UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

[X]	ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended August 31, 2012
[ ]	TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
	For the transition period from _________ to ________
	Commission file number: 000-54577

x ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

LAREDO RESOURCES CORP
(Exact name of registrant as specified in its charter)
Nevada	90-0822497
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
300 Jameson House 838 West Hastings Street Vancouver, B.C., Canada	V6C 0A6
(Address of principal executive offices)	(Zip Code)
Registrant’s telephone number: (604) 669-9000
Securities registered under Section 12(b) of the Exchange Act:
Title of each class	Name of each exchange on which registered
none	not applicable
Securities registered under Section 12(g) of the Exchange Act:
Title of class
none

For the fiscal year ended August 31, 2013

~~Indicate~~o byTRANSITION ~~check~~REPORT ~~mark~~UNDER ifSECTION ~~the~~13 ~~registrant~~OR is15(d) aOF ~~well-known~~THE ~~seasoned~~SECURITIES ~~issuer,~~EXCHANGE ~~as defined in Rule 405 of the Securities Act. Yes [ ] No [X]~~ACT

~~Indicate~~For ~~by check mark if~~ the ~~registrant~~transition isperiod ~~not~~from ~~required~~_________ to ~~file reports pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]~~________

~~Indicate~~Commission by checkmark 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~~number ~~reports),~~: ~~and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]~~000-54577

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

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

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

Nevada		90-0822497
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

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

300 Jameson House 838 West Hastings Street Vancouver, B.C., Canada		V6C 0A6
(Address of principal executive offices)		(Zip Code)

~~Indicate~~Registrant’s bytelephone ~~check~~number: ~~mark whether the registrant is a shell company~~ (~~as defined in Rule 12b-2 of the Exchange Act~~604). ~~Yes [X] No [ ]~~669-9000

Securities registered under Section 12(b) of the Exchange Act:

Title of each class		Name of each exchange on which registered
none		not applicable

Securities registered under Section 12(g) of the Exchange Act:

Title of class

none

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

Indicate by checkmark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o

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

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. x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting

company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o Accelerated filer o Non-accelerated filer o 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 o No x

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter. n/a

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date: 178,500,000 shares as of ~~November~~October 2028, ~~2012~~2013.

TABLE OF CONTENTS

		Page

PART I

Item 1.	Business		3
Item 2.	Properties		3
Item 3.	Legal Proceedings		4
Item 4.	Mine Safety Disclosures		4

PART II

Item 5.	Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities		5
Item 6.	Selected Financial Data		6
Item 7.	Management’s Discussion and Analysis of Financial Condition and Results of Operations		7
Item 7A.	Quantitative and Qualitative Disclosures About Market Risk		8
Item 8.	Financial Statements and Supplementary Data		9
Item 9.	Changes In and Disagreements With Accountants on Accounting and Financial Disclosure		11
Item 9A(T).	Controls and Procedures		11
Item 9B.	Other Information		11

PART III

Item 10.	Directors, Executive Officers and Corporate Governance		12
Item 11.	Executive Compensation		14
Item 12.	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters		16
Item 13.	Certain Relationships and Related Transactions, and Director Independence		16
Item 14.	Principal Accountant Fees and Services		16

PART IV

Item 15.	Exhibits, Financial Statement Schedules		17

TABLE OF CONTENTS
	Page
PART I
Item 1. Business	4
Item 2. Properties	4
Item 3. Legal Proceedings	5
Item 4. Mine Safety Disclosures	5
PART II
Item 5. Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities	5
Item 6. Selected Financial Data	6
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations	7
Item 7A. Quantitative and Qualitative Disclosures About Market Risk	8
Item 8. Financial Statements and Supplementary Data	9
Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	11
Item 9A(T). Controls and Procedures	11
Item 9B. Other Information	11
	11
PART III
Item 10. Directors, Executive Officers and Corporate Governance	12
Item 11. Executive Compensation	14
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	16
Item 13. Certain Relationships and Related Transactions, and Director Independence	16
Item 14. Principal Accountant Fees and Services	17
PART IV
Item 15. Exhibits, Financial Statement Schedules	17

PART I

Item 1. Business

Company Overview

We were incorporated on August 17, 2010, under the laws of the state of Nevada. WeThe ~~were~~Company originally engaged in the exploration of certain mineral claims located in Elko County, Nevada. On September 10, 2012, we entered into an Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”) with our former sole officer and director, Ruth Cruz Santos. Pursuant to the Agreement, we transferred all membership interests in our operating subsidiary, LRE Exploration LLC, to Ms. Santos. In exchange for this assignment of membership interests, Ms. Santos agreed to assume and cancel all liabilities relating to our former business of exploring certain mining claims located in Elko County, Nevada. In addition, Ms. Santos agreed to release all liability under certain promissory notes due and owing to her. As a result of the Agreement, we are no longer pursuing the mineral exploration opportunities located in Elko County, Nevada.

~~We are currently pursuing a new mineral exploration opportunities under the direction of new management.~~ On November 2, 2012, we entered into a letter agreement with Magna Management Ltd. (“Magna”) under which we have been granted the exclusive right, for a period of sixty (60) days, to negotiate for the purchase of all rights held by Magna in the mineral property known as Pony Mountain Gold, located in the Mineral Hills District (commonly called the Pony District) in southwestern Montana. During the exclusive negotiation period, we will have access to all documentation and information regarding the title and geology of the property and any other information necessary for the completion of our due diligence. We anticipate that our purchase of Magna’s rights to the property, if consummated, would be made through a combination of cash payment and issuance of common stock, with the rights being assigned to a wholly-owned subsidiary to be formed. Pricing and other details of the potential acquisition of Magna’s rights are the subject of ongoing negotiations.

~~The~~On ~~Pony~~September ~~Mountain~~6, ~~Gold~~2013, ~~property~~the isCompany ~~comprised~~memorialized ofthe anprevious ~~approximately~~November ~~4000-acre~~2, ~~package of properties~~2012, ~~assembled~~MOU ~~over~~agreement ~~the~~with ~~years~~Magna byunder awhich ~~local~~we ~~family~~have ~~and~~been ~~local~~granted ~~geologist. The~~the ~~property~~rights ~~contains~~afforded ~~several~~to ~~previously-mined,~~Magna ~~underground~~as ~~hard-rock~~the ~~vein~~denoted ~~systems,~~Buyer ~~such~~pursuant asto the ~~Mountain~~CONTRACT ~~Cliff,~~FOR ~~Strawberry-Keystone,~~DEED ~~Amy,~~FOR ~~and~~SALE ~~Atlantic-Pacific~~AND ~~(A-P)~~PURCHASE ~~mines.~~OF ~~Historically~~MINING PROPERTY agreement, ~~the~~entered ~~Pony~~into ~~Mountain~~between ~~Gold~~Magna ~~property~~and ~~has~~the ~~been~~Sellers ~~productive,~~on ~~and~~August we1, ~~believe~~2013, itregarding ~~has~~the ~~potential~~Pony ~~for~~Mountain ~~new~~Gold ~~productivity~~mineral property.

InThe ~~the event that we acquire Magna’s rights to the~~ Pony Mountain Gold property, weis ~~will~~comprised ~~assume Magna’s rights and duties under a Memorandum~~ of ~~Understanding~~an ~~between~~approximately ~~Magna~~4000-acre ~~and~~package ~~the various owners~~ of ~~the~~properties, ~~property~~assembled ~~(the~~over ~~“MOU”). As~~ the ~~assignee~~years ofby ~~Magna’s~~a ~~rights~~local ~~under~~family ~~the~~and ~~MOU,~~local wegeologist. ~~would~~The ~~be entitled to exclusive proprietary marketing rights for the~~ property incontains ~~exchange~~several ~~for total payments of $3~~previously-mined,~~000,000~~ tounderground behard-rock ~~made~~vein ~~in quarterly installments of $250~~systems,~~000~~ ~~each. The~~such ~~deadline~~as ~~for~~ the ~~first~~Mountain ~~installment payment to the owners~~Cliff, ~~as currently extended~~Strawberry-Keystone, ~~is December 5~~Amy, ~~2012. All~~and ~~net~~Atlantic-Pacific ~~revenues received from third~~(A-~~party~~P) ~~processors~~mines. ofHistorically, ~~material~~the ~~mined~~Pony ~~from~~Mountain ~~the~~Gold property ~~will~~has bebeen ~~paid~~productive, ~~to the owners of the property~~ and ~~applied~~we tobelieve ~~the~~it ~~total~~has ~~purchase~~potential ~~price~~for ~~until~~new ~~paid in full~~productivity. ~~The owners will retain a perpetual 2% net smelter royalty. Closing of the transaction contemplated by the MOU will be documented under a definitive Mining Lease and Option Agreement.~~

~~Magna~~Item has engaged Moen Excavating, LLC to take and prepare samples from dumps located on the Pony Mountain Gold property, to coordinate laboratory testing of samples taken from the property, and to conduct negotiations with the Golden Sunlight-Barrick mill for the processing of material from the property2. ~~Magna~~Properties has also agreed to engage Moen Excavating for all surface work on the property and for the future hauling of dump material from the property to the mill. In the event that we are assigned Magna’s rights to the property, we plan to continue the engagement with Moen Excavating as Magna’s assignee.

~~Item~~On September 6, 2013, the Company memorialized the previous November 2., ~~Properties~~2012, MOU agreement with Magna under which we have been granted the rights afforded to Magna as the denoted Buyer pursuant to the CONTRACT FOR DEED FOR SALE AND PURCHASE OF MINING PROPERTY agreement, entered into between Magna and the Sellers on August 1, 2013, regarding the Pony Mountain Gold mineral property.

WeThe doPony ~~not~~Mountain ~~currently~~Gold ~~own~~property oris ~~lease~~comprised ~~any~~of ~~real~~an approximately 4000-acre package of properties, assembled over the years by a local family and local geologist. The property contains several previously-mined, underground hard-rock vein systems, such as the Mountain Cliff, Strawberry-Keystone, Amy, and Atlantic-Pacific (A-P) mines. Historically, the Pony Mountain Gold property has been productive, and we believe it has potential for new productivity.

Item 3. Legal Proceedings

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

Item 4. Mine Safety Disclosures

Not applicable.

~~PART II~~4

~~Item~~PART 5.II ~~Market for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities~~

Item 5. Market ~~Information~~for Registrant’s Common Equity and Related Stockholder Matters and Issuer Purchases of Equity Securities

~~Our~~Market ~~common~~Information stock is quoted under the symbol “LRDR” on the OTCBB operated by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and the OTCQB operated by OTC Markets Group, Inc. Few market makers continue to participate in the OTCBB system because of high fees charged by FINRA. Consequently, market makers that once quoted our shares on the OTCBB system may no longer be posting a quotation for our shares. As of the date of this report, however, our shares are quoted by several market makers on the OTCQB. The criteria for listing on either the OTCBB or OTCQB are similar and include that we remain current in our SEC reporting. Our reporting is presently current and, since inception, we have filed our SEC reports on time.

AOur ~~trading~~common stock is quoted under the symbol “LRDR” on the OTCBB operated by the Financial Industry Regulatory Authority, Inc. (“FINRA”) and the OTCQB operated by OTC Markets Group, Inc. Few market ~~for~~makers continue to participate in the OTCBB system because of high fees charged by FINRA. Consequently, market makers that once quoted our ~~securities~~shares ~~did~~on ~~not~~the ~~begin~~OTCBB tosystem ~~develop~~may ~~until~~no ~~after~~longer be posting a quotation for our shares. As of the ~~fiscal~~date ~~year~~of ~~ended~~this ~~August~~report, 31however, ~~2012~~our shares are quoted by several market makers on the OTCQB. The criteria for listing on either the OTCBB or OTCQB are similar and include that we remain current in our SEC reporting. Our reporting is presently current and, since inception, we have filed our SEC reports on time.

~~The~~A ~~following~~trading ~~tables~~market ~~set forth the range of high and low prices~~ for our ~~common~~securities ~~stock~~did ~~for~~not ~~the~~begin ~~each~~to ofdevelop ~~the~~until ~~periods~~after ~~indicated as reported by~~ the ~~OTCQB.~~fiscal ~~These~~year ~~quotations~~ended ~~reflect~~August ~~inter-dealer prices~~31, ~~without retail mark-up, mark-down or commission and may not necessarily represent actual transactions~~2012.

Fiscal Year Ending August 31, 2012
Quarter Ended	High $	Low $
August 31, 2012	N/A	N/A
May 31, 2012	N/A	N/A
February 29, 2012	N/A	N/A
November 30, 2011	N/A	N/A

The following tables set forth the range of high and low prices for our common stock for the each of the periods indicated as reported by the OTCQB. These quotations reflect inter-dealer prices, without retail mark-up, mark-down or commission and may not necessarily represent actual transactions.

Fiscal Year Ending August 31, 2011
Fiscal Year Ending August 31, 2013
Quarter Ended	High $		~~Low $~~	Low $
August 31, 2011	N/A		N/A
August 31, 2013	$	0.105		$	0.015
May 31, 2011	N/A		N/A
May 31, 2013	$	0.84		$	0.111
February 29, 2011	N/A		N/A
February 28, 2013	$	0.54		$	0.30
November 30, 2010	N/A		N/A
November 30, 2012	$	0.54		$	0.0030

Fiscal Year Ending August 31, 2012
Quarter Ended	High $		Low $
August 31, 2012		N/A		N/A
May 31, 2012		N/A		N/A
February 29, 2012		N/A		N/A
November 30, 2011		N/A		N/A

~~Penny Stock~~5

~~The SEC has adopted rules that regulate broker-dealer practices in connection with transactions in penny stocks.~~ Penny ~~stocks~~Stock are generally equity securities with a market price of less than $5.00, other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to transactions in such securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the SEC, that: (a) contains a description of the nature and level of risk in the market for penny stocks in both public offerings and secondary trading; (b) contains a description of the broker's or dealer's duties to the customer and of the rights and remedies available to the customer with respect to a violation of such duties or other requirements of the securities laws; (c) contains a brief, clear, narrative description of a dealer market, including bid and ask prices for penny stocks and the significance of the spread between the bid and ask price; (d) contains a toll-free telephone number for inquiries on disciplinary actions; (e) defines significant terms in the disclosure document or in the conduct of trading in penny stocks; and (f) contains such other information and is in such form, including language, type size and format, as the SEC shall require by rule or regulation.

The SEC has adopted rules that regulate broker-dealer ~~also~~practices ~~must~~in ~~provide~~connection with transactions in penny stocks. Penny stocks are generally equity securities with a market price of less than $5.00, ~~prior~~other than securities registered on certain national securities exchanges or quoted on the NASDAQ system, provided that current price and volume information with respect to ~~effecting~~transactions ~~any~~in such securities is provided by the exchange or system. The penny stock rules require a broker-dealer, prior to a transaction in a penny stock, to deliver a standardized risk disclosure document prepared by the ~~customer~~SEC, ~~with~~that: (a) ~~bid~~contains a description of the nature and ~~offer~~level ~~quotations~~of ~~for~~risk in the market for penny ~~stock~~stocks in both public offerings and secondary trading; (b) ~~the~~contains ~~compensation~~a description of the broker-'s or dealer's duties to the customer and ~~its~~of ~~salesperson~~the inrights and remedies available to the ~~transaction~~customer with respect to a violation of such duties or other requirements of the securities laws; (c) ~~the~~contains ~~number~~a brief, clear, narrative description of ~~shares~~a todealer ~~which~~market, ~~such~~including bid and ask prices ~~apply,~~for orpenny ~~other~~stocks ~~comparable~~and ~~information~~the ~~relating~~significance toof the ~~depth~~spread ~~and~~between ~~liquidity of~~ the ~~market~~bid ~~for~~and ~~such~~ask ~~stock~~price; ~~and~~ (d) contains a ~~monthly~~toll-free ~~account~~telephone ~~statement~~number ~~showing~~for inquiries on disciplinary actions; (e) defines significant terms in the ~~market~~disclosure ~~value~~document or in the conduct of ~~each~~trading in penny ~~stock~~stocks; ~~held~~and (f) contains such other information and is in such form, including language, type size and format, as the ~~customer's~~SEC ~~account~~shall require by rule or regulation.

