respect to transfer pricing, inter-company charges and
  allocations, financing charges, fees, related party transactions, tax credits,
  tax based incentives and stock based transactions.

Management has considered the likelihood and significance of
  possible penalties associated with its current and intended filing positions and
  has determined, based on their assessment, that such penalties, if any, would
  not be expected to be material.

No provision for income taxes has been provided in these
  financial statements due to the net loss for the years ended January 31, 2009
  and 2008. At January 31, 2009, the Company has net operating loss carryforwards,
  which expire commencing in 2025. The potential tax benefit of these losses may
  be limited due to certain change in ownership provisions under Section 382 of
  the Internal Revenue Code (IRS) and similar state provisions.

23

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|INTERVIA INC.                    
|---------------------------------
|(A Development Stage Company)    
|NOTES TO THE FINANCIAL STATEMENTS
|January 31, 2009                 
|(Stated in US Dollars)           

5. INCOME TAXES (contd)

IRS Section 382 places a limitation (the Section 382
  Limitation) on the amount of taxable income which can be offset by net
  operating loss carryforwards after a change in control (generally greater than a
  50% change in ownership) of a loss corporation. Generally, after a control
  change, a loss corporation cannot deduct operating loss carryforwards in excess
  of the Section 382 Limitation. Due to these change in ownership provisions,
  utilization of the net operating loss and tax credit carryforwards may be
  subject to an annual limitation regarding their utilization against taxable
  income in future periods. The Company has not concluded its analysis of Section
  382 through January 31, 2009, but believes that the provisions will not limit
  the availability of losses to offset future income.

6. SUBSEQUENT EVENT

On July 15, 2010, the Company entered into an Option Agreement
  to purchase a 100% interest in certain claims comprising the Proteus Property,
  located near Cobalt, Ontario.

The agreement requires the Company to make the following
  payments and incur the following amounts on exploration and development:

a) $25,000 cash upon the execution of
  the agreement (paid); 
  b) an additional $25,000 cash and incur $75,000 in
  exploration expenditures by July 15, 2011; 
  c) an additional $25,000 cash and
  incur an additional $100,000 in exploration expenditures by July 15, 2012; and 
  d) incur an additional $150,000 in exploration expenditures by July 15,
  2013.

The property is subject to a 2% Net Smelter Royalty, which the
  Company has the right to purchase in 25% increments for $500,000, on or before
  12 months from the date of production.

24

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Item 9. Changes in and Disagreements With Accountants on
Accounting and Financial Disclosure

There were no disagreements with our accountants related to
accounting principles or practices, financial statement disclosure, internal
controls or auditing scope or procedure during the two fiscal years and
subsequent interim periods.

Item 9A. Controls and Procedures

Managements Report on Disclosure Controls and
Procedures

We maintain disclosure controls and procedures that are
designed to ensure that the information disclosed in the reports we file with
the Securities and Exchange Commission under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commissions rules and forms, and that such information
is accumulated and communicated to our president (our principal executive
officer and our principal financial and accounting officer), as appropriate, to
allow timely decisions regarding required disclosure.

Management, including our president (our principal executive
officer and our principal financial and accounting officer), evaluated the
effectiveness of our disclosure controls and procedures, as of January 31, 2009,
in accordance with Rules 13a-15(b) and 15d-15(b) of the Securities and Exchange
Act of 1934, as amended are effective to ensure the information required to be
disclosed by us in the reports that we file or submit under the Securities and
Exchange Act of 1934, as amended is recorded, processed, summarized and reported
within the time period specified in SEC rules and forms.

Our management, including our president (our principal
executive officer and our principal financial and accounting officer), do not
expect that our disclosure controls, and procedures or internal controls will
prevent all possible error and fraud. Our disclosure controls and procedures
are, however, designed to provide reasonable assurance of achieving their
objectives, and our president (our principal executive officer and our principal
financial and accounting officer) have concluded that our financial controls and
procedures are effective at that reasonable assurance level.

Managements Report on Internal Control over Financial
Reporting

Our management is responsible for establishing and maintaining
adequate internal control over financial reporting. Responsibility, estimates
and judgments by management are required to assess the expected benefits and
related costs of control procedures. The objectives of internal control include
providing management with reasonable, but not absolute, assurance that assets
are safeguarded against loss from unauthorized use or disposition, and that
transactions are executed in accordance with managements authorization and
recorded properly to permit the preparation of consolidated financial statements
in conformity with accounting principles generally accepted in the United
States. Our management assessed the effectiveness of our internal control over
financial reporting as of January 31, 2009. In making this assessment, our
management used the criteria set forth by the Committee of Sponsoring
Organizations of the Treadway Commission (COSO) in Internal
Control-Integrated Framework. Our management has concluded that, as of
January 31, 2009, our internal control over financial reporting was effective in
providing reasonable assurance regarding the reliability of financial reporting
and the preparation of financial statements for external purposes in accordance
with US generally accepted accounting principles. Our management reviewed the
results of their assessment with our Board of Directors.

This annual report does not include an attestation report of
our companys registered public accounting firm regarding internal control over
financial reporting. Managements report was not subject to attestation by our
Companys registered public accounting firm pursuant to temporary rules of the
Securities and Exchange Commission that permit our company to provide only
managements report in this annual report.

25

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Inherent limitations on effectiveness of
controls

Internal control over financial reporting has inherent
limitations which include but is not limited to the use of independent
professionals for advice and guidance, interpretation of existing and/or
changing rules and principles, segregation of management duties, scale of
organization, and personnel factors. Internal control over financial reporting
is a process which involves human diligence and compliance and is subject to
lapses in judgment and breakdowns resulting from human failures. Internal
control over financial reporting also can be circumvented by collusion or
improper management override. Because of its inherent limitations, internal
control over financial reporting may not prevent or detect misstatements on a
timely basis, however these inherent limitations are known features of the
financial reporting process and it is possible to design into the process
safeguards to reduce, though not eliminate, this risk. Therefore, even those
systems determined to be effective can provide only reasonable assurance with
respect to financial statement preparation and presentation. Projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may deteriorate.

Changes in Internal Control over Financial
Reporting

There have been no changes in our internal controls over
financial reporting that occurred during the year ended January 31, 2009 that
have materially or are reasonably likely to materially affect, our internal
controls over financial reporting.

Item 9B. Other Information

On August 26, 2010, Glenn M. Morimoto resigned as president,
chief executive officer, secretary, treasurer, chief financial officer and as a
director of our company.

On August 26, 2010, Patrick Laferriere was elected a director
of our company and was appointed president and secretary, treasurer and chief
financial officer.

PART III

Item 10. Directors, Executive Officers and Corporate
Governance

The following individuals serve as the directors and executive
officers of our company as of the date of this annual report. All directors of
our company hold office until the next annual meeting of our shareholders or
until their successors have been elected and qualified. The executive officers
of our company are appointed by our board of directors and hold office until
their death, resignation or removal from office.

|Name               | Position Held
      with the Company                                        | Age | Date First Elected or
  Appointed
|------------------ | --------------------------------------------------------------------------- | --- | ---------------------------------
|Patrick Laferriere | President, Secretary,
      Treasurer, Chief Financial Officer and Director | 35  | August 26, 2010                  

Business Experience

The following is a brief account of the education and business
experience during at least the past five years of each director, executive
officer and key employee of our company, indicating the persons principal
occupation during that period, and the name and principal business of the
organization in which such occupation and employment were carried out.

26

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Patrick Laferriere  President, Secretary, Treasurer, Chief
Financial Officer and Director

Mr. Laferriere has over 12 years experience in project
management and development. Since 2005 Mr. Laferriere has served as General
Manager for Quesnel Inc, an Ontario based distributor. There Mr. Laferriere
oversaw and controlled the daily operations. In 1997 Mr. Laferriere started his
business career as director of sales for R.B Distributors, a Northern Ontario
specialized food distributor. Mr. Laferriere was appointed vice president in
2000 where he was instrumental in doubling sales. Mr. Laferrieres vision,
integrity and leadership have led him to participate in start up companies who
relied on him to oversee their entire business and to control the bottom
line.

Family Relationships

There are no family relationships between any of our directors,
executive officers and proposed directors or executive officers.

Involvement in Certain Legal Proceedings

None of our directors, executive officers, promoters or control
persons has been involved in any of the following events during the past five
years:

|1. | any bankruptcy petition filed by or against any business
      of which such person was a general partner or executive officer either at
      the time of the bankruptcy or within two years prior to that
  time;                                                                                                           
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                               
|2. | any conviction in a criminal proceeding or being subject
      to a pending criminal proceeding, excluding traffic violations and other
      minor offences;                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                               
|3. | being subject to any order, judgment or decree, not
      subsequently reversed, suspended or vacated, of any court of competent
      jurisdiction, permanently or temporarily enjoining, barring, suspending or
      otherwise limiting his involvement in any type of business, securities or
      banking activities; or
|   |                                                                                                                                                                                                                                                                                                                               
|4. | being found by a court of competent jurisdiction in a
      civil action, the Securities and Exchange Commission or the Commodity
      Futures Trading Commission to have violated a federal or state securities
      or commodities law, and the judgment has not been reversed, suspended, or
      vacated.              

Compliance with Section 16(a) of the Securities Exchange Act
of 1934

Section 16(a) of the Securities Exchange Act of 1934, as
amended, requires our executive officers and directors and persons who own more
than 10% of a registered class of our equity securities to file with the
Securities and Exchange Commission initial statements of beneficial ownership,
reports of changes in ownership and annual reports concerning their ownership of
our shares of common stock and other equity securities, on Forms 3, 4 and 5,
respectively. Executive officers, directors and greater than 10% shareholders
are required by the Securities and Exchange Commission regulations to furnish us
with copies of all Section 16(a) reports they file.

Based solely on our review of the copies of such forms received
by our company, or written representations from certain reporting persons that
no Form 5s were required for those persons, we believe that, during the fiscal
year ended January 31, 2009, all filing requirements applicable to our officers,
directors and greater than 10% beneficial owners as well as our officers,
directors and greater than 10% beneficial owners of our subsidiaries were
complied with.

Code of Ethics

Our company's board of directors adopted a Code of Business
Conduct and Ethics that applies to, among other persons, members of our board of
directors, our company's officers including our president, chief executive
officer and chief financial officer, employees, consultants and advisors. As
adopted, our Code of Business Conduct and Ethics sets forth written standards
that are designed to deter wrongdoing and to promote:

27

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|1. | honest and ethical conduct, including the ethical
      handling of actual or apparent conflicts of interest between personal and
      professional relationships;                                                          
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                              
|2. | full, fair, accurate, timely, and understandable
      disclosure in reports and documents that we file with, or submit to, the
      Securities and Exchange Commission and in other public communications made
      by us;
|   |                                                                                                                                                                                                                              
|3. | compliance with applicable governmental laws, rules and
      regulations;                                                                                                                                                   
|   |                                                                                                                                                                                                                              
|4. | the prompt internal reporting of violations of the Code
      of Business Conduct and Ethics to an appropriate person or persons
      identified in the Code of Business Conduct and Ethics; and                            
|   |                                                                                                                                                                                                                              
|5. | accountability for adherence to the Code of Business
      Conduct and Ethics.                                                                                                                                               

Our Code of Business Conduct and Ethics requires, among other
things, that all of our company's Senior Officers commit to timely, accurate and
consistent disclosure of information; that they maintain confidential
information; and that they act with honesty and integrity.

In addition, our Code of Business Conduct and Ethics emphasizes
that all employees, and particularly Senior Officers, have a responsibility for
maintaining financial integrity within our company, consistent with generally
accepted accounting principles, and federal and state securities laws. Any
Senior Officer who becomes aware of any incidents involving financial or
accounting manipulation or other irregularities, whether by witnessing the
incident or being told of it, must report it to our company. Any failure to
report such inappropriate or irregular conduct of others is to be treated as a
severe disciplinary matter. It is against our company policy to retaliate
against any individual who reports in good faith the violation or potential
violation of our company's Code of Business Conduct and Ethics by another.

Our Code of Business Conduct and Ethics is being filed with the
Securities and Exchange Commission as Exhibit 14.1 to our annual report for the
year ended January 31, 2009. We will provide a copy of the Code of Business
Conduct and Ethics to any person without charge, upon request. Requests can be
sent to: Intervia Inc., 3702 South Virginia Street, Suite G12-401, Reno, NV
89502.

Audit Committee and Audit Committee Financial Expert

Our board of directors has determined that it does not have a
member of its audit committee that qualifies as an "audit committee financial
expert" as defined in Item 407(d)(5)(ii) of Regulation S-K, and is "independent"
as the term is used in Item 7(d)(3)(iv) of Schedule 14A under the Securities
Exchange Act of 1934, as amended.

We believe that the members of our board of directors are
collectively capable of analyzing and evaluating our financial statements and
understanding internal controls and procedures for financial reporting. We
believe that retaining an independent director who would qualify as an "audit
committee financial expert" would be overly costly and burdensome and is not
warranted in our circumstances given the early stages of our development and the
fact that we have not generated any material revenues to date. In addition, we
currently do not have nominating, compensation or audit committees or committees
performing similar functions nor do we have a written nominating, compensation
or audit committee charter. Our board of directors does not believe that it is
necessary to have such committees because it believes the functions of such
committees can be adequately performed by our board of directors.

Item 11. Executive Compensation

The particulars of the compensation paid to the following
persons:

- our principal executive officer;
- each of our two most highly compensated executive officers who were serving
  as executive officers at the end of the years ended January 31, 2009 and 2008;
  and
- up to two additional individuals for whom disclosure would have been
  provided under (b) but for

28

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the fact that the individual was not serving as our executive
officer at the end of the years ended January 31, 2009 and 2008,

who we will collectively refer to as the named executive
officers of our company, are set out in the following summary compensation
table, except that no disclosure is provided for any named executive officer,
other than our principal executive officers, whose total compensation did not
exceed $100,000 for the respective fiscal year:

SUMMARY COMPENSATION
      TABLEName and Principal
      Position
    Year
    Salary      ($)
    Bonus      ($)
    Stock      Awards ($)
    Option      Awards ($)
    Non-Equity      Incentive Plan Compensation ($)
    Change in Pension
      Value and Nonqualified Deferred
      Compensation Earnings ($)
    All Other
      Compensation ($)
    Total      ($)Patrick Laferriere(1)President,
      Secretary, Treasurer, Chief Financial
      Officer and Director
    2009 
      2008
    N/A 
      N/A
    N/A 
      N/A
    N/A 
      N/A
    N/A 
      N/A
    N/A N/A
    N/A N/A
    N/A N/A
    N/A 
    N/AGlenn Morimoto(2)Former President,
      Secretary, Treasurer, Chief Financial
      Officer and Director
    2009 
      2008
    Nil 
      Nil
    Nil 
      Nil
    Nil 
      Nil
    Nil 
      Nil
    Nil Nil
    Nil Nil
    Nil Nil
    Nil 
      Nil


(1) Mr. Laferriere was elected a director and appointed
President, Secretary, Treasurer and Chief Financial Officer on August 26,
2010.

(2) Mr. Morimoto was elected a director and appointed
President, Secretary, Treasurer and Chief Financial Officer on March 5, 2007 and
resigned all positions on August 26, 2010.

There are no compensatory plans or arrangements with respect to
our executive officers resulting from their resignation, retirement or other
termination of employment or from a change of control.

Stock Option Plan

Currently, we do not have a stock option plan in favor of any
director, officer, consultant or employee of our company.

Stock Options/SAR Grants

During our fiscal year ended January 31, 2009 there were no
options granted to our named officers or directors.

Outstanding Equity Awards at Fiscal Year End

No equity awards were outstanding as of the year ended January
31, 2009.

Option Exercises

During our Fiscal year ended January 31, 2009 there were no
options exercised by our named officers.

29

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Compensation of Directors

We do not have any agreements for compensating our directors
for their services in their capacity as directors, although such directors are
expected in the future to receive stock options to purchase shares of our common
stock as awarded by our board of directors.

We have determined that none of our directors are independent
directors, as that term is used in Item 7(d)(3)(iv)(B) of Schedule 14A under the
Securities Exchange Act of 1934, as amended, and as defined by Rule
4200(a)(15) of the NASDAQ Marketplace Rules.

Pension, Retirement or Similar Benefit Plans

There are no arrangements or plans in which we provide pension,
retirement or similar benefits for directors or executive officers. We have no
material bonus or profit sharing plans pursuant to which cash or non-cash
compensation is or may be paid to our directors or executive officers, except
that stock options may be granted at the discretion of the board of directors or
a committee thereof.

Indebtedness of Directors, Senior Officers, Executive
Officers and Other Management

None of our directors or executive officers or any associate or
affiliate of our company during the last two fiscal years, is or has been
indebted to our company by way of guarantee, support agreement, letter of credit
or other similar agreement or understanding currently outstanding.

Family Relationships

There are no family relationships between any of our directors,
executive officers or directors.

Involvement in Certain Legal Proceedings

Our directors, executive officers and control persons have not
been involved in any of the following events during

1.      any bankruptcy petition filed
by or against any business of which such person was a general partner or
executive officer either at the time of the bankruptcy or within two years prior
to that time;

2.      any conviction in a criminal
proceeding or being subject to a pending criminal proceeding (excluding traffic
violations and other minor offences);

3.      being subject to any order,
judgment, or decree, not subsequently reversed, suspended or vacated, of any
court of competent jurisdiction, permanently or temporarily enjoining, barring,
suspending or otherwise limiting his involvement in any type of business,
securities or banking activities; or

4.      being found by a court of
competent jurisdiction (in a civil action), the Commission or the Commodity
Futures Trading Commission to have violated a federal or state securities or
commodities law, and the judgment has not been reversed, suspended, or
vacated.

Item 12. Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters

The following table sets forth, as of October 12, 2010, certain
information with respect to the beneficial ownership of our common shares by
each shareholder known by us to be the beneficial owner of more than 5% of our
common shares, as well as by each of our current directors and executive
officers as a group. Each person has sole voting and investment power with
respect to the shares of common stock, except as otherwise indicated. Beneficial
ownership consists of a direct interest in the shares of common stock, except as
otherwise indicated.

30

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Name and Address of Beneficial
      Owner
    Title of Class
    Amount and Nature of
      Beneficial Ownership
    Percentage of
      Class(1)Patrick Laferriere Ontario, Canada
    Common
    Nil
    0.0%Directors and Officers as a group
    Common
    2,000,000
    0.0%Kai Kang Shandong, China
    Common
    1,000,000
    28.57%Zeyan Yao Shandong, China
    Common
    1,000,000
    28.57%


| | (1) | Under Rule 13d-3, a beneficial owner of a security
      includes any person who, directly or indirectly, through any contract,
      arrangement, understanding, relationship, or otherwise has or shares: (i)
      voting power, which includes the power to vote, or to direct the voting of
      shares; and (ii) investment power, which includes the power to dispose or
      direct the disposition of shares. 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 October 12, 2010 .As of October 12, 2010,
      there were 3,500,000 shares of our companys common stock issued and
      outstanding.
| | --- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Changes in Control

We are unaware of any contract or other arrangement or
provisions of our Articles or Bylaws the operation of which may at a subsequent
date result in a change of control of our company. There are not any provisions
in our Articles or Bylaws, the operation of which would delay, defer, or prevent
a change in control of our company.

Item 13. Certain Relationships and Related Transactions, and
Director Independence

Except as disclosed herein, no director, executive officer,
shareholder holding at least 5% of shares of our common stock, or any family
member thereof, had any material interest, direct or indirect, in any
transaction, or proposed transaction since the year ended January 31, 2009, in
which the amount involved in the transaction exceeded or exceeds the lesser of
$120,000 or one percent of the average of our total assets at the year end for
the last three completed fiscal years.

Director Independence

We currently act with one director, consisting of Patrick
Laferriere. We have determined that our director is not an independent
director as defined in NASDAQ Marketplace Rule 4200(a)(15).

We do not have a standing audit, compensation or nominating
committee, but our entire board of directors acts in such capacities. We believe
that our members of our board of directors are capable of analyzing and
evaluating our financial statements and understanding internal controls and
procedures for financial reporting. The board of directors of our company does
not believe that it is necessary to have an audit committee because we believe
that the functions of an audit committee can be adequately performed by the
board of directors. In addition, we believe that retaining an independent
director who would qualify as an audit committee financial expert would be
overly costly and burdensome and is not warranted in our circumstances given the
early stages of our development.

31

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Item 14. Principal Accounting Fees and Services

The aggregate fees billed for the most recently completed
fiscal year ended January 31, 2009 and for the fiscal year ended January 31,
2008 for professional services rendered by the principal accountant for the
audit of our annual financial statements and review of the financial statements
included in our quarterly reports on Form 10-Q 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 EndedJanuary 31, 2009 $
    January 31, 2008 $Audit Fees
    8,500
    14,000Audit Related Fees
    6,400
    NilTax Fees
    Nil
    NilAll Other Fees
    Nil
    NilTotal
    14,900
    14,000


Our board of directors pre-approves all services provided by
our independent auditors. All of the above services and fees were reviewed and
approved by the board of directors either before or after the respective
services were rendered.

Our board of directors has considered the nature and amount of
fees billed by our independent auditors and believes that the provision of
services for activities unrelated to the audit is compatible with maintaining
our independent auditors independence.

PART IV

Item 15. Exhibits, Financial Statement Schedules

|(a) | Financial Statements
|--- | --------------------
|    |                     
|    | (1)                 
|    |                     
|    | (2)                 
|    |                     
|(b) | Exhibits            

|Exhibit | Description                                                                                                                       
|------- | ----------------------------------------------------------------------------------------------------------------------------------
|Number  |                                                                                                                                   
|        |                                                                                                                                   
|(3)     | Articles of Incorporation
      and Bylaws                                                                                        
|        |                                                                                                                                   
|3.1     | Articles of Incorporation
      (incorporated by reference to our Registration Statement on Form SB-2
      filed on May 8, 2006).
|        |                                                                                                                                   
|3.2     | Bylaws (incorporated by
      reference to our Registration Statement on Form SB-2 filed on May 8,
      2006).                   

32

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|Exhibit | Description                                                                                                                     
|------- | --------------------------------------------------------------------------------------------------------------------------------
|Number  |                                                                                                                                 
|        |                                                                                                                                 
|3.3     | Amended and Restated Bylaws
      (incorporated by reference to our Current Report on Form 8-K filed on
      February 12, 2009)
|        |                                                                                                                                 
|(10)    | Material Contracts                                                                                                              
|        |                                                                                                                                 
|10.1*   | Option Agreement dated July 15,
      2010.                                                                                     
|        |                                                                                                                                 
|(14)    | Code of Ethics                                                                                                                  
|        |                                                                                                                                 
|14.1    | Code of Ethics (incorporated by
  reference to our Annual Report on Form 10-KSB filed on May 9, 2008).                          
|        |                                                                                                                                 
|(31)    | Section 302
      Certifications                                                                                                
|        |                                                                                                                                 
|31.1*   | Section 302 Certification.                                                                                                      
|        |                                                                                                                                 
|(32)    | Section 906
      Certification                                                                                                 
|        |                                                                                                                                 
|32.1*   | Section 906 Certification.                                                                                                      

* Filed herewith.

33

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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.

|                        | INTELBAHN INC.                                         
|----------------------- | -------------------------------------------------------
|                        | (Registrant)                                           
|                        |                                                        
|                        |                                                        
|Dated: December 7, 2010 | /s/
      Patrick Laferriere                           
|                        | Patrick Laferriere                                     
|                        | President, Secretary, Treasurer, Chief
      Financial 
|                        | Officer and Director                                   
|                        | (Principal Executive Officer, Principal
      Financial
|                        | Officer and Principal Accounting Officer)              

Pursuant to the requirements of the Securities Exchange Act of
1934, this report has been signed below by the following persons on behalf of
the registrant and in the capacities and on the dates indicated.

|Dated: December 7, 2010 | /s/
      Patrick Laferriere                           
|----------------------- | -------------------------------------------------------
|                        | Patrick Laferriere                                     
|                        | President, Secretary, Treasurer, Chief
      Financial 
|                        | Officer and Director                                   
|                        | (Principal Executive Officer, Principal
      Financial
|                        | Officer and Principal Accounting Officer)              

34

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