jptr_10q.htm

10-Q 1 jptr_10q.htm jptr_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

[X]	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended August 31, 2008

[ ]	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________________ to _______________________

Commission File Number: 333-148189

JUPITER RESOURCES INC.

(Exact name of registrant as specified in its charter)

Nevada	98-0577859
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

408 Royal Street, Imperial, Saskatchewan, Canada	S0G 2J0
(Address of principal executive offices)	(Postal or Zip Code)

Registrant’s telephone number, including area code:	(306) 963-2788

Suite 98, 1446 West 13th Avenue, Vancouver, BC, Canada, V6H 1N9

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes [ X ] No [ ]

Indicate by check mark whether the registrant 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 [ ]	Accelerated filer [ ]

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [ X ] No [ ]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY

PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes [ ] No [ ]

JUPITER RESOURCES INC.
(An Exploration Stage Company)
Balance Sheets


	August 31,			May 31,
	2008			2008
	(Unaudited)			(Audited)
ASSETS
Current Assets
Cash	$	857		$	38
Total Current Assets		857			38
Other assets		-			-
Total Assets	$	857		$	38




LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)
Current Liabilities
Accounts payable and accrued liabilities	$	13,869		$	12,456
Due to related party (non-interest bearing, due on demand)		8,300			5,300
Total current liabilities		22,169			17,756
Stockholders' Equity (Deficiency)
Common stock, $0.001 par value;
authorized 75,000,000 shares,
issued and outstanding 7,000,000 and 7,000,000 shares, respectively		7,000			7,000
Additional paid-in capital		18,000			18,000
Deficit accumulated during the exploration stage		(46,312	)		(42,718	)
Total stockholders' equity (Deficiency)		(21,312	)		(17,718	)
Total Liabilities and Stockholders' Equity (Deficiency)	$	857		$	38

See notes to financial statements.

JUPITER RESOURCES INC.
(An Exploration Stage Company)
Statements of Operations
(Unaudited)



	Three Months Ended August 31, 2008			Three Months Ended August 31, 2007			Cumulative from June 15, 2006 (Inception) to August 31, 2008

Revenue	$	-		$	-		$	-
Total Revenue		-			-			-

Cost and expenses
General and administrative		3,594			821			38,812
Impairment of mineral interest acquisition costs		-			-			7,500
Total Costs and Expenses		3,594			821			46,312
Net Loss	$	(3,594	)	$	(821	)	$	(46,312	)

Net Loss per share
Basic and diluted	$	(0.00	)	$	(0.00	)


Number of common shares used to compute net loss per share
Basic and Diluted		7,000,000			6,769,021

See notes to financial statements.

JUPITER RESOURCES INC.
(An Exploration Stage Company)
Statements of Stockholders' Equity (Deficiency)
For the period June 15, 2006 (Inception) to August 31, 2008


			Common Stock, $0.001 Par Value				Additional Paid-in Capital		Deficit Accumulated During the Exploration Stage			Total Stockholders' Equity (Deficiency)
			Shares		Amount		Additional Paid-in Capital		Deficit Accumulated During the Exploration Stage			Total Stockholders' Equity (Deficiency)
Sales of Common stock;
	-	March 9, 2007 at $0.001		5,000,000	$	5,000	$	-	$	-		$	5,000
	-	March 30, 2007 at $0.01		650,000		650		5,850		-			6,500
	-	April 20, 2007 at $0.01		200,000		200		1,800		-			2,000
	-	May 17, 2007 at $0.01		50,000		50		450		-			500
		Net loss for the period June 15, 2006 (inception) to May 31, 2007		-		-		-		(14,279	)		(14,279	)
Balance, May 31, 2007				5,900,000		5,900		8,100		(14,279	)		(279	)
Sales of Common stock;
	-	June 15, 2007 at $0.01		650,000		650		5,850		-			6,500
	-	June 28, 2007 at $0.01		450,000		450		4,050		-			4,500
		Net loss for year ended May 31, 2008		-		-		-		(28,439	)		(28,439	)
Balance, May 31, 2008				7,000,000	$	7,000	$	18,000	$	(42,718	)	$	(17,718	)
		Unaudited
		Net loss for the three months ended August 31,2008		-		-		-		(3,594	)		(3,594	)
Balance, August 31,2008				7,000,000	$	7,000	$	18,000	$	(46,312	)	$	(21,312	)

See notes to financial statements.