InThe ~~addition,~~broker-dealer ~~the~~also ~~penny~~must ~~stock~~provide, ~~rules require that~~ prior to aeffecting any transaction in a penny stock ~~not otherwise exempt from those rules~~, the ~~broker-dealer~~customer ~~must~~with ~~make~~ (a) ~~special~~bid ~~written~~and ~~determination~~offer ~~that~~quotations for the penny stock; is(b) athe ~~suitable~~compensation ~~investment~~of ~~for~~ the ~~purchaser~~broker-dealer and ~~receive~~its ~~the~~salesperson ~~purchaser's~~in ~~written~~the ~~acknowledgment~~transaction; of(c) the ~~receipt~~number of ashares ~~risk~~to ~~disclosure~~which ~~statement~~such bid and ask prices apply, aor ~~written~~other ~~agreement~~comparable asinformation relating to ~~transactions~~the ~~involving~~depth ~~penny~~and ~~stocks,~~liquidity of the market for such stock; and (d) a ~~signed~~monthly ~~and~~account ~~dated~~statement ~~copy~~showing the market value of aeach ~~written~~penny ~~suitability~~stock ~~statement~~held in the customer's account.

~~These~~In ~~disclosure~~addition, ~~requirements~~the ~~may~~penny ~~have~~stock rules require that prior to a transaction in a penny stock not otherwise exempt from those rules, the ~~effect~~broker-dealer ofmust ~~reducing~~make a special written determination that the ~~trading~~penny ~~activity~~stock is a suitable investment for ~~our~~the ~~common~~purchaser ~~stock.~~and ~~Therefore~~receive the purchaser's written acknowledgment of the receipt of a risk disclosure statement, ~~stockholders~~a ~~may~~written ~~have~~agreement ~~difficulty~~as ~~selling~~to ~~our~~transactions ~~securities~~involving penny stocks, and a signed and dated copy of a written suitability statement.

~~Holders~~These disclosure requirements may have the effect of ~~Our~~reducing ~~Common~~the ~~Stock~~trading activity for our common stock. Therefore, stockholders may have difficulty selling our securities.

AsHolders of ~~November~~Our ~~20,~~Common ~~2012,~~Stock ~~we had 178,500,000 shares of our common stock issued and outstanding, held by seventy-seven (77) shareholders of record.~~

~~Dividends~~As of October 28, 2013, we had 178,500,000 shares of our common stock issued and outstanding, held by seventy-seven (77) shareholders of record.

~~There~~Dividends are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where after giving effect to the distribution of the dividend:

1.	we would not be able to pay our debts as they become due in the usual course of business, or;
2.	our total assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights of shareholders who have preferential rights superior to those receiving the distribution.

There are no restrictions in our articles of incorporation or bylaws that prevent us from declaring dividends. The Nevada Revised Statutes, however, do prohibit us from declaring dividends where after giving effect to the distribution of the dividend:

We1. ~~have~~we would not ~~declared~~be ~~any~~able ~~dividends~~to ~~and~~pay weour dodebts ~~not~~as ~~plan~~they tobecome ~~declare~~due ~~any dividends~~ in the ~~foreseeable~~usual ~~future.~~course of business, or;

~~Item 6~~2. ~~Selected~~our ~~Financial~~total ~~Data~~assets would be less than the sum of our total liabilities plus the amount that would be needed to satisfy the rights ofshareholders who have preferential rights superior to those receiving the distribution.

AWe ~~smaller~~have ~~reporting~~not ~~company~~declared isany dividends and we do not ~~required~~plan to ~~provide~~declare ~~the~~any ~~information~~dividends ~~required~~in bythe ~~this~~foreseeable ~~Item~~future.

Item 6. Selected Financial Data

~~Item~~A 7.smaller ~~Management’s~~reporting ~~Discussion~~company ~~and~~is ~~Analysis~~not ofrequired ~~Financial~~to ~~Condition~~provide ~~and~~the ~~Results~~information ofrequired ~~Operations~~by this Item.

~~Forward-Looking Statements~~6

~~Certain~~Item statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements7.” ~~These~~Management’s ~~forward-looking~~Discussion statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and ~~similar~~Analysis expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of ~~future~~Financial ~~plans~~Condition ~~or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations~~ and ~~future~~Results ~~prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability~~ of ~~capital,~~Operations interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

~~Results~~Forward-Looking ofStatements ~~Operations for the Years Ended August 31, 2012 and August 31, 2011, and the Period From Inception (August 17, 2010) to August 31, 2012~~

WeCertain ~~have~~statements, ~~had~~other nothan ~~revenue~~purely ~~for~~historical ~~the years ended August 31~~information, ~~2012~~including ~~and August 31~~estimates, ~~2011~~projections, orstatements ~~for~~relating ~~the~~to ~~period~~our ~~from~~business ~~Inception~~plans, ~~(August 17~~objectives, ~~2010)~~and ~~through~~expected ~~August~~operating 31results, ~~2012. Our total expenses~~ and ~~net~~the ~~loss~~assumptions ~~for~~upon ~~the~~which ~~year~~those ~~ended~~statements ~~August~~are 31based, ~~2012~~are ~~were~~“forward-looking ~~$56,356,~~statements.” ~~and~~These ~~consisted~~forward-looking ofstatements ~~accounting~~generally ~~and~~are ~~audit~~identified ~~fees~~by ofthe ~~$19~~words “believes,~~314~~” “project,” a“expects,” ~~loss~~“anticipates,” on“estimates,” ~~foreign~~“intends,” ~~exchange~~“strategy,” of“plan,” $4“may,” ~~legal~~“will,” ~~fees~~“would,” of“will ~~$11~~be,~~225,~~” ~~office~~“will ~~expenses~~continue,” of“will $6likely result,~~337,~~” ~~transfer~~ and ~~filing~~similar ~~fees~~expressions. ofForward-looking ~~$5,092,~~statements ~~impairment~~are ofbased aon ~~former~~current ~~mineral~~expectations ~~property~~and ~~option~~assumptions inthat ~~the~~are ~~amount~~subject ofto ~~$20,000,~~risks ~~interest~~and ~~expense~~uncertainties ofwhich ~~$4,384,~~may ~~and~~cause ~~gain~~actual onresults ~~forgiveness~~to ofdiffer ~~debt~~materially infrom the ~~amount~~forward-looking ~~of $10,000~~statements. By ~~comparison,~~Our ~~our~~ability ~~total~~to ~~expenses~~predict ~~and~~results ~~net~~or ~~loss for~~ the ~~year~~actual ~~ended~~effect ~~August~~of ~~31,~~future ~~2011~~plans ~~were~~or ~~$56,789,~~strategies ~~and~~is ~~consisted~~inherently ofuncertain. ~~audit~~Factors ~~and~~which ~~accounting~~could ~~fees~~have ofa ~~$15,328,~~material aadverse ~~gain~~affect on ~~foreign~~our ~~exchange~~operations ofand ~~$4,~~future ~~legal~~prospects ~~fees~~on ofa ~~$26~~consolidated basis include,~~034,~~ ~~mineral~~but ~~exploration~~are ~~costs~~not oflimited ~~$4,500,~~to: ~~office~~changes ~~expenses~~in ofeconomic $6conditions,~~380,~~ ~~transfer~~legislative/regulatory ~~and~~changes, ~~filing~~availability ~~fees~~ of $3capital,~~140~~ interest rates, competition, and ~~interest~~generally ~~expense~~accepted ofaccounting ~~$1,411~~principles. ~~Our~~ ~~total~~These ~~expenses~~risks and ~~net~~uncertainties ~~loss~~should ~~for~~also ~~the~~be ~~period~~considered ~~from~~in ~~Inception~~evaluating ~~(August~~forward-looking ~~17,~~statements ~~2010)~~and ~~through~~undue ~~August~~reliance ~~31,~~should ~~2012~~not ~~were~~be ~~$120,470~~placed on such statements.

~~Liquidity~~Results of Operations for the Years Ended August 31, 2013 and ~~Capital~~August ~~Resources~~31, 2012, and the Period From Inception (August 17, 2010) to August 31, 2013

AsWe ofhave had no revenue for the years ended August 31, 2013 and August 31, 2012, weor ~~had~~for the period from Inception (August 17, 2010) through August 31, 2013. Our total ~~current~~expenses ~~assets~~and net loss for the year ended August 31, 2013 were $222,077, and consisted of accounting and audit fees of $~~368~~29,584, ~~consisting~~a ~~entirely~~loss on foreign exchange of ~~cash~~$5, legal fees of $39,249 and transfer and filing fees of $27,784. ~~Our~~By comparison, our total ~~current~~expenses ~~liabilities~~and asnet ofloss for the year ended August 31, 2012 were $9156,~~056~~356, and consisted of audit and accounting fees of $19,314, a ~~related~~gain ~~party~~on ~~note~~foreign ~~payable~~exchange of $864,~~500~~ legal fees of $11,225, ~~accrued~~mineral ~~interest~~exploration ~~due~~costs toof a$0, ~~related~~transfer ~~party~~and filing fees of $35,~~998~~092, and ~~accounts~~interest ~~payable~~expense of $~~558~~4,384. WeOur ~~had~~total aexpenses ~~working~~and ~~capital~~net ~~deficit~~loss offor ~~$90~~the period from Inception (August 17,~~688~~ as2010) ofthrough August 31, ~~2012~~2013 were $356,345.

~~Operating~~Liquidity activities used $48,674 in net cash during the fiscal year ended August 31, 2012. Operating activities used $54,858 in net cash during the fiscal year ended August 31, 2011. From Inception (August 17, 2010) through August 31, 2012, operating activities used a total of $104,117 in net cash. Our net losses during these periods were the primary negative components of our operating cash flows. Financing activities generated cash of $47,500 during the fiscal year ended August 31, 2012, as against $39,000 during the fiscal year ended August 31, 2011 and ~~$114,485~~Capital ~~from~~Resources ~~inception (August 17, 2010) through August 31, 2010. The source of this cash was the proceeds of related party notes payable.~~

OnAs ~~September~~of 10August 31, ~~2012~~2013, ~~pursuant~~we tohad ~~the~~total ~~terms~~current assets of ~~the~~$1,692 ~~Agreement~~consisting of ~~Conveyance,~~$692 ~~Transfer~~of cash and ~~Assignment~~$1,000 of ~~Membership~~pre-paid ~~Interests~~assets. Our ~~and~~total ~~Assumption~~current ofliabilities ~~Obligations~~as ~~with~~of ~~our~~August ~~former~~31, ~~sole~~2013 ~~officer~~were $250,457, and ~~director~~consisted of advances from a related party of $105,901, ~~Ruth~~a ~~Cruz~~related ~~Santos~~party note payable of $20,000, ~~our~~accrued ~~liability~~interest ~~under~~due ~~the~~to a related party ~~notes~~of $1,156, and accounts payable ~~reported~~of ~~for~~$123,400. ~~the~~We ~~fiscal~~had ~~year~~a ~~ended~~working ~~August~~capital 31deficit of $248,765 ~~2012~~as ~~was~~of ~~discharged~~August 31, 2013.

~~Also~~Operating activities used $3,176 onin ~~September~~net 10cash during the fiscal year ended August 31, 2013. Operating activities used $48,674 in net cash during the fiscal year ended August 31, 2012. From Inception (August 17, we2010) ~~received~~through ~~new~~August ~~financing~~31, 2013, operating activities used a total of $107,293 in net cash. Our net losses during these periods were the ~~amount~~primary negative components of our operating cash flows. Financing activities generated cash of $20,000 ~~from~~during ~~our~~the ~~current~~fiscal ~~President~~year ended August 31, ~~Robert~~2013, ~~Gardner~~as against $47,500 ~~under~~during the ~~terms~~fiscal ofyear aended ~~Promissory~~August ~~Note. The~~31, ~~promissory~~2012 ~~note~~and ~~is unsecured~~$134,485 ~~bears~~from ~~interest~~inception at(August 6%17, ~~per~~2010) ~~annum~~through August 31, ~~and~~2013. ~~matures~~The onsource ~~September~~of ~~30,~~this ~~2014~~cash was the proceeds of related party notes payable.

7Also, on September 10, 2012, we received new financing in the amount of $20,000 from Gardner and Associates, under the terms of a Promissory Note. The promissory note is unsecured, bears interest at 6% per annum, and matures on September 30, 2014.

As discussed above, we will require financing in the amount of $3,000,000 to complete our planned acquisition of the Pony Mountain Gold property. Also, significant additional financing may be required in order to commence the active production of precious metals on those mining claims. We intend to fund our acquisition of the Pony Mountain Gold property rights, as well as our initial operations, through debt and/or equity financing arrangements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, in amounts sufficient to fund our planned acquisitions and other activities, or at all.7

~~Off~~As ~~Balance~~discussed ~~Sheet~~above, ~~Arrangements~~we will require financing in the amount of $3,000,000 to complete our planned acquisition of the Pony Mountain Gold property. Also, significant additional financing may be required in order to commence the active production of precious metals on those mining claims. We intend to fund our acquisition of the Pony Mountain Gold property rights, as well as our initial operations, through debt and/or equity financing arrangements.

AsOn September 6, 2013 the Company entered into an agreement with Magna Management Ltd. (“Magna”) to increase the number of ~~August~~authorized ~~31,~~shares ~~2012~~to 2 billion shares and constitute a class of convertible preferred shares to be solely issued to Magna. This is exchange for paying $240,000 ~~there~~on ~~were~~behalf noof ~~off~~the ~~balance~~Company ~~sheet~~toward ~~arrangements~~the purchase price of property mining rights associated with property located near Pony, Montana.

~~Going~~Off ~~Concern~~Balance Sheet Arrangements

WeAs ~~have yet to achieve profitable operations, have accumulated losses~~ of ~~$120,470~~August ~~since our inception and expect to incur further losses in the development of our business~~31, all of which casts substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent upon our ability to generate future profitable operations and/or to obtain the necessary financing from shareholders or other sources to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but considers that we will be able to obtain additional funds by equity financing and/or related party advances2013, ~~however~~ there iswere no ~~assurance~~off ofbalance ~~additional~~sheet ~~funding being available or on acceptable terms, if at all~~arrangements.

~~Critical~~Going ~~Accounting~~Concern ~~Policies~~

InWe ~~December~~have ~~2001~~yet to achieve profitable operations, ~~the~~have ~~SEC~~accumulated ~~requested~~losses ~~that~~of ~~all~~$356,345 ~~registrants~~since ~~list~~our ~~their~~inception ~~most~~and ~~“critical~~expect ~~accounting~~to ~~polices”~~incur further losses in the ~~Management~~development ~~Discussion~~of ~~and~~our ~~Analysis.~~business, ~~The~~all ~~SEC~~of ~~indicated~~which ~~that~~casts substantial doubt about our ability to continue as a ~~“critical~~going ~~accounting~~concern. ~~policy”~~Our isability ~~one~~to ~~which~~continue as a going concern is ~~both~~dependent ~~important~~upon our ability to generate future profitable operations and/or to obtain the ~~portrayal~~necessary offinancing afrom ~~company’s~~shareholders ~~financial~~or ~~condition~~other ~~and~~sources ~~results,~~to meet its obligations and ~~requires~~repay ~~management’s~~its ~~most~~liabilities ~~difficult,~~arising ~~subjective~~from ornormal ~~complex~~business ~~judgments,~~operations ~~often~~when asthey acome ~~result~~due. ofManagement ~~the~~has ~~need~~no toformal ~~make~~plan ~~estimates~~in ~~about~~place ~~the~~to ~~effect~~address ofthis ~~matters~~concern but considers that ~~are~~we ~~inherently~~will ~~uncertain.~~be Atable ~~this~~to ~~time,~~obtain ~~management~~additional ~~does~~funds ~~not~~by ~~believe~~equity ~~that~~financing ~~any~~and/or related party advances, however there is no assurance of ~~our~~additional ~~accounting~~funding ~~policies~~being ~~fit~~available ~~this~~or ~~definition~~on acceptable terms, if at all.

~~Recently~~Critical ~~Issued~~ Accounting ~~Pronouncements~~Policies

~~The~~In ~~Company~~December ~~has~~2001, ~~reviewed~~the ~~issued~~SEC requested that all registrants list their most “critical accounting ~~pronouncements~~polices” in the Management Discussion and ~~plans~~Analysis. toThe ~~adopt~~SEC ~~those~~indicated that ~~are~~a ~~applicable~~“critical toaccounting ~~it.~~policy” ~~The~~is ~~Company~~one ~~does~~which ~~not~~is ~~expect~~both important to the ~~adoption~~portrayal of ~~any~~a ~~other~~company’s ~~pronouncements~~financial tocondition ~~have~~and anresults, ~~impact~~and onrequires ~~its~~management’s ~~results~~most ofdifficult, ~~operations~~subjective or ~~financial~~complex ~~position~~judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain. At this time, management does not believe that any of our accounting policies fit this definition.

~~Item~~Recently ~~7A.~~Issued ~~Quantitative~~Accounting ~~and~~Pronouncements ~~Qualitative Disclosures About Market Risk~~

AThe ~~smaller~~Company ~~reporting~~has ~~company~~reviewed isissued ~~not~~accounting ~~required~~pronouncements and plans to ~~provide~~adopt those that are applicable to it. The Company does not expect the ~~information~~adoption ~~required~~of byany ~~this~~other ~~Item~~pronouncements to have an impact on its results of operations or financial position.

8Item 7A. Quantitative and Qualitative Disclosures About Market Risk

~~Item~~A 8.smaller ~~Financial~~reporting ~~Statements~~company ~~and~~is ~~Supplementary~~not ~~Data~~required to provide the information required by this Item.

~~Index to Financial Statements Required by Article~~ 8 ~~of Regulation S-X:~~

Audited Financial Statements:
F-1	Report of Report of Independent Registered Public Accounting Firm
F-2	Consolidated Balance Sheets as of August 31, 2012 and 2011;
F-3	Consolidated Statements of Operations for the years ended August 31, 2012 and August 31, 2011, and for the period from Inception (August 17, 2010) through August 31, 2012;
F-4	Consolidated Statement of Stockholders’ Equity (Deficit) from Inception (August 17, 2010) to August 31, 2012;
F-5	Consolidated Statements of Cash Flows for the years ended August 31, 2012 and August 31, 2011, and for the period from Inception (August 17, 2010) through August 31, 2012;
F-6	Notes to Financial Statements

Item 8. Financial Statements and Supplementary Data

9Index to Financial Statements Required by Article 8 of Regulation S-X:

~~LAREDO~~Audited ~~RESOURCES~~Financial ~~CORP.~~Statements:

~~(An~~F-1 ~~Exploration~~Report ~~Stage~~of ~~Company)~~Independent Registered Public Accounting Firm

~~CONSOLIDATED~~F-2 ~~FINANCIAL~~Consolidated ~~STATEMENTS~~Balance Sheets as of August 31, 2013 and 2012;

F-3 Consolidated Statements of Operations for the years ended August 31, 2013 and August 31, 2012, and ~~2011~~for the period from Inception (August 17, 2010) through August 31, 2013;

F-4 Consolidated Statement of Stockholders’ Equity (~~Stated~~Deficit) infrom USInception ~~Dollars~~(August 17, 2010) to August 31, 2013;

10F-5 Consolidated Statements of Cash Flows for the years ended August 31, 2013 and August 31, 2012, and for the period from Inception (August 17, 2010) through August 31, 2013;

~~REPORT~~F-6 OFNotes ~~INDEPENDENT~~to ~~REGISTERED~~Financial ~~PUBLIC ACCOUNTING FIRM~~Statements

~~To the Board of Directors and Stockholders~~9

~~Laredo~~LAREDO ~~Resources~~RESOURCES ~~Corp~~CORP.

~~We have audited the accompanying consolidated balance sheets of Laredo Resources Corp.~~ (An Exploration Stage Company) (the “Company”) as of August 31, 2012 and 2011 and the consolidated related statements of operations, stockholders’ equity (deficit) and cash flows for each of the years then ended and for the period from inception (August 17, 2010) through August 31, 2012. Laredo Resources Corp. management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.

WeCONSOLIDATED ~~conducted~~FINANCIAL our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.STATEMENTS

~~In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Laredo Resources Corp. (An Exploration Stage Company) as of~~ August 31, ~~2012~~2013 and ~~2011 and the results of its operations and its cash flows for each of the years then ended and for the period from inception (August 17, 2010) through August 31,~~ 2012 ~~in conformity with accounting principles generally accepted in the United States of America.~~

The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has suffered losses from operations, which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.10

~~/s/~~Office DeLocations ~~Joya~~Las ~~Griffith~~Vegas, ~~LLC~~NV New York, NY Pune, India Beijing, China

~~Henderson,~~REPORT ~~Nevada~~OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~November~~To 1,the ~~2012~~Board of Directors and Stockholders

~~______________________________________________________________________~~Laredo Resources Corp.

DeWe ~~Joya~~have ~~Griffith,~~audited ~~LLC~~the ●accompanying ~~2580~~balance ~~Anthem~~sheets ~~Village~~of DrLaredo Resources Corp. (An ●Exploration ~~Henderson~~Stage Company) (the “Company”) as of August 31, NV2013 ●and ~~89052~~2012 and the related statements of operations, stockholders’ equity (deficit) and cash flows for each of the years then ended and for the period from inception (August 17, 2010) through August 31, 2013. Laredo Resources Corp.’s management is responsible for these financial statements. Our responsibility is to express an opinion on these financial statements based on our audits.

~~Telephone~~We ~~(702)~~conducted ~~563-1600~~our ●audits ~~Facsimile~~in accordance with the standards of the Public Company Accounting Oversight Board (~~702~~United States). ~~920-8049~~Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

~~www~~In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Laredo Resources Corp.~~dejoyagriffith~~ (An Exploration Stage Company) as of August 31, 2013 and 2012 and the results of its operations and its cash flows for each of the years then ended and for the period from inception (August 17, 2010) through August 31, 2013 in conformity with accounting principles generally accepted in the United States of America.~~com~~

~~F-1~~The accompanying financial statements have been prepared assuming the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has suffered losses from operations, which raise substantial doubt about its ability to continue as a going concern. Management’s plans in regard to these matters are also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

~~LAREDO~~/s/ ~~RESOURCES~~De ~~CORP.~~Joya Griffith, LLC

~~(An~~Henderson, ~~Exploration Stage Company)~~Nevada

~~CONSOLIDATED~~December ~~BALANCE~~9, ~~SHEETS~~2013

De Joya Griffith, LLC ● 2580 Anthem Village Dr. ● Henderson, NV ● 89052 Telephone (~~Stated~~702) in563-1600 US● ~~Dollars~~Facsimile (702) 920-8049 www.dejoyagriffith.com Member of:

~~(Audited)~~F-1

	August 31,
ASSETS	2012		2011
Current assets
Cash	$	368	$	1,542
Prepaid expenses		-		3,000
Total current assets		368		4,542
Property option - Note 4		-		10,000
Total assets	$	368	$	14,542
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable and accrued liabilities	$	558	$	10,260
Accrued interest, related party - Note 5		3,998		-
Note payable, related party - Note 5		86,500		-
Total current liabilities		91,056		10,260
Long term liabilities
Accrued interest, related party - Note 5		-		516
Note payable, related party - Note 5		-		39,000
Total long term liabilities		-		39,516
Total liabilities	$	91,056	$	49,776
Stockholders’ deficit
Preferred stock, $0.001 par value
10,000,000 shares authorized, none outstanding		-		-
Common stock, $0.001 par value
4,500,000,000 shares authorized
178,500,000 shares issued and outstanding - Notes 6		178,500		178,500
Additional paid-in capital		-		-
Deficit accumulated during the exploration stage		(269,188)		(213,734)
Total stockholders’ deficit		(90,688)		(35,234)
Total liabilities and stockholders’ deficit	$	368	$	14,542

Laredo Resources Corp.

~~The~~(An ~~accompanying~~Exploration ~~notes~~Stage ~~are an integral part of these financial statements.~~Company)

~~F-2~~Consolidated Balance Sheets

LAREDO RESOURCES CORP.

	August 31,
	2013			2012
ASSETS
Current Assets
Cash	$	692		$	368
Prepaid assets		1,000		‐
Total Current Assets		1,692			368
Intangible asset, net of accumulated
amortization of $3,209 and $0, respectively		13,291		‐

TOTAL ASSETS	$	14,983		$	368

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
Accounts payable and accrued liabilities	$	123,400		$	558
Advances from related party		105,901			-
Accrued interest, related party		1,156			3,998
Note payable, related party		20,000			86,500
Total Current Liabilities		250,457			91,056
Stockholders' Deficit
Preferred stock: $.001 par value, 10,000,000 shares
authorized, none issued or outstanding		-		‐
Common stock: $.001 par value, 4,500,000,000 shares authorized,
178,500,000 shares issued and outstanding		178,500			178,500
Additional paid in capital		92,886			1,797
Deficit accumulated during the exploration stage		(506,860	)		(270,985	)
Total Stockholders' Deficit		(235,474	)		(90,688	)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT	$	14,983		$	368

~~(An Exploration Stage Company)~~F-2

~~CONSOLIDATED~~Laredo ~~STATEMENTS~~Resources ~~OF OPERATIONS~~ Corp.

(~~Stated~~An inExploration USStage ~~Dollars~~Company)

~~(Audited)~~Consolidated Statements of Operations

							~~From~~		From
							~~Inception~~		Inception
							~~(August 17,~~		(August 17,
	Year Ended			Year Ended			2010) to
	For the Years Ended								2010) to
	August 31,			~~August 31,~~			~~August 31,~~		August 31,
	2012			2011			2012
	2013				2012				2013
Expenses
Revenues	$	-			$	-			$	-
Accounting and audit	$	19,314		$	15,328		$	34,642
Operating Expenses
Foreign exchange (gain) loss		4			(4)			785
Amortization expense		3,209				-				3,209
Legal fees		11,225			26,034			43,549
Accounting and audit		29,584				19,314				64,226
Mineral property exploration costs		-			4,500			4,500
Foreign exchange (gain) loss		5				4				790
Office expenses		6,337			6,380			12,967
Legal fees		39,249				11,225				82,798
Transfer and filing fees		5,092			3,140			8,232
General and administrative		112,246				6,337				125,213
Impairment of mineral property option		20,000			-			20,000
Mineral property exploration costs		10,000				-				14,500
Net operating loss		(61,972)			(55,378)			(124,675)
Transfer and filing fees		27,784				5,092				36,016
Other expense
Impairment of mineral property option		-				20,000				20,000
Forgiveness of debt - Note 4		10,000			-			10,000
Total operating expenses		222,077				61,972				346,752
Interest expense - Note 5		(4,384)			(1,411)			(5,795)
Net loss from operations		(222,077	)			(61,972	)			(346,752	)
Net loss	$	(56,356)		$	(56,789)		$	(120,470)
Other income (expense)
Basic loss per share	$	(0.00)		$	(0.00)
Forgiveness of debt		-				10,000				10,000
Weighted average number of shares outstanding - basic		178,500,000			178,500,000
Interest and financing expense		(13,798	)			(4,384	)			(19,593	)
Net other income (expense)		(13,798	)			5,616				(9,593	)
Net Loss	$	(235,875	)		$	(56,356	)		$	(356,345	)
Basic and diluted loss per share	$	-			$	-
Weighted average number of shares outstanding		178,500,000				178,500,000

~~The accompanying notes are an integral part of these financial statements.~~F-3

~~F-3~~Laredo Resources Corp.

~~LAREDO~~(An ~~RESOURCES~~Exploration ~~CORP.~~Stage Company)

~~(An~~Consolidated ~~Exploration~~Statement ~~Stage~~of ~~Company)~~Stockholders' Deficit

~~CONSOLIDATED~~For ~~STATEMENT~~the OFPeriod ~~STOCKHOLDERS’~~from ~~EQUITY~~Inception (~~DEFICIT~~August 17, 2010) to August 31, 2013

For the Period from Inception (August 17, 2010) to August 31, 2012

											Deficit
											Accumulated
									Additional		During the
	Preferred Shares				Common Stock				Paid in		Exploration
	Shares		Amount		Shares		Amount		Capital		Stage			Total

Balance, inception (August 17, 2010)	$	-	$	-	$	-	$	-	$	-	$	-		$	-
Capital stock issued to founder for
cash				-		100,000,000		100,000		-		(84,375	)		15,625
Capital stock issued for cash, net of
commission				-		78,500,000		78,500		-		(66,140	)		12,360
Net loss				-		-		-		-		(7,325	)		(7,325	)
Balance as of August 31, 2010		-				178,500,000		178,500		-		(157,840	)		20,660

Capital contribution by president				-		-		-		895		-			895
Net loss				-		-		-		-		(56,789	)		(56,789	)
Balance as of August 31, 2011		-		-		178,500,000		178,500		895		(214,629	)		(35,234	)

Capital contribution by president		-		-		-		-		902		-			902
Net loss				-		-		-		-		(56,356	)		(56,356	)
Balance as of August 31, 2012		-		-		178,500,000		178,500		1,797		(270,985	)		(90,688	)

Capital contribution by president		-		-		-		-		25		-			25
Sale of subsidiary		-		-		-		-		91,064		-			91,064
Net loss		-		-		-		-		-		(235,875	)		(235,875	)
Balance as of August 31, 2013	$	-	$	-		178,500,000	$	178,500	$	92,886	$	(506,860	)	$	(235,474	)

~~(Stated in US Dollars)~~F-4

~~(Audited)~~Laredo Resources Corp.

									Deficit
							Additional		Accumulated
							Paid-in		During the
	Preferred Shares			Common Shares			Capital		Exploration Stage		Total
	Number	Amount		Number	Amount
Balance, inception (August 17, 2010)	-	$	-	-	$	-	$	-	$	-	$	-
Capital stock issued to founder for cash	-		-	100,000,000		100,000		-		(84,375)		15,625
Capital stock issued for cash, net of commission	-		-	78,500,000		78,500		-		(66,140)		12,360
Net loss	-		-	-		-		-		(7,325)		(7,325)
Balance, August 31, 2010	-		-	178,500,000		178,500		-		(157,840)		20,660
Capital contribution by president - Note 5	-		-	-		-		-		895		895
Net loss	-		-	-		-		-		(56,789)		(56,789)
Balance, August 31, 2011	-	$	-	178,500,000		178,500		-		(213,734)		(35,234)
Capital contribution by president - Note 5	-		-	-		-		-		902		902
Net loss	-		-	-		-		-		(56,356)		(56,356)
Balance, August 31, 2012	-	$	-	178,500,000	$	178,500	$	-	$	(269,188)	$	(90,688)

(An Exploration Stage Company)

~~The~~Consolidated ~~accompanying~~Statements ~~notes are an integral part~~ of ~~these~~Cash ~~financial statements.~~Flows

F-4

		For the Years Ended August 31,					From Inception (August 17, 2010) to August 31,
		2013			2012			2013
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(235,875	)	$	(56,356	)	$	(356,345	)
Adjustment to reconcile Net loss to net
cash used by operating activities:
Non cash interest expense - capital contribution		25			902			1,822
Forgiveness of debt		-			(10,000	)		(10,000	)
Write off of property option		-			20,000			20,000
Amortization expense		3,209			-			3,209
Changes in assets and liabilities:
Prepaid expenses		(1,000	)		3,000			(1,000	)
Accrued interest, related party		1,272			3,482			5,270
Accounts payable and accrued liabilities		123,292			(9,702	)		123,850
Advances from related party		105,901			-			105,901
Net Cash Used in Operating Activities		(3,176	)		(48,674	)		(107,293	)
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of intangibles		(16,500	)		-			(26,500	)
Net Cash Used in Investing Activities		(16,500	)		-			(26,500	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Capital stock issued		-			-			27,985
Notes payable, related party		20,000			47,500			106,500
Net Cash Provided by Financing Activates		20,000			47,500			134,485
Net change in cash and cash equivalents		324			(1,174	)		692
Cash and cash equivalents, beginning of period		368			1,542			-
Cash and cash equivalents, end of period	$	692		$	368		$	692
Supplemental cash flow information:
Cash paid for interest	$	-		$	-		$	-
Cash paid for taxes	$	-		$	-		$	-
Non-cash transactions:
Accrual of mineral property	$	-		$	10,000		$	10,000
Accounts payable settled in connection with sale of subsidiary	$	450		$	-		$	450
Accrued interest, related party, settled in connection with sale of subsidiary	$	4,114		$	-		$	4,114
Note payable, related party, settled in connection with sale of subsidiary	$	86,500		$	-		$	86,500
Gain from foreign exchange	$	2,324		$	-		$	2,324

~~LAREDO RESOURCES CORP.~~ F-5

~~(An~~LAREDO ~~Exploration~~RESOURCES ~~Stage~~CORP. ~~Company)~~

~~CONSOLIDATED~~(An ~~STATEMENTS~~Exploration OFStage ~~CASH FLOWS~~Company)

~~(Stated~~Notes into USConsolidated ~~Dollars)~~Financial Statements

~~(Audited)~~August 31, 2013 and 2012

					From
					Inception
					(August 17
	Year Ended				2010) to
	August 31				August 31,
	2012		2011		2012
Cash Flows from Operating Activities
Net loss	$	(56,356)	$	(56,789)	$	(120,470)
Adjustments to reconcile net loss to net cash used by operating activities
Non cash interest expense - capital contribution		902		895		1,797
Forgiveness of debt		(10,000)		-		(10,000)
Write off of property option		20,000		-		20,000
Changes in operating assets and liabilities:
Accrued interest		3,482		516		3,998
Prepaid expenses		3,000		(3,000)		-
Accounts payable and accrued liabilities		(9,702)		3,520		558
Net cash used in operating activities		(48,674)		(54,858)		(104,117)
Cash Flows from Investing Activities
Acquisition of property option		-		(10,000)		(10,000)
Net cash used in investing activity		-		(10,000)		(10,000)
Cash Flows from Financing Activities
Capital stock issued		-		-		27,985
Notes payable, related party		47,500		39,000		86,500
Net cash provided by financing activities		47,500		39,000		114,485
Net (decrease) increase in cash during the year		(1,174)		(25,858)		368
Cash, beginning of the year		1,542		27,400		-
Cash, end of the year	$	368	$	1,542	$	368
Supplemental information
Cash paid for:
Accrual of mineral property	$	10,000	$	-	$	10,000

Note 1 - Nature of Operations and Ability to Continue as a Going Concern

The ~~accompanying~~Company ~~notes~~was ~~are~~incorporated anin ~~integral~~the ~~part~~state of ~~these~~Nevada, ~~financial~~United ~~statements~~States of America on August 17, 2010. The Company’s year-end is August 31.

FOn August 31, 2010, the Company incorporated a wholly-5owned subsidiary, LRE Exploration LLC, (“LRE”) in the State of Nevada, United States of America (“USA”) for the purpose of mineral exploration in the USA. This subsidiary was sold in September 2012. See Note 9 for details.

~~LAREDO~~On ~~RESOURCES~~November ~~CORP~~30, 2010, LRE began its operations by entering into a property option agreement with Arbutus Minerals LLC. (“Arbutus”) whereby the Company was granted an option to earn up to a 100% interest in 20 mineral claims (the “ABR Claims”) located approximately 15 miles north of Elko, Nevada. During the year ended August 31, 2012, the Company abandoned the property.

~~(An~~Effective ~~Exploration~~October ~~Stage~~30, 2012, the Company) increased the number of authorized common shares of the Company from 90,000,000 to 4,500,000,000 shares per director’s resolution dated October 30, 2012. The Company also conducted a fifty to one forward stock split of the Company’s issued and outstanding common shares per director’s resolution. Following this stock split, the number of outstanding shares of the Company’s common stock increased from 3,570,000 shares to 178,500,000 shares. All share and per share information in these financial statements has been retro-actively restated for all periods presented to give effect of this stock split.

~~Notes~~These financial statements have been prepared in accordance with generally accepted accounting principles applicable to ~~Consolidated~~a ~~Financial~~going ~~Statements~~concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. The Company has yet to achieve profitable operations, has accumulated losses of $506,860 since its inception and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern.

~~August~~The 31Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing from shareholders or other sources to meet its obligations and repay its liabilities arising from normal business operations when they become due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, ~~2012~~however there is no assurance of additional funding being available or on acceptable terms, if at all. The financial statements do not include any adjustments relating to the recoverability and ~~2011~~classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the company cannot continue in existence.

~~(Stated~~Note in2 US- ~~Dollars)~~Summary of Significant Accounting Policies

~~Note~~Use 1of Estimates

~~Nature~~The consolidated financial statements of ~~Operations~~the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and ~~Ability~~are stated in US dollars. The preparation of financial statements in conformity with U.S. GAAP requires management to ~~Continue~~make asestimates aand ~~Going~~assumptions ~~Concern~~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 expense during the reporting period. Actual results could differ from those estimates.

The Company was incorporated in the state of Nevada, United States of America on August 17, 2010. The Company is an exploration stage company and was formed for the purpose of acquiring exploration and development stage mineral properties. The Company’s yearF-~~end is August 31.~~6

OnLAREDO ~~August~~RESOURCES 31, 2010, the Company incorporated a wholly-owned subsidiary, LRE Exploration LLC, (“LRE”) in the State of Nevada, United States of America (“USA”) for the purpose of mineral exploration in the USACORP.

~~On November 30, 2010, LRE entered into a property option agreement with Arbutus Minerals LLC.~~ (~~“Arbutus”)~~An ~~whereby~~Exploration ~~the~~Stage Company ~~was granted an option to earn up to a 100% interest in 20 mineral claims (the “ABR Claims”~~) ~~located approximately 15 miles north of Elko, Nevada. (Note 4). During the year ended August 31, 2012, the Company abandoned the property.~~

~~Effective~~Notes ~~October 30, 2012, the Company increased the number of authorized common shares of the Company from 90,000,000~~ to ~~4,500,000,000~~Consolidated ~~shares~~Financial ~~per~~Statements director’s resolution dated October 30, 2012. The Company also conducted a fifty to one forward stock split of the Company’s issued and outstanding common shares per director’s resolution. Following this stock split, the number of outstanding shares of the Company’s common stock increased from 3,570,000 shares to 178,500,000 shares. All share and per share information in these financial statements has been retro-actively restated for all periods presented to give effect of this stock split.

~~These~~August ~~financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern~~31, ~~which~~2013 ~~assumes that the Company will be able to meet its obligations~~ and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. The Company has yet to achieve profitable operations, has accumulated losses of $120,470 since its inception and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern.2012

~~The~~Note ~~Company’s~~2 ~~ability~~- toSummary continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing from shareholders or other sources to meet its obligations and repay its liabilities arising from normal business operations when they become due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of ~~additional~~Significant ~~funding~~Accounting ~~being~~Policies ~~available~~(continued) or on acceptable terms, if at all. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the company cannot continue in existence.

~~F-6~~Principles of Consolidation

~~LAREDO~~These ~~RESOURCES~~financial ~~CORP~~statements include the accounts of the Company and LRE Exploration LLC (LRE), until LRE was disposed of by sale to the former president on September 10, 2012. Accordingly, the statements of operations and cash flows presented include the results of LRE from September 1, 2011 to September 10, 2012, and the balance sheet presented at August 31, 2013 is solely that of Laredo Resources Corp. The balance sheet presented at August 31, 2012 comprises Laredo Resources Corp. and its wholly owned subsidiary LRE. All significant inter-company transactions and balances have been eliminated.

~~(An~~ Exploration Stage Company)

~~Notes~~The toCompany ~~Consolidated~~is ~~Financial~~an ~~Statements~~exploration stage company. All losses accumulated since inception are considered part of the Company’s exploration stage activities.

~~August~~Cash ~~31, 2012~~ and ~~2011~~cash equivalents

~~(Stated~~The inCompany USconsiders ~~Dollars)~~all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents. There were $692 cash equivalents at August 31, 2013 and $368 at August 31, 2012.

~~Note~~The 2Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At August 31, 2013 and 2012, the balance did not exceed the federally insured limit.

~~Summary~~Intangible ~~of Significant Accounting Policies~~Asset

The ~~consolidated~~Company ~~financial~~has ~~statements~~applied of the ~~Company~~provision ~~have~~of ~~been~~ASC ~~prepared~~topic in350 ~~accordance~~- ~~with~~Intangible ~~accounting~~- ~~principles~~goodwill ~~generally~~and ~~accepted~~other, in ~~the~~accounting ~~United~~for ~~States~~its ofintangible ~~America (“U~~asset.S. ~~GAAP”) and are stated in US dollars.~~ The ~~preparation~~intangible ofasset ~~financial~~is ~~statements~~being inamortized ~~conformity~~by ~~with~~the ~~U.S.~~straight ~~GAAP~~line ~~requires~~method ~~management~~on ~~to make estimates and assumptions that affect~~ the ~~reported~~basis ~~amounts~~ of ~~assets~~a ~~and~~useful ~~liabilities~~life ~~and disclosure~~ of ~~contingent~~3 ~~assets~~years. ~~and~~The ~~liabilities~~intangible atasset ~~the~~consists ~~date~~ of ~~the~~website ~~financial~~development ~~statements~~costs. ~~and~~The ~~the~~balance ~~reported~~at ~~amounts~~August of31, ~~expense~~2013 ~~during~~was ~~the~~$13,291, ~~reporting~~net ~~period.~~of ~~Actual~~accumulated ~~results~~amortization ~~could~~of ~~differ from those estimates~~$3,209.

~~The~~Mineral ~~financial statements have, in management’s opinion, been properly prepared within the framework of the significant accounting policies summarized below:~~Property

~~Principles~~The Company is primarily engaged in the acquisition, exploration and development of ~~Consolidation~~mineral properties.

~~These~~Mineral ~~consolidated~~property ~~financial~~acquisition ~~statements~~costs ~~include~~are ~~the~~capitalized ~~accounts~~in ofaccordance ~~the~~with ~~Company~~FASB ~~and~~ASC ~~LRE~~930, ~~Exploration~~“Extractive ~~LLC.~~Activities-Mining,” when management has determined that probable future benefits consisting of a ~~wholly~~contribution ~~owned~~to ~~subsidiary~~future ~~incorporated~~cash ininflows ~~Nevada,~~have ~~USA~~been onidentified ~~August~~and ~~31,~~adequate ~~2010. All~~financial ~~significant~~resources ~~inter-company~~are ~~transactions~~available or are expected to be available as required to meet the terms of property acquisition and ~~balances~~budgeted ~~have~~exploration ~~been~~and ~~eliminated~~development expenditures. Mineral property acquisition costs are expensed as incurred if the criteria for capitalization are not met.

~~Exploration~~In ~~Stage~~the event that mineral property acquisition costs are paid with Company shares, those shares are recorded at the estimated fair value at the time the shares are due in accordance with the terms of the property agreements.

~~The~~Mineral ~~Company~~property ~~is an~~ exploration ~~stage~~costs ~~company. All losses accumulated since inception~~ are ~~considered~~expensed ~~part~~as ~~of the Company’s exploration stage activities~~incurred.

~~Cash~~When it has been determined that a mineral property can be economically developed as a result of establishing proven and ~~cash~~probable ~~equivalents~~reserves and pre-feasibility, the costs incurred to develop such property are capitalized.

~~The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents. There were no cash equivalents at August 31, 2012.~~ F-7

~~The~~LAREDO ~~Company~~RESOURCES ~~minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution~~CORP. ~~The balance at times may exceed federally insured limits. At August 31, 2012, the balance did not exceed the federally insured limit.~~

~~Mineral~~(An ~~Property~~Exploration Stage Company)

~~The~~Notes ~~Company~~to isConsolidated ~~primarily~~Financial ~~engaged~~Statements ~~in the acquisition, exploration and development of mineral properties.~~

~~Mineral~~August ~~property acquisition costs are capitalized in accordance with FASB ASC 930~~31, ~~“Extractive~~2013 ~~Activities-Mining,” when management has determined that probable future benefits consisting of a contribution to future cash inflows have been identified~~ and adequate financial resources are available or are expected to be available as required to meet the terms of property acquisition and budgeted exploration and development expenditures. Mineral property acquisition costs are expensed as incurred if the criteria for capitalization are not met. 2012

~~F-7~~Mineral Property (continued)

~~LAREDO~~Estimated ~~RESOURCES~~future ~~CORP~~removal and site restoration costs, when determinable are provided over the life of proven reserves on a units-of-production basis. Costs, which include production equipment removal and environmental remediation, are estimated each period by management based on current regulations, actual expenses incurred, and technology and industry standards. Any charge is included in exploration expense or the provision for depletion and depreciation during the period and the actual restoration expenditures are charged to the accumulated provision amounts as incurred.

~~(An~~To ~~Exploration~~date ~~Stage~~the Company) has not established any proven or probable reserves on its mineral properties.

~~Notes~~Asset toRetirement ~~Consolidated Financial Statements~~Obligations

~~August~~Asset 31retirement obligations (“ARO”) associated with the retirement of a tangible long-lived asset, ~~2012~~are recognized as liabilities in the period in which it is incurred and ~~2011~~becomes determinable, with an offsetting increase in the carrying amount of the associated assets. The cost of tangible long-lived assets, including the initially recognized ARO, is amortized, such that the cost of the ARO is recognized over the useful life of the assets. The ARO is recorded at fair value, and accretion expense is recognized over time as the discounted fair value is accreted to the expected settlement value.

~~(Stated~~The infair USvalue ~~Dollars)~~of the ARO is measured using expected future cash flow, discounted at the Company’s credit-adjusted risk-free interest rate. As of August 31, 2013 and 2012, the Company has determined no provision for ARO’s is required.

~~Note~~Impairment 2of Long- Lived Assets

~~Summary~~The Company reviews and evaluates long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. The assets are subject to impairment consideration under FASB ASC 360-10-35-17 if events or circumstances indicate that their carrying amount might not be recoverable. When the Company determines that an impairment analysis should be done, the analysis will be performed using the rules of ~~Significant~~FASB ~~Accounting~~ASC ~~Policies~~930-360-35, Asset Impairment, and 360- ~~(continued)~~0 through 15-5, Impairment or Disposal of Long- Lived Assets.

~~Mineral~~Foreign ~~Property~~Currency ~~- (continued)~~Translation

InThe ~~the~~Company’s ~~event~~functional ~~that~~currency ~~mineral~~is ~~property~~the ~~acquisition~~United ~~costs~~States ~~are~~dollar ~~paid~~as ~~with~~substantially ~~Company~~all ~~shares,~~of ~~those~~the ~~shares~~Company’s operations are ~~recorded~~in at the ~~estimated~~USA. ~~fair~~The ~~value~~Company atuses the ~~time~~United ~~the~~States ~~shares~~dollar ~~are~~as ~~due~~its inreporting ~~accordance~~currency ~~with~~for ~~the~~consistency ~~terms~~with registrants of the ~~property~~Securities ~~agreements~~and Exchange Commission (“SEC”).

~~Mineral~~Assets ~~property~~and ~~exploration~~liabilities ~~costs~~denominated in a foreign currency are ~~expensed~~translated asat ~~incurred~~the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates. Income statement accounts are translated at the average rates of exchange prevailing during the period.

~~When~~Translation itadjustments ~~has~~from ~~been~~the ~~determined~~use ~~that~~of adifferent ~~mineral~~exchange ~~property~~rates ~~can~~from beperiod ~~economically~~to ~~developed~~period asare aincluded ~~result~~in ofthe ~~establishing~~Accumulated ~~proven~~Other ~~and~~Comprehensive ~~probable~~Income ~~reserves~~account ~~and~~in ~~pre-feasibility~~Stockholders’ Equity, ~~the~~if ~~costs incurred to develop such property are capitalized~~applicable.

~~Estimated~~Transactions ~~future~~undertaken ~~removal~~in ~~and~~currencies ~~site~~other ~~restoration~~than ~~costs, when determinable are provided over~~ the ~~life~~functional ofcurrency ~~proven reserves on a units-~~of~~-production~~ ~~basis. Costs,~~the ~~which~~entity ~~include production equipment removal and environmental remediation,~~ are ~~estimated~~translated ~~each~~using ~~period~~the byexchange ~~management~~rate ~~based on current regulations, actual expenses incurred, and technology and industry standards. Any charge is included~~ in ~~exploration~~effect ~~expense~~as orof the ~~provision~~transaction ~~for~~date. ~~depletion~~Any ~~and~~exchange ~~depreciation~~gains ~~during the period~~ and ~~the~~losses ~~actual restoration expenditures~~ are ~~charged~~included toin the ~~accumulated~~consolidated ~~provision~~statements ~~amounts~~of ~~as incurred~~operations.

~~To date the Company has not established any proven or probable reserves on its mineral properties.~~F-8

~~Asset~~LAREDO ~~Retirement~~RESOURCES ~~Obligations~~CORP.

~~Asset retirement obligations~~ (~~“ARO”)~~An ~~associated~~Exploration ~~with~~Stage the retirement of a tangible long-lived asset, are recognized as liabilities in the period in which it is incurred and becomes determinable, with an offsetting increase in the carrying amount of the associated assets. The cost of tangible long-lived assets, including the initially recognized ARO, is amortized, such that the cost of the ARO is recognized over the useful life of the assets. The ARO is recorded at fair value, and accretion expense is recognized over time as the discounted fair value is accreted to the expected settlement value.Company)

~~The~~Notes ~~fair~~to ~~value~~Consolidated ofFinancial ~~the~~Statements ARO is measured using expected future cash flow, discounted at the Company’s credit-adjusted risk-free interest rate. As of August 31, 2012, the Company has determined no provision for ARO’s is required.

~~Impairment~~August of31, ~~Long-~~2013 ~~Lived~~and ~~Assets~~ 2012

~~The~~Earnings ~~Company~~per reviews and evaluates long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. The assets are subject to impairment consideration under FASB ASC 360-10-35-17 if events or circumstances indicate that their carrying amount might not be recoverable. When the Company determines that an impairment analysis should be done, the analysis will be performed using the rules of FASB ASC 930-360-35, Asset Impairment, and 360- 0 through 15-5, Impairment or Disposal of Long- Lived Assets.share

FIn accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,” basic earnings per share (“EPS”) is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased from the exercise of stock options or warrants), and convertible debt or convertible preferred stock, using the if-8converted method. Diluted EPS excludes all dilutive potential of shares of common stock if their effect is anti-dilutive. As there are no common stock equivalents outstanding, diluted and basic loss per share are the same.

~~LAREDO~~Income ~~RESOURCES CORP.~~ Taxes

~~(An~~The ~~Exploration~~Company ~~Stage~~uses ~~Company)~~the asset and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carry-forwards 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.

~~Notes~~The toeffect ~~Consolidated~~of ~~Financial~~a ~~Statements~~change in tax rules on deferred tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely-than-not” that a deferred tax asset will not be realized.

~~August~~Stock-based ~~31, 2012 and 2011~~Compensation

~~(Stated~~The inCompany USis ~~Dollars)~~required to record compensation expense, based on the fair value of the awards, for all awards granted after the date of the adoption.

~~Note~~Comprehensive 2Income

~~Summary~~The ofCompany ~~Significant~~is ~~Accounting~~required ~~Policies~~to report comprehensive income, which includes net loss as well as changes in equity from non-owner ~~(continued)~~sources.

~~Foreign Currency Translation~~Reclassifications

~~The~~Certain ~~Company’s~~reclassifications ~~functional~~have ~~currency~~been ismade ~~the~~to ~~United~~prior ~~States~~year ~~dollar~~financial asstatements ~~substantially~~in ~~all~~order offor ~~the~~them ~~Company’s~~to ~~operations~~be ~~are~~ in ~~the~~conformity ~~USA.~~with ~~The Company uses~~ the ~~United~~current ~~States~~year ~~dollar~~presentation. asThe ~~its~~reclassifications ~~reporting~~had ~~currency~~no ~~for~~impact ~~consistency~~on ~~with~~change ~~registrants~~in ofnet ~~the Securities and Exchange Commission (“SEC”)~~assets.

~~Assets~~Newly ~~and~~Issued ~~liabilities~~Accounting denominated in a foreign currency are translated at the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates. Income statement accounts are translated at the average rates of exchange prevailing during the period.Pronouncements

~~Translation~~The ~~adjustments~~Company ~~from~~feels ~~the~~there ~~use~~are ofno ~~different~~newly ~~exchange~~issued ~~rates~~accounting ~~from~~pronouncements ~~period~~that towill ~~period~~materially ~~are~~impact ~~included~~its infinancial ~~the~~position, ~~Accumulated~~cash ~~Other~~flows ~~Comprehensive~~or ~~Income~~results ~~account~~of ~~in Stockholders’ Equity, if applicable~~operations.

Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date. Any exchange gains and losses are included in the Statement of Operations and Comprehensive Loss.F-9

~~Earnings~~LAREDO ~~per~~RESOURCES ~~share~~ CORP.

~~In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,” basic earnings per share~~ (~~“EPS”)~~An isExploration ~~computed~~Stage by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities. Diluted EPS gives effect to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased from the exercise of stock options or warrantsCompany), and convertible debt or convertible preferred stock, using the if-converted method. Diluted EPS excludes all dilutive potential of shares of common stock if their effect is anti-dilutive. As there are no common stock equivalents outstanding, diluted and basic loss per share are the same.

~~Income~~Notes ~~Taxes~~to Consolidated Financial Statements

~~The~~August ~~Company~~31, ~~uses~~2013 ~~the asset~~ and liability method of accounting for income taxes. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statements carrying amounts of existing assets and liabilities and loss carry-forwards 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.2012

~~The~~Note ~~effect~~3 ~~of a change in tax rules on deferred tax assets and liabilities is recognized in operations in the year of change. A valuation allowance is recorded when it is “more likely~~-~~than-not”~~ ~~that~~Financial aInstruments ~~deferred tax asset will not be realized.~~

~~F-9~~Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability.

~~LAREDO~~The ~~RESOURCES~~fair ~~CORP~~value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk.

~~(An~~In ~~Exploration~~addition ~~Stage~~to ~~Company)~~defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

~~Notes~~Level to1 ~~Consolidated~~- ~~Financial~~inputs ~~Statements~~are based upon unadjusted quoted prices for identical instruments traded in active markets.

~~August~~Level 312 - inputs are based upon significant observable inputs other than quoted prices included in Level 1, ~~2012~~such as quoted prices for identical or similar instruments in markets that are not active, and ~~2011~~model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

~~(Stated~~Level 3 - inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in USpricing ~~Dollars)~~the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

~~Note~~The 2carrying value of the Company’s financial assets and liabilities which consist of cash, accounts payable and accrued liabilities, and notes payable in management’s opinion approximates fair value due to the short maturity of such instruments. These financial assets and liabilities are valued using level 3 inputs, except for cash which is at level 1. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, exchange or credit risks arising from these financial instruments.

~~Summary~~Note of4 ~~Significant~~- ~~Accounting~~Related ~~Policies~~Party -Transactions ~~(continued)~~

~~Stock-based~~On ~~Compensation~~September 10, 2012, the Company assigned all membership units of LRE to the former President of the Company and received as consideration the release and discharge of all liabilities under all the promissory notes and accrued interest to the date of the transaction. As at August 31, 2012, this amount aggregated $90,688.

~~The~~On September 10, 2012, the Company isissued ~~required~~a topromissory ~~record~~note ~~compensation~~in ~~expense~~the amount of $20,000 ~~based~~to ona Company controlled by the ~~fair~~Company’s ~~value~~newly ofappointed ~~the~~president ~~awards~~and received $20,000 ~~for~~cash ~~all~~in ~~awards~~exchange. ~~granted~~The ~~after~~promissory note is unsecured, bears interest at 6% per annum, and matures on September 10, 2013. During the ~~date~~year ofended August 31, 2013, the ~~adoption~~Company accrued $1,156 of interest expense with respect to this note payable.

~~Comprehensive~~In ~~Income~~addition, during the year ended August 31, 2013, the Company CEO paid various vendor invoices on behalf of the Company. These are shown on the consolidated balance sheet as Advances from related party and amount to $105,901. $76,300 of this is management fees and is included in general and administrative expenses on the consolidated statement of operations.

~~The Company is required to report comprehensive income, which includes net loss as well as changes in equity from non~~F-~~owner sources.~~10

~~Note~~LAREDO 3RESOURCES CORP.

~~Financial~~(An ~~Instruments~~Exploration Stage Company)

~~Fair~~Notes ~~value~~to isConsolidated ~~defined~~Financial asStatements the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability.

~~The~~August ~~fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability~~31, ~~not~~2013 onand ~~assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk.~~ 2012

InNote ~~addition~~5 to- ~~defining~~Note ~~fair~~Payable value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

~~Level~~On 1September -10, 2012, the Company CEO loaned $20,000 to the Company. See Note 4 for details.

~~inputs~~Note ~~are~~6 ~~based~~- ~~upon~~Capital ~~unadjusted~~Stock ~~quoted prices for identical instruments traded in active markets.~~

~~Level~~The 2Company -has 10,000,000 shares of authorized preferred stock with a par value of $0.001 per share. There were zero shares of preferred stock issued and outstanding as of August 31, 2013 and 2012.

~~inputs~~Effective ~~are~~October ~~based upon significant observable inputs other than quoted prices included in Level 1~~30, ~~such as quoted prices for identical or similar instruments in markets that are not active~~2012, ~~and~~the ~~model-based~~Company ~~valuation~~increased ~~techniques~~the ~~for~~number ~~which~~of ~~all~~authorized ~~significant~~common ~~assumptions~~shares ~~are~~of ~~observable in~~ the ~~market~~Company orfrom ~~can~~90,000,000 beto ~~corroborated~~4,500,000,000 byshares ~~observable~~per ~~market~~a ~~data~~director’s ~~for~~resolution ~~substantially~~dated ~~the~~October ~~full~~30, ~~term of the assets or liabilities~~2012.

~~Level~~The Company also conducted a fifty to one forward stock split of the Company’s issued and outstanding common shares per a director’s resolution. Following this stock split, the number of outstanding shares of the Company’s stock increased from 3,570,000 shares to 178,500,000 shares. All shares and per share information in these financial statements have been retro-actively restated for all periods presented to give effect of this stock split.

~~inputs~~Note ~~are~~7 ~~generally~~- ~~unobservable~~Forgiveness ~~and typically reflect management’s estimates~~ of ~~assumptions~~Debt that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

~~F-10~~On November 30, 2010, LRE entered into a property option agreement (amended April 3, 2012) with Arbutus Minerals LLC (“Arbutus”) whereby the Company was granted an option to earn up to a 100% interest in 20 mineral claims (the “ABR Claims”) located approximately 15 miles north of Elko, Nevada. Arbutus holds only the mineral rights to the ABR Claims as the ABR Claims are on Bureau of Land Management managed land. Consideration for the option consists of cash payments to Arbutus totaling $90,000, and aggregate exploration expenditures of $295,000.

~~LAREDO~~As ~~RESOURCES~~of ~~CORP~~August 31, 2012, the Company had incurred $10,000 in acquisition costs and accrued an additional $10,000 in the form of option payments to Arbutus per the option agreement. During August 2012, the Company abandoned the property and all property option costs incurred were written off. The Company also negotiated the forgiveness of $10,000 which was due pursuant to the property option agreement on November 30, 2012.

~~(An~~Note ~~Exploration~~8 ~~Stage~~- ~~Company)~~Income Taxes

~~Notes~~A reconciliation of the income tax provision computed at statutory rates to ~~Consolidated~~the ~~Financial~~reported ~~Statements~~tax provision is as follows:

August 31, 2012 and 2011

	Year Ended August 31,
	2013			2012

Basic statutory and state income tax rate		35.0	%		35.0	%

Approximate loss before income taxes	$	235,875		$	56,356

Expected approximate tax recovery on net loss, before income tax	$	83,000		$	19,700
Valuation allowance		(83,000	)		(19,700	)

Deferred income tax recovery	$	-		$	-

~~(Stated in US Dollars)~~F-11

~~Note~~LAREDO 3RESOURCES CORP.

~~Financial~~(An ~~Instruments~~Exploration -Stage ~~(continued~~Company)

~~The~~Notes carrying value of the Company’s financial assets and liabilities which consist of cash, accounts payable and accrued liabilities, and notes payable in management’s opinion approximates fair value due to ~~the~~Consolidated ~~short~~Financial ~~maturity~~Statements of such instruments. These financial assets and liabilities are valued using level 3 inputs, except for cash which is at level 1. Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, exchange or credit risks arising from these financial instruments.

~~Note~~August 431, 2013 and 2012

~~Mineral~~Note ~~Property~~8 - Income Taxes (continued)

	August 31,		August 31,
	2012		2011
ABR Claims
Option Costs	$	-	$	10,000
Net cost	$	-	$	10,000

Significant components of the Company’s deferred tax assets and liabilities are as follows:

On November 30, 2010, LRE entered into a property option agreement (amended April 3, 2012) with Arbutus Minerals LLC (“Arbutus”) whereby the Company was granted an option to earn up to a 100% interest in 20 mineral claims (the “ABR Claims”) located approximately 15 miles north of Elko, Nevada. Arbutus holds only the mineral rights to the ABR Claims as the ABR Claims are on Bureau of Land Management managed land. Consideration for the option consists of cash payments to Arbutus totalling $90,000, and aggregate exploration expenditures of $295,000 as follows:

	Year Ended August 31, 2013			Year Ended August 31, 2012

Deferred income tax assets
Non-capital losses carried forward	$	125,200		$	42,200
Less: valuation allowance		(125,200	)		(42,200	)
Deferred income tax assets	$	-		$	-

~~Payments~~At August 31, 2013, the Company has incurred accumulated net operating losses in the United States of America totaling approximately $356,345 which are available to ~~Arbutus~~reduce taxable income in future years.

·These losses expire as follows:

$10,000 upon execution of option agreement;

Year of Expiration	Amount

2030	$	7,325
2031		56,789
2032		56,356
2033		235,875
	$	356,345

·The amount taken into income as deferred 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 an allowance of 100% against all available income tax loss carry forwards, regardless of their time of expiry.

~~$10,000 on or before November 30, 2011 (payment extended to November 30, 2012);~~F-12

·LAREDO RESOURCES CORP.

~~$20,000~~(An onExploration orStage ~~before November 30, 2012; and~~Company)

·Notes to Consolidated Financial Statements

~~$50,000~~August ~~on or before November 30~~31, 2013. and 2012

~~Exploration~~Note ~~Expenditures~~9 - Sale of Subsidiary

·On September 10, 2012, the Company assigned all membership units of LRE to the former President of the Company and received as consideration the release and discharge of all liabilities under all promissory notes and accrued interest entered into prior to August 31, 2012.

~~$15~~The following table summarized the identifiable assets and liabilities of LRE that were disposed of,~~000~~ inthe ~~aggregate~~consideration ~~exploration~~received, ~~expenditures~~and ~~prior~~the loss of LRE for the period from September 1, 2012 to ~~November~~September 3010, 2012;.

	September 10,
	2012
Identifiable Assets and Liabilities
Account payable	$	(450	)
A mount owed to Laredo Resources Corp.		(17,550	)
Net liabilities of LRE		(18,000	)

Consideration Received
Settlement of accounts payable, promissory notes, and accrued interest		91,064
Elimination of accumulated losses of LRE		18,000
		109,064

Sale of subsidiary - related party	$	91,064

~~$65,000~~Note in10 ~~aggregate~~- ~~exploration~~Subsequent ~~expenditures~~Events ~~prior to November 30, 2013; and~~

·On September 1, 2013 the Company entered into an agreement with Magna Management Ltd. (“Magna”) to increase the number of authorized shares to 2 billion shares and constitute a class of convertible preferred shares to be solely issued to Magna. This is exchange for paying $240,000 on behalf of the Company toward the purchase price of property mining rights associated with property located near Pony, Montana.

In addition, on September 1, 2013, the Company entered into a convertible note payable for $~~215~~240,000 inwith ~~aggregate~~an ~~exploration~~interest ~~expenditures~~rate ~~prior~~of toten ~~November~~percent ~~30,~~per ~~2014~~annum with Magna.

As at August 31, 2012, the Company had incurred $10,000 in acquisition costs and accrued an additional $10,000 in the form of option payments to Arbutus per the option agreement. When a property reaches the production stage, the related capitalized costs will be amortized, using the units of production method on the basis of periodic estimates of ore reserves, currently no property has reached the production stage. When the Company has capitalized mineral properties, these properties will be periodically assessed for impairment of value and any diminution in value. F-13

~~F-11~~Item 9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure

~~LAREDO RESOURCES CORP~~None.

~~(An~~Item ~~Exploration~~9A. ~~Stage~~Controls ~~Company)~~and Procedures

~~Notes~~As torequired ~~Consolidated~~by Rule 13a-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of our disclosure controls and procedures as of the end of the period covered by this annual report, being August 31, 2013. This evaluation was carried out under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial ~~Statements~~Officer.

~~August~~Disclosure 31controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, ~~2012~~processed, summarized and ~~2011~~reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company’s reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

~~(Stated~~Based inupon USthat ~~Dollars)~~evaluation, including our Chief Executive Officer and Chief Financial Officer, we have concluded that our disclosure controls and procedures were ineffective as of the end of the period covered by this annual report.

~~Note~~Management’s 4Report on Internal Control over Financial Reporting

~~Mineral~~Our ~~Property~~management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934). Management has assessed the effectiveness of our internal control over financial reporting as of August 31, 2013 based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. As a result of this assessment, management concluded that, as of August 31, 2013, our internal control over financial reporting was not effective. Our management identified the following material weaknesses in our internal control over financial reporting, which are indicative of many small companies with small staff: (~~continued~~i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

~~From~~We ~~Inception~~plan ~~(August~~to 17take steps to enhance and improve the design of our internal control over financial reporting. During the period covered by this annual report on Form 10-K, ~~2010)~~we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we hope to implement the following changes during our fiscal year ending August 31, ~~2012,~~2013: ~~the~~(i) ~~Company~~appoint ~~had~~additional ~~incurred~~qualified anpersonnel ~~aggregate~~to ~~amount~~address inadequate segregation of ~~$4,500~~duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for ~~geological~~accounting ~~surveys,~~and ~~which~~financial ~~are~~reporting. ~~considered~~The ~~geological~~remediation efforts set out in (i) and ~~geophysical~~(ii) are largely dependent upon our securing additional financing to cover the costs ~~which~~of implementing the changes required. If we are ~~expensed~~unsuccessful ~~when~~in ~~incurred~~securing such funds, remediation efforts may be adversely affected in a material manner.

~~During~~This ~~August~~annual ~~2012,~~report ~~the~~does ~~Company~~not ~~abandoned~~include ~~the~~an ~~property~~attestation ~~and~~report ~~all~~of ~~property~~our ~~option~~registered ~~costs~~public ~~incurred~~accounting ~~were~~firm ~~written~~regarding ~~off~~internal control over financial reporting. ~~The~~ ~~Company~~Management’s ~~also~~report ~~negotiated~~was ~~the~~not ~~forgiveness~~subject ofto ~~$10,000~~attestation ~~which~~by ~~was~~our ~~due~~registered public accounting firm pursuant to an exemption for non-accelerated filers set forth in Section 989G of the ~~property~~Dodd-Frank ~~option~~Wall ~~agreement~~Street onReform ~~November~~and ~~30,~~Consumer ~~2012~~Protection Act.

~~Note~~Item 59B. Other Information

~~Related Party Transactions~~None.

On May 21, 2012, the Company President loaned $10,000 to the Company and the Company issued a promissory note in the amount of $10,000. The promissory note is unsecured, bears interest at 6% per annum, and matures on May 31, 2014. During the year ended August 31, 2012, the Company accrued $270 (2011 - $nil) of interest expense in respect of this note payable. Total accrued interest on this note as of August 31, 2012 was $270 (2011 - $nil).11

OnPART March 20, 2012, the Company President loaned $7,500 to the Company and the Company issued a promissory note in the amount of $7,500. The promissory note is unsecured, bears interest at 6% per annum, and matures on March 31, 2013. During the year ended August 31, 2012, the Company accrued $202 (2011 - $nil) of interest expense in respect of this note payable. Total accrued interest on this note as of August 31, 2012 was $202 (2011 - $nil).III

OnItem ~~November 22, 2011, the Company President loaned $15,000 to the Company and the Company issued a promissory note in the amount of $15,000~~10. ~~The~~ ~~promissory note is unsecured~~Directors, ~~bears~~Executive ~~interest~~Officers ~~at 6% per annum,~~ and ~~matures~~Corporate onGovernance November 30, 2013. During the year ended August 31, 2012, the Company accrued $698 (2011 - $nil) of interest expense in respect of this note payable. Total accrued interest on this note as of August, 2012 was $698 (2011 - $nil).

OnOur ~~September~~sole ~~13,~~executive ~~2011,~~officer ~~the Company President loaned $15,000 to the Company~~ and ~~the~~director ~~Company issued a promissory note in the amount of $15,000. The promissory note~~ is unsecured, bears interest at 6% per annum, and matures on September 30, 2013. During the year ended August 31, 2012, the Company accrued $870 (2011 - $nil) of interest expense in respect of this note payable. Total accrued interest on this note as ~~of August 31, 2012 was $870 (2011 - $nil).~~follows:

On August 22, 2011, the Company President loaned $4,000 to the Company and the Company issued a promissory note in the amount of $4,000. The promissory note is unsecured, bears interest at 6% per annum, and matures on August 31, 2013. During the year ended August 31, 2012, the Company accrued $240 (2011 - $6) of interest expense in respect of this note payable. Total accrued interest on this note as of August 31, 2012 was $246 (2011 - $6).

Name	Age	Position(s) and Office(s) Held

Robert Gardner	74	President, Chief Executive Officer, Chief Financial Officer, and Director

~~F-12~~Set forth below is a brief description of the background and business experience of each of our current executive officers and directors.

~~LAREDO~~Robert ~~RESOURCES~~Gardner ~~CORP~~was appointed President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, and Director on September 10, 2012. He is the Proprietor and Principal of Gardner & Associates in Vancouver. He is a Barrister and Solicitor in the Province of British Columbia where he was called and admitted in 1966. He is currently President of Q-Gold Resources Ltd., a position he has held since approximately July of 2010. Formerly, he was Chairman of Viridis Energy, Inc. from approximately December 2009 until April 2011. He also served as President, CFO and Secretary of First Star Resources, Inc. from November 2010 through approximately December 2011. He was a member of the Board and Chairman of Stealth Energy from approximately 2006 until his resignation in approximately July 2011. He was Chairman and a member of the Board of Genco Resources (now Silvermex Resources, Inc.) from approximately February 2003 until his resignation in May 2010. During his time at Genco Resources, he also served as acting CEO from January 2009 to February 2010. He was a Director for Kootenay Gold, Inc. from June 2003 until his resignation in March 2009. He served as Chairman of Andover Resources from December 2006 until his resignation in September 2008. He was on the Board of Chief Consolidated Mining as an U.S.-associated company to Andover from March 2008 until his resignation in 2010. He was a Director for Atlas Technology Group from August 2005 until his resignation in February 2009. He served as Chairman of Bolero Resources Corp. from February 2006 until his resignation in February 2008. He was on the Board of Directors of Getty Copper from approximately 2003 until his resignation in November 2004. He was a director of Triple Dragon Resources, Inc. from February 23, 2006 to June 4, 2007.

~~(An~~Mr. ~~Exploration~~Gardner ~~Stage~~was ~~Company~~called to the Bar of England and Wales in 1964 and called and admitted in British Columbia in 1966. He is a member of the Honourable Society of the Inner Temple (London). He graduated from Cambridge University in 1961 with a BA, in 1962 with an LLB, in 1965 with an MA, and in 1995 with an LLM. He was made a Queens Counsel in 1989.

~~Notes~~Term toof ~~Consolidated~~Office ~~Financial Statements~~

~~August~~Our ~~31,~~Directors ~~2012~~are appointed for a one year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and ~~2011~~hold office until removed by the board.

~~(Stated~~Family inRelationships ~~US Dollars)~~

~~Note~~There 5are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become directors or executive officers.

~~Related Party Transactions - (continued)~~12

OnInvolvement ~~May 10, 2011, the Company President loaned $10,000 to the Company and the Company issued a promissory note~~ in ~~the~~Certain ~~amount~~Legal ofProceedings $10,000. The promissory note is unsecured, bears interest at 6% per annum, and matures on May 31, 2013. During the year ended August 31, 2012, the Company accrued $601 (2011 - $186) of interest expense in respect of this note payable. Total accrued interest on this note as of August 31, 2012 was $787 (2011 - $186).

OnTo ~~February~~the 15best of our knowledge, ~~2011~~during the past ten years, none of the ~~Company~~following ~~President~~occurred ~~loaned~~with ~~$10,000~~respect to ~~the~~a ~~Company~~present ~~and~~or ~~the~~former ~~Company~~director, ~~issued~~executive officer, or employee: (1) any bankruptcy petition filed by or against any business of which such person was a ~~promissory~~general ~~note~~partner inor executive officer either at the ~~amount~~time of ~~$10~~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 offenses); (3) being subject to any order,~~000. The~~ ~~promissory~~judgment ~~note~~or isdecree, ~~unsecured~~not subsequently reversed, ~~bears~~suspended, ~~interest~~vacated, atof 6%any ~~per~~court ~~annum~~of competent jurisdiction, ~~and~~permanently ~~matures~~or ontemporarily ~~February~~enjoining, 28barring, ~~2013. During~~suspending ~~the~~or ~~year~~otherwise ~~ended~~limiting ~~August~~his ~~31,~~or ~~2012~~her involvement in any type of business, ~~the~~securities ~~Company~~or ~~accrued~~banking ~~$601~~activities; and (~~2011~~4) -being ~~$324)~~found by a court of ~~interest~~competent ~~expense~~jurisdiction (in ~~respect~~a ofcivil ~~this~~action), ~~note~~the ~~payable. Total~~SEC ~~accrued~~or ~~interest~~the onCommodities ~~this~~Futures ~~note~~Trading asCommission ofto ~~August~~have 31violated a federal or state securities or commodities law, ~~2012~~and ~~was~~the ~~$925~~judgment ~~(2011~~has -not ~~$324)~~been reversed, suspended or vacated.

OnCommittees ~~September 2, 2010, the Company President loaned $15,000 to the Company and the Company issued a promissory note in the amount~~ of ~~$15,000. The promissory note is unsecured, non-interest bearing, and matures on September 30, 2012. During~~ the ~~year~~Board ended August 31, 2012, the Company accrued $902 (2011 - $895) of interest expense in respect of this note payable. The Company also recorded a capital contribution for the year ended August 31, 2012 of $902 (2011 - $895) in respect of the imputed interest charged on this note payable.

OnWe ~~August~~do ~~19,~~not ~~2010,~~currently ~~the~~have ~~Company received and accepted~~ a ~~subscription~~compensation tocommittee, ~~purchase~~executive 2committee,~~000,000~~ ~~shares~~or ~~of common~~ stock atplan $0committee.0078 per share for aggregate proceeds of $15,625 from the Company’s president. The subscription agreement permitted the Company to accept 200,000 Mexican Peso’s in full settlement of the share subscription. The share subscription was settled in Mexican Peso’s.

~~Subsequent~~Audit toCommittee ~~the year end, on September 10, 2012, the President resigned and her controlling interest of 100,000,000 post split shares was transferred to a third party who subsequently was appointed President.~~

OnWe ~~September~~do ~~10,~~not ~~2012,~~have ~~the~~a ~~Company~~separately-designated ~~assigned~~standing ~~all~~audit ~~membership~~committee. ~~units~~The entire Board of ~~LRE~~Directors toperforms the ~~former~~functions ~~President~~of an audit committee, but no written charter governs the actions of the ~~Company~~Board when performing the functions of what would generally be performed by an audit committee. The Board approves the selection of our independent accountants and ~~received~~meets asand ~~consideration~~interacts with the ~~release~~independent accountants to discuss issues related to financial reporting. In addition, the Board reviews the scope and ~~discharge~~results of ~~all~~the ~~liabilities~~audit ~~under~~with ~~all~~the independent accountants, reviews with management and the ~~promissory~~independent ~~notes~~accountants our annual operating results, considers the adequacy of our internal accounting procedures and ~~accrued~~considers ~~interest~~other auditing and accounting matters including fees to be paid to the ~~date~~independent auditor and the performance of the ~~transaction~~independent auditor. As atOur ~~August~~Board 31of Directors, ~~2012~~which performs the functions of an audit committee, ~~this~~does ~~amount~~not ~~aggregated~~have ~~$90~~a member who would qualify as an “audit committee financial expert” within the definition of Item 407(d)(5)(ii) of Regulation S-K. We believe that,~~688~~ at our current size and stage of development, the addition of a special audit committee financial expert to the Board is not necessary.

~~F-13~~Nomination Committee

~~LAREDO~~Our ~~RESOURCES~~Board ~~CORP~~of Directors does not maintain a nominating committee. As a result, no written charter governs the director nomination process. Our size and the size of our Board, at this time, do not require a separate nominating committee.

~~(An~~When ~~Exploration~~evaluating ~~Stage~~director ~~Company)~~nominees, our directors consider the following factors:

~~Notes~~- The toappropriate ~~Consolidated~~size ~~Financial~~of ~~Statements~~our Board of Directors;

~~August~~- Our ~~31,~~needs ~~2012~~with respect to the particular talents and ~~2011~~experience of our directors;

~~(Stated~~- The knowledge, skills and experience of nominees, including experience in USfinance, ~~Dollars)~~administration or public service, in light of prevailing business conditions and the knowledge, skills and experience already possessed by other members of the Board;

~~Note~~- Experience 6in political affairs;

~~Capital~~- Experience ~~Stock~~with accounting rules and practices; and

- The ~~Company~~desire ~~has~~to ~~10,000,000~~balance ~~shares~~the benefit of ~~authorized~~continuity ~~preferred stock~~ with athe ~~par~~periodic ~~value~~injection of ~~0.001~~the ~~per~~fresh ~~share. There~~perspective ~~were~~provided ~~zero~~by ~~shares~~new ofBoard ~~preferred stock issued and outstanding as of August 31, 2012 and 2011~~members.

~~The~~Our ~~Company~~goal ~~has~~is ~~4,500,000,000~~to ~~shares~~assemble ofa ~~authorized~~Board ~~common~~that ~~stock,~~brings ~~with~~together a ~~par~~variety ~~value~~ of ~~0.001~~perspectives ~~per~~and ~~share. There~~skills ~~were~~derived ~~3,570,000~~from ~~shares~~high ofquality ~~common~~business ~~stock issued~~ and ~~outstanding~~professional asexperience. ofIn ~~August~~doing 31so, ~~2012 and 2011. Following a forward split on~~ the ~~basis~~Board ofwill 50also ~~for~~consider 1candidates ~~effective~~with ~~October~~appropriate ~~30,~~non-business ~~2012, there were 178,500,000 shares of common stock issued and outstanding~~backgrounds.

~~Issued:~~13

OnOther ~~August~~than 19the foregoing, ~~2010~~there are no stated minimum criteria for director nominees, although the ~~Company~~Board ~~issued~~may ~~100~~also consider such other factors as it may deem are in our best interests as well as our stockholders. In addition,~~000,000~~ ~~post~~the ~~split~~Board ~~shares~~identifies nominees by first evaluating the current members of ~~common~~the ~~stock~~Board willing to continue in service. Current members of the ~~Company’s~~Board ~~president~~with atskills $0and experience that are relevant to our business and who are willing to continue in service are considered for re-nomination.~~000156~~ ~~per~~If ~~share~~any member of the Board does not wish to continue in service or if the Board decides not to re-nominate a member for ~~total~~re-election, ~~proceeds~~the Board then identifies the desired skills and experience of ~~$15~~a new nominee in light of the criteria above. Current members of the Board are polled for suggestions as to individuals meeting the criteria described above. The Board may also engage in research to identify qualified individuals. To date,~~625~~ we have not engaged third parties to identify or evaluate or assist in identifying potential nominees, although we reserve the right in the future to retain a third party search firm, if necessary. The Board does not typically consider shareholder nominees because it believes that its current nomination process is sufficient to identify directors who serve our best interests.

OnCode ~~August 27, 2010, the Company issued 78,500,000 shares~~ of ~~common~~Ethics ~~stock at $0.000157 per share for total proceeds of $12,560 pursuant to a private placement. The Company paid commissions of $200 for net proceeds of $12,360.~~

~~All~~As ~~references in these financial statements to number~~ of ~~common~~August ~~shares~~31, ~~price~~2013, ~~per~~we ~~share~~had ~~and~~not ~~weighted~~adopted ~~number~~a Code of ~~common~~Ethics ~~shares~~for ~~outstanding~~Financial ~~prior~~Executives, towhich 50would toinclude 1our ~~stock~~principal ~~split~~executive ~~on October 30~~officer, ~~2012~~principal ~~have~~financial ~~been~~officer, ~~adjusted~~principal toaccounting ~~reflect~~officer ~~this~~or ~~stock~~controller, ~~split~~or onpersons aperforming ~~retroactive~~similar ~~basis, unless otherwise noted~~functions.

~~Note~~Item 711. Executive Compensation

~~Income~~Compensation ~~Taxes~~Discussion and Analysis

AWe ~~reconciliation~~do ofnot ~~the~~currently ~~income~~pay ~~tax~~compensation ~~provision~~to ~~computed~~our atsole ~~statutory~~officer ~~rates~~and todirector, ~~the~~Robert ~~reported~~Gardner. ~~tax~~Our ~~provision~~sole executive officer holds substantial ownership in the company and is asgenerally ~~follows:~~motivated by a strong entrepreneurial interest in expanding our operations and revenue base to the best of his ability.

	Year Ended
	August 31,
	2012		2011
Basic statutory and state income tax rate		35.0%		35.0%
Approximate loss before income taxes	$	56,356	$	56,789
Expected approximate tax recovery on net loss, before income tax	$	19,700	$	19,900
Valuation allowance		(19,700)		(19,900)
Deferred income tax recovery	$	-	$	-

Summary Compensation Table

~~Significant~~The ~~components~~table ofbelow ~~the~~summarizes ~~Company’s~~all ~~deferred~~compensation ~~tax~~awarded ~~assets~~to, ~~and~~earned ~~liabilities~~by, ~~are~~or aspaid ~~follows:~~to our former or current executive officers for the fiscal years ended 2013 and 2012.

SUMMARY COMPENSATION TABLE

	Year Ended		Year Ended
							Stock		Option		Non-Equity Incentive Plan		Nonqualified Deferred		All Other
	August 31,		August 31,
Name and			Salary		Bonus		Awards		Awards		Compensation		Compensation		Compensation		Total
	2012		2011
principal position	Year		($)		($)		($)		($)		($)		Earnings ($)		($)		($)
Deferred income tax assets
Robert Gardner,	2013		$	n/a	$	n/a	$	n/a	$	n/a	$	n/a	$	n/a	$	n/a	$	n/a
Non-capital losses carried forward	$	42,200	$	22,500
President, CEO, and CFO	2012		$	n/a	$	n/a	$	n/a	$	n/a	$	n/a	$	n/a	$	n/a	$	n/a
Less: valuation allowance		(42,200)		(22,500)
Ruth Cruz Santos, former officer	2012		$	0	$	0	$	0	$	0	$	0	$	0	$	0	$	0
Deferred income tax assets	$	-	$	-

~~F-14~~Narrative Disclosure to the Summary Compensation Table

~~LAREDO~~We ~~RESOURCES~~have ~~CORP~~not entered into any employment agreement or consulting agreement with our executive officers. There are no arrangements or plans in which we provide pension, retirement, or similar benefits for executive officers.

~~(An~~Although ~~Exploration~~we ~~Stage~~do ~~Company)~~not currently compensate our officers, we reserve the right to provide compensation at some time in the future. Our decision to compensate officers depends on the availability of our cash resources with respect to the need for cash to further our business purposes.

~~Notes to Consolidated Financial Statements~~14

~~August~~Outstanding ~~31,~~Equity ~~2012~~Awards ~~and~~at ~~2011~~Fiscal Year-End

~~(Stated~~The intable USbelow ~~Dollars)~~summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer as of August 31, 2013.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END

~~Note~~OPTION 7AWARDS STOCK AWARDS Name Number of Securities Underlying Unexercised Options (#) Exercisable Number of Securities Underlying Unexercised Options (#) Unexercisable Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) Option Exercise Price ($) Option Expiration Date Number of Shares or Shares of Stock That Have Not Vested (#) Market Value of Shares or Shares of Stock That Have Not Vested ($) Equity Incentive Plan Awards: Number of Unearned Shares, Shares or Other Rights That Have Not Vested (#) Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Shares or Other Rights That Have Not Vested (#) Robert Gardner - - - - - - - - -

~~Income~~Director ~~Taxes~~Compensation ~~- (continued)~~

AtThe ~~August~~table ~~31,~~below ~~2012,~~summarizes ~~the~~all ~~Company~~compensation ~~has~~of ~~incurred~~our ~~accumulated~~directors ~~net~~for ~~operating losses in~~ the ~~United~~year ~~States~~ended ofAugust ~~America totalling approximately $120~~31,~~470~~ ~~which are available to reduce taxable income in future years~~2013.

~~These~~DIRECTOR ~~losses~~COMPENSATION ~~expire~~Fees asEarned ~~follows:~~or Non-Equity Incentive Non-Qualified Deferred All Paid in Stock Option Plan Compensation Other Name Cash Awards Awards Compensation Earnings Compensation Total Robert Gardner - - - - - - -

Year of Expiry	Amount
2030	$	7,325
2031	$	56,789
2032	$	56,356

Narrative Disclosure to the Director Compensation Table

~~The~~We ~~amount~~do ~~taken into income as deferred tax assets must reflect that portion of the income tax loss carryforwards that is more-likely-than-~~not tocompensate beour ~~realized~~directors ~~from~~for ~~future~~their ~~operations. The~~service ~~Company~~at ~~has~~this ~~chosen to provide an allowance of 100% against all available income tax loss carryforwards, regardless of their~~ time ~~of expiry~~.

~~Note 8~~15

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

i)The following table sets forth, as of December 05, 2013, the beneficial ownership of our common stock by each executive officer and director, by each person known by us to beneficially own more than 5% of the our common stock and by the executive officers and directors as a group:

On September 10, 2012, the Company assigned all membership units of LRE to the former President of the Company and received as consideration the release and discharge of all liabilities under all the promissory notes and accrued interest entered into prior to August 31, 2012.

Title of class	Name and address of beneficial owner (1)	Amount of beneficial ownership	Percent of class*
Executive Officers & Directors:

Common	Robert Gardner	100,000,000	56.02%
	300 Jameson House 838 West Hastings Street Vancouver, B.C. V6C 0A6 Canada

Common	Total all executive officers and directors	100,000,000	56.02%

Common	5% Shareholders	None

ii(1) As used in this table, "beneficial ownership" means the sole or shared power to vote, or to direct the voting of, a security, or the sole or shared investment power with respect to a security (i.e., the power to dispose of, or to direct the disposition of, a security). In addition, for purposes of this table, a person is deemed, as of any date, to have "beneficial ownership" of any security that such person has the right to acquire within 60 days after such date.

OnItem ~~September~~13. ~~10,~~Certain ~~2012,~~Relationships ~~the Company issued a promissory note of $20,000 to the Company’s newly appointed president~~ and ~~received~~Related ~~$20~~Transactions,~~000~~ ~~cash in exchange. The promissory note is unsecured, bears interest at 6% per annum,~~ and ~~matures~~Director onIndependence ~~September 30, 2014.~~

~~iii~~Except as stated herein, none of our directors or executive officers, nor any proposed nominee for election as a director, nor any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to all of our outstanding shares, nor any members of the immediate family (including spouse, parents, children, siblings, and in-laws) of any of the foregoing persons has any material interest, direct or indirect, in any transaction over the last two years or in any presently proposed transaction which, in either case, has or will materially affect us.

~~Effective~~1. ~~October~~On 30September 10, 2012, ~~the~~we ~~Company~~entered ~~increased~~into ~~the~~an ~~number~~Agreement of ~~authorized~~Conveyance, ~~common~~Transfer ~~shares~~and Assignment of ~~the~~Membership ~~Company~~Interests ~~from~~and ~~90,000,000~~Assumption toof ~~4,500,000,000~~Obligations ~~shares~~(the ~~per~~“Agreement”) ~~director’s~~with ~~resolution~~our ~~dated~~sole ~~October~~officer 30and director, ~~2012. The~~Ruth ~~Company~~Cruz ~~also~~Santos. ~~conducted~~Pursuant ato ~~fifty~~the toAgreement, ~~one~~we ~~forward~~transferred ~~stock~~all ~~split~~membership ofinterests ~~the~~in ~~Company’s~~our ~~issued~~operating ~~and~~subsidiary, ~~outstanding~~LRE ~~common~~Exploration ~~shares~~LLC, ~~per~~to ~~director’s~~Ms. ~~resolution~~Santos. ~~Following~~In ~~this~~exchange ~~stock~~for ~~split,~~this ~~the~~assignment ~~number~~ of ~~outstanding~~membership ~~shares~~interests, ofMs. ~~the~~Santos ~~Company’s~~agreed ~~common~~to ~~stock~~assume ~~increased~~and ~~from~~cancel ~~3,570,000~~all ~~shares~~liabilities relating to ~~178,500,000~~our ~~shares.~~former ~~All~~business ~~share~~of ~~and~~exploring ~~per~~certain ~~share~~mining ~~information~~claims located in ~~these~~Elko ~~financial~~County, ~~statements~~Nevada. ~~has~~In ~~been~~addition, ~~retro-actively~~Ms. ~~restated~~Santos ~~for~~agreed to release all ~~periods~~liability ~~presented~~under tocertain ~~give~~promissory ~~effect~~notes ofdue ~~this~~and ~~stock~~owing ~~split~~to her.

~~iv)~~2. On September 10, 2012, we received new financing in the amount of $20,000 from a third party, Gardner & Associates, under the terms of a Promissory Note. The promissory note is unsecured, bears interest at 6% per annum, and matures on September 30, 2014.

OnDirector ~~November~~Independence 2, 2012, the Company entered into a letter agreement with Magna Management Ltd. (“Magna”) whereby the Company was granted the exclusive right, for a period of sixty days, to negotiate for the acquisition of all rights held by Magna in a mineral Property known as Pony Gold Mountain located in southwestern Montana.

FWe are not a “listed issuer” within the meaning of Item 407 of Regulation S-K and there are no applicable listing standards for determining the independence of our directors. Applying the definition of independence set forth in Rule 4200(a)(15) of The Nasdaq Stock Market, Inc., we do not have any independent directors.

~~Note~~Item 814. Principal Accounting Fees and Services

~~Subsequent~~Below ~~Events~~is the table of Audit Fees (~~Continued~~amounts in US$) billed by our auditor in connection with the audit of the Company’s annual financial statements for the years ended:

Should the acquisition be completed as contemplated the Company pay $3,000,000 in quarterly instalments of $250,000 commencing December 5, 2012. for the property. The agreement is subject to a 2% net smelter royalty.

Financial Statements for the Year Ended August 31,	Audit Services		Audit Related Fees		Tax Fees		Other Fees

2013	$	4,000	$	0	$	1,700	$	0
2012	$	5,000	$	0	$	0	$	0

F-16

~~Item~~PART ~~9. Changes In and Disagreements with Accountants on Accounting and Financial Disclosure~~IV

~~None~~Item 15. Exhibits, Financial Statements Schedules

~~Item~~(a) ~~9A.~~Financial ~~Controls~~Statements and ~~Procedures~~Schedules

AsThe ~~required~~following byfinancial ~~Rule~~statements ~~13a-15 under the Securities Exchange Act of 1934, we have carried out an evaluation of the effectiveness of our disclosure controls~~ and ~~procedures~~schedules aslisted ofbelow ~~the~~are ~~end~~included ofin ~~the period covered by~~ this ~~annual~~Form ~~report, being August 31, 2012~~10-K. ~~This~~Financial ~~evaluation~~Statements ~~was~~(See ~~carried~~Item ~~out under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer.~~8)

~~Disclosure~~(b) ~~controls~~Exhibits and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure controls and procedures include controls and procedures designed to ensure that information required to be disclosed in our company’s reports filed under the Securities Exchange Act of 1934 is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Based upon that evaluation, including our Chief Executive Officer and Chief Financial Officer, we have concluded that our disclosure controls and procedures were ineffective as of the end of the period covered by this annual report.Exhibit

Management’s Report on Internal Control over Financial Reporting

Number		Description

3.1		Articles of Incorporation (1)

3.2		Bylaws (1)

10.1		Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (2)

10.2		Promissory Note issued to Robert Gardner

31.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2		Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

32.1		Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Our management is responsible for establishing and maintaining adequate internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934). Management has assessed the effectiveness of our internal control over financial reporting as of August 31, 2012 based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. As a result of this assessment, management concluded that, as of August 31, 2012, our internal control over financial reporting was not effective. Our management identified the following material weaknesses in our internal control over financial reporting, which are indicative of many small companies with small staff: (i) inadequate segregation of duties and effective risk assessment; and (ii) insufficient written policies and procedures for accounting and financial reporting with respect to the requirements and application of both US GAAP and SEC guidelines.

101.INS **		XBRL Instance Document

101.SCH **		XBRL Taxonomy Extension Schema Document

101.CAL **		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF **		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB **		XBRL Taxonomy Extension Label Linkbase Document

101.PRE **		XBRL Taxonomy Extension Presentation Linkbase Document

We plan to take steps to enhance and improve the design of our internal control over financial reporting. During the period covered by this annual report on Form 10-K, we have not been able to remediate the material weaknesses identified above. To remediate such weaknesses, we hope to implement the following changes during our fiscal year ending August 31, 2012: (i) appoint additional qualified personnel to address inadequate segregation of duties and ineffective risk management; and (ii) adopt sufficient written policies and procedures for accounting and financial reporting. The remediation efforts set out in (i) and (ii) are largely dependent upon our securing additional financing to cover the costs of implementing the changes required. If we are unsuccessful in securing such funds, remediation efforts may be adversely affected in a material manner.________________

~~This~~(1) ~~annual~~Incorporated ~~report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation~~ by ~~our~~reference ~~registered public accounting firm pursuant~~ to anRegistration ~~exemption~~Statement ~~for~~on ~~non-accelerated~~Form ~~filers set forth in Section 989G of the Dodd~~S-~~Frank~~1 ~~Wall~~filed ~~Street~~December ~~Reform~~26, ~~and Consumer Protection Act~~2010.

~~Item~~(2) ~~9B.~~Incorporated ~~Other~~by ~~Information~~reference to Current Report on Form 8-K filed September 14, 2012

~~None~~** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

1117

~~PART III~~SIGNATURES

~~Item~~In ~~10.~~accordance ~~Directors~~with Section 13 or 15(d) of the Exchange Act, ~~Executive~~the ~~Officers~~registrant ~~and~~caused ~~Corporate~~this ~~Governance~~report to be signed on its behalf by the undersigned, thereunto duly authorized.

Our sole executive officer and director is as follows:

	LAREDO RESOURCES CORP

Date: December 12, 2013	By:	/s/ Robert Gardner
		Name: Robert Gardner
		Title: Chief Executive Officer, Chief Financial Officer and Director

Name	Age	Position(s) and Office(s) Held
Robert Gardner	72	President, Chief Executive Officer, Chief Financial Officer, and Director

In accordance with Section 13 or 15(d) of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

Set forth below is a brief description of the background and business experience of each of our current executive officers and directors.


Date: December 12, 2013	By:	/s/ Robert Gardner
		Name: Robert Gardner
		Title: Chief Executive Officer, Chief Financial Officer and Director

Robert Gardner was appointed President, Chief Executive Officer, Chief Financial Officer, Secretary, Treasurer, and Director on September 10, 2012. He is the Proprietor and Principal of Gardner & Associates in Vancouver. He is a Barrister and Solicitor in the Province of British Columbia where he was called and admitted in 1966. He is currently President of Q-Gold Resources Ltd., a position he has held since approximately July of 2010. Formerly, he was Chairman of Viridis Energy, Inc. from approximately December 2009 until April 2011. He also served as President, CFO and Secretary of First Star Resources, Inc. from November 2010 through approximately December 2011. He was a member of the Board and Chairman of Stealth Energy from approximately 2006 until his resignation in approximately July 2011. He was Chairman and a member of the Board of Genco Resources (now Silvermex Resources, Inc.) from approximately February 2003 until his resignation in May 2010. During his time at Genco Resources, he also served as acting CEO from January 2009 to February 2010. He was a Director for Kootenay Gold, Inc. from June 2003 until his resignation in March 2009. He served as Chairman of Andover Resources from December 2006 until his resignation in September 2008. He was on the Board of Chief Consolidated Mining as an U.S.-associated company to Andover from March 2008 until his resignation in 2010. He was a Director for Atlas Technology Group from August 2005 until his resignation in February 2009. He served as Chairman of Bolero Resources Corp. from February 2006 until his resignation in February 2008. He was on the Board of Directors of Getty Copper from approximately 2003 until his resignation in November 2004. He was a director of Triple Dragon Resources, Inc. from February 23, 2006 to June 4, 2007. 18

Mr. Gardner was called to the Bar of England and Wales in 1964 and called and admitted in British Columbia in 1966. He is a member of the Honourable Society of the Inner Temple (London). He graduated from Cambridge University in 1961 with a BA, in 1962 with an LLB, in 1965 with an MA, and in 1995 with an LLM. He was made a Queens Counsel in 1989.

Term of Office

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

Family Relationships

There are no family relationships between or among the directors, executive officers or persons nominated or chosen by us to become directors or executive officers.

Involvement in Certain Legal Proceedings

To the best of our knowledge, during the past ten years, none of the following occurred with respect to a present or former director, executive officer, or employee: (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 offenses); (3) being subject to any order, judgment or decree, not subsequently reversed, suspended, vacated, of any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting his or her involvement in any type of business, securities or banking activities; and (4) being found by a court of competent jurisdiction (in a civil action), the SEC or the Commodities Futures Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

Committees of the Board

We do not currently have a compensation committee, executive committee, or stock plan committee.

Audit Committee

We do not have a separately-designated standing audit committee. The entire Board of Directors performs the functions of an audit committee, but no written charter governs the actions of the Board when performing the functions of what would generally be performed by an audit committee. The Board approves the selection of our independent accountants and meets and interacts with the independent accountants to discuss issues related to financial reporting. In addition, the Board reviews the scope and results of the audit with the independent accountants, reviews with management and the independent accountants our annual operating results, considers the adequacy of our internal accounting procedures and considers other auditing and accounting matters including fees to be paid to the independent auditor and the performance of the independent auditor. Our Board of Directors, which performs the functions of an audit committee, does not have a member who would qualify as an “audit committee financial expert” within the definition of Item 407(d)(5)(ii) of Regulation S-K. We believe that, at our current size and stage of development, the addition of a special audit committee financial expert to the Board is not necessary.

Nomination Committee

Our Board of Directors does not maintain a nominating committee. As a result, no written charter governs the director nomination process. Our size and the size of our Board, at this time, do not require a separate nominating committee.

When evaluating director nominees, our directors consider the following factors:

- The appropriate size of our Board of Directors; - Our needs with respect to the particular talents and experience of our directors; - The knowledge, skills and experience of nominees, including experience in finance, administration or public service, in light of prevailing business conditions and the knowledge, skills and experience already possessed by other members of the Board; - Experience in political affairs; - Experience with accounting rules and practices; and - The desire to balance the benefit of continuity with the periodic injection of the fresh perspective provided by new Board members.

Our goal is to assemble a Board that brings together a variety of perspectives and skills derived from high quality business and professional experience. In doing so, the Board will also consider candidates with appropriate non-business backgrounds.

Other than the foregoing, there are no stated minimum criteria for director nominees, although the Board may also consider such other factors as it may deem are in our best interests as well as our stockholders. In addition, the Board identifies nominees by first evaluating the current members of the Board willing to continue in service. Current members of the Board with skills and experience that are relevant to our business and who are willing to continue in service are considered for re-nomination. If any member of the Board does not wish to continue in service or if the Board decides not to re-nominate a member for re-election, the Board then identifies the desired skills and experience of a new nominee in light of the criteria above. Current members of the Board are polled for suggestions as to individuals meeting the criteria described above. The Board may also engage in research to identify qualified individuals. To date, we have not engaged third parties to identify or evaluate or assist in identifying potential nominees, although we reserve the right in the future to retain a third party search firm, if necessary. The Board does not typically consider shareholder nominees because it believes that its current nomination process is sufficient to identify directors who serve our best interests.

Code of Ethics

As of August 31, 2012, we had not adopted a Code of Ethics for Financial Executives, which would include our principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.

Item 11. Executive Compensation

Compensation Discussion and Analysis

We do not currently pay compensation to our sole officer and director, Robert Gardner. Our sole executive officer holds substantial ownership in the company and is generally motivated by a strong entrepreneurial interest in expanding our operations and revenue base to the best of his ability.

Summary Compensation Table

The table below summarizes all compensation awarded to, earned by, or paid to our former or current executive officers for the fiscal years ended 2012 and 2011.

SUMMARY COMPENSATION TABLE
Name and principal position	Year	Salary ($)	Bonus ($)	Stock Awards ($)	Option Awards ($)	Non-Equity Incentive Plan Compensation ($)	Nonqualified Deferred Compensation Earnings ($)	All Other Compensation ($)	Total ($)
Robert Gardner, President, CEO, and CFO	2012 2011	$ 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/a
Ruth Cruz Santos, former officer	2012 2011	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0	$0 $0

Narrative Disclosure to the Summary Compensation Table

We have not entered into any employment agreement or consulting agreement with our executive officers. There are no arrangements or plans in which we provide pension, retirement, or similar benefits for executive officers.

Although we do not currently compensate our officers, we reserve the right to provide compensation at some time in the future. Our decision to compensate officers depends on the availability of our cash resources with respect to the need for cash to further our business purposes.

Outstanding Equity Awards at Fiscal Year-End

The table below summarizes all unexercised options, stock that has not vested, and equity incentive plan awards for each named executive officer as of August 31, 2012.

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR-END OPTION AWARDS STOCK AWARDS Name Number of Securities Underlying Unexercised Options (#) Exercisable Number of Securities Underlying Unexercised Options (#) Unexercisable Equity Incentive Plan Awards: Number of Securities Underlying Unexercised Unearned Options (#) Option Exercise Price ($) Option Expiration Date Number of Shares or Shares of Stock That Have Not Vested (#) Market Value of Shares or Shares of Stock That Have Not Vested ($) Equity Incentive Plan Awards: Number of Unearned Shares, Shares or Other Rights That Have Not Vested (#) Equity Incentive Plan Awards: Market or Payout Value of Unearned Shares, Shares or Other Rights That Have Not Vested (#) Robert Gardner - - - - - - - - - Ruth Cruz Santos, former officer - - - - - - - - -

Director Compensation

The table below summarizes all compensation of our directors for the year ended August 31, 2012.

DIRECTOR COMPENSATION Name Fees Earned or Paid in Cash Stock Awards Option Awards Non-Equity Incentive Plan Compensation Non-Qualified Deferred Compensation Earnings All Other Compensation Total Robert Gardner - - - - - - - Ruth Cruz Santos, former director - - - - - - -

Narrative Disclosure to the Director Compensation Table

We do not compensate our directors for their service at this time.

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

The following table sets forth, as of November 20, 2012, the beneficial ownership of our common stock by each executive officer and director, by each person known by us to beneficially own more than 5% of the our common stock and by the executive officers and directors as a group:

Title of class		Name and address of beneficial owner (1)	Amount of beneficial ownership	Percent of class*
Executive Officers & Directors:
Common	Robert Gardner 300 Jameson House 838 West Hastings Street Vancouver, B.C. V6C 0A6 Canada		100,000,000	56.02%
Common	Total all executive officers and directors		100,000,000	56.02%
Common	5% Shareholders		None

(1) As used in this table, "beneficial ownership" means the sole or shared power to vote, or to direct the voting of, a security, or the sole or shared investment power with respect to a security (i.e., the power to dispose of, or to direct the disposition of, a security). In addition, for purposes of this table, a person is deemed, as of any date, to have "beneficial ownership" of any security that such person has the right to acquire within 60 days after such date.

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

Except as stated herein, none of our directors or executive officers, nor any proposed nominee for election as a director, nor any person who beneficially owns, directly or indirectly, shares carrying more than 5% of the voting rights attached to all of our outstanding shares, nor any members of the immediate family (including spouse, parents, children, siblings, and in-laws) of any of the foregoing persons has any material interest, direct or indirect, in any transaction over the last two years or in any presently proposed transaction which, in either case, has or will materially affect us.

On September 10, 2012, we entered into an Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”) with our sole officer and director, Ruth Cruz Santos. Pursuant to the Agreement, we transferred all membership interests in our operating subsidiary, LRE Exploration LLC, to Ms. Santos. In exchange for this assignment of membership interests, Ms. Santos agreed to assume and cancel all liabilities relating to our former business of exploring certain mining claims located in Elko County, Nevada. In addition, Ms. Santos agreed to release all liability under certain promissory notes due and owing to her.

On September 10, 2012, we received new financing in the amount of $20,000 from our current President, Robert Gardner, under the terms of a Promissory Note. The promissory note is unsecured, bears interest at 6% per annum, and matures on September 30, 2014.

Director Independence

We are not a “listed issuer” within the meaning of Item 407 of Regulation S-K and there are no applicable listing standards for determining the independence of our directors. Applying the definition of independence set forth in Rule 4200(a)(15) of The Nasdaq Stock Market, Inc., we do not have any independent directors.

Item 14. Principal Accounting Fees and Services

Below is the table of Audit Fees (amounts in US$) billed by our auditor in connection with the audit of the Company’s annual financial statements for the years ended:

Financial Statements for the Year Ended August 31	Audit Services	Audit Related Fees	Tax Fees	Other Fees
2012	$4,000	$0	$1,700	$0
2011	$5,000	$0	$0	$0

PART IV

Item 15. Exhibits, Financial Statements Schedules

(a) Financial Statements and Schedules

The following financial statements and schedules listed below are included in this Form 10-K.

Financial Statements (See Item 8)

(b) Exhibits

Exhibit Number	Description
3.1	Articles of Incorporation(1)
3.2	Bylaws(1)
10.1	Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations(2)
10.2	Promissory Note issued to Robert Gardner
31.1	Certification of Chief Executive Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to Securities Exchange Act Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(1) Incorporated by reference to Registration Statement on Form S-1 filed December 26, 2010.

(2) Incorporated by reference to Current Report on Form 8-K filed September 14, 2012

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.

LAREDO RESOURCES CORP

By:	/s/ Robert Gardner
	Robert Gardner
Title:	Chief Executive Officer, Chief Financial Officer and Director
Date:	November 28, 2012

In accordance with Section 13 or 15(d) of the Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:

By:	/s/ Robert Gardner
	Robert Gardner
Title:	Chief Executive Officer, Chief Financial Officer and Director
Date:	November 28, 2012

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