JUPITER RESOURCES INC.
(An Exploration Stage Company)
Statements of Cash Flows (Unaudited)


	Three Months Ended August 31,2008			Three Months Ended August 31, 2007			Period June 15, 2006 (Inception) to August 31, 2008
Cash Flow from operating activities
Net loss	$	(3,594	)	$	(821	)	$	(46,312	)
Adjustments to reconcile net loss to net cash
provided by (used for) operating activities:
Impairment of mineral interest acquisition costs		-			-			7,500
Changes in operating assets and liabilities:								-
Accounts payable and accrued liabilities		1,413			(5,205	)		13,869
Net cash provided by (used for) operating activities		(2,181	)		(6,026	)		(24,944	)

Cash Flows from Investing Activities
Acquisition of mineral interest		-			-			(7,500	)
Net Cash provided by (used for) investing activities		-			-			(7,500	)

Cash Flows from Financing activities
Proceeds from sales of common stock		-			11,000			25,000
Loans from related party		3,000			-			8,300
Net cash provided by (used for) financing activities		3,000			11,000			33,300

Increase (decrease) in cash		819			4,974			857
Cash, beginning of period		38			5,721			-

Cash, end of period	$	857		$	10,695		$	857


Supplemental Disclosures of Cash Flow Information:
Interest paid	$	-		$	-		$	-
Income taxes paid	$	-		$	-		$	-

See notes to financial statements.

JUPITER RESOURCES INC.

(An Exploration Stage Company)

NOTES TO FINANCIAL STATEMENTS

August 31, 2008

(Unaudited)

1. ORGANIZATION AND BUSINESS OPERATIONS

Jupiter Resources Inc. (the “Company”) was incorporated in the State of Nevada on June 15, 2006, and that is the inception date. The Company is an Exploration Stage Company as defined by Statement of Financial Accounting Standards (SFAS) No. 7 "Accounting and Reporting for Development Stage Enterprises". The Company acquired a mineral claim located in British Columbia, Canada in March 2007. On May 14, 2008, the claim was forfeited due to nonpayment of renewal fees. The Company is presently considering other potential acquisitions in the resource and non-resource sectors.

These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has never generated revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, and the attainment of profitable operations. As at August 31, 2008, the Company has accumulated losses of $46,312 since inception. These factors raise substantial doubt regarding the Company’s ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

2. INTERIM FINANCIAL INFORMATION

The unaudited financial statements as of August 31, 2008 and for the three months ended August 31, 2008 and 2007 and for the period June 15, 2006 (inception) to August 31, 2008 have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with instructions to Form 10-Q. In the opinion of management, the unaudited financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments, which include only normal recurring adjustments, necessary to present fairly the financial position as of August 31, 2008 and the results of operations and cash flows for the periods then ended. The financial data and other information disclosed in these notes to the interim financial statements relating to these periods are unaudited. The results for the three month period ended August 31, 2008 are not necessarily indicative of the results to be expected for any subsequent quarter of the entire year ending May 31, 2009. The balance sheet at May 31, 2008 has been derived from the audited financial statements at that date.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted pursuant to the Securities and Exchange Commission's rules and regulations. These unaudited financial statements should be read in conjunction with our audited financial statements and notes thereto for the year ended May 31, 2008 as included in our Form 10-KSB filed with the Securities and Exchange Commission on August 27, 2008.

3. MINERAL INTEREST

On March 27, 2007, the Company acquired a 100% interest in one mineral claim located in British Columbia for total consideration of $7,500.

The mineral interest was held in trust for the Company by the vendor of the property. Upon request from the Company, the title was to be recorded in the name of the Company with the appropriate mining recorder.

JUPITER RESOURCES INC.

(An Exploration Stage Company)

NOTES TO FINANCIAL STATEMENTS

August 31, 2008

(Unaudited)

3. MINERAL INTEREST (Continued)

After a review of all relevant data relating to the mineral interest at May 31, 2007, the Company decided to record an impairment charge of $7,500 and reduced the carrying amount of the mineral interest acquisition costs to $0.

On May 14, 2008, the claim was forfeited due to nonpayment of renewal fees.

4. COMMON STOCK

The Company is authorized to issue 75,000,000 shares with a par value of $0.001 per share and no other class of shares is authorized.

On March 9, 2007, the Company sold 5,000,000 shares of common stock to a director at a price of $0.001 per share for cash proceeds of $5,000.

On March 30, 2007, the Company sold 650,000 shares of common stock at a price of $0.01 per share for cash proceeds of $6,500.

On April 20, 2007, the Company sold 200,000 shares of common stock at a price of $0.01 per share for cash proceeds of $2,000.

On May 17, 2007, the Company sold 50,000 shares of common stock at a price of $0.01 per share for cash proceeds of $500.

On June 15, 2007, the Company sold 650,000 shares of common stock at a price of $0.01 per share for cash proceeds of $6,500.

On June 28, 2007, the Company sold 450,000 shares of common stock at a price of $0.01 per share for cash proceeds of $4,500.

The Company has no stock option plan, warrants or other dilutive securities.

5. INCOME TAXES

The provision for income taxes (benefit) differs from the amount computed by applying the statutory United States federal income tax rate of 35% to income (loss) before income taxes.

The sources of the difference follow:

	Three Months Ended August 31,2008			Period June 15, 2006 (Inception) to August 31,2008

Expected tax at 35%	$	(1,258	)	$	(16,209	)
Increase in valuation llowance		1,258			16,209

Income tax provision	$	-		$	-

JUPITER RESOURCES INC.

(An Exploration Stage Company)

NOTES TO FINANCIAL STATEMENTS

August 31, 2008

(Unaudited)

5. INCOME TAXES (Continued)

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

	August 31,			May 31,
	2008			2008

Net operating loss carryforword	$	16,209		$	14,952
Valuation allowance		(16,209	)		(14,952	)

Net deferred tax assets	$	-		$	-

Based on management’s present assessment, the Company has not yet determined it to be more likely than not that a deferred tax asset of $16,209 at August 31, 2008 attributable to the future utilization of the net operating loss carryforward of $46,312 will be realized. Accordingly, the Company has provided a 100% allowance against the deferred tax asset in the financial statements. The Company will continue to review this valuation allowance and make adjustments as appropriate. The net operating loss carryforward expires $14,279 in 2027, $28,439 in 2008, and $3,594 in 2029.

Current United States income tax laws limit the amount of loss available to offset against future taxable income when a substantial change on ownership occurs. Therefore, the amount available to offset future taxable income may be limited.

6. SUBSEQUENT EVENT

On September 11, 2008, the Company’s president and sole director purchased 5,000,000 shares of common stock from the Company’s former president and sole director, resulting in a change in control of the Company.

Forward-Looking Statements

This Form 10-Q includes "forward-looking statements" within the meaning of the "safe-harbor" provisions of the Private Securities Litigation Reform Act of 1995. Such statements are based on management's current expectations and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements.

All statements other than historical facts included in this Form, including without limitation, statements under "Plan of Operation", regarding our financial position, business strategy, and plans and objectives of management for the future operations, are forward-looking statements.

Although we believe that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to have been correct. Important factors that could cause actual results to differ materially from our expectations include, but are not limited to, market conditions, competition and the ability to successfully complete financing.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

On March 27, 2007, we entered into an agreement with Ms. Helen Louise Robinson of Vernon, British Columbia, whereby she agreed to sell to us one mineral claim located approximately 30 kilometers northwest of Vernon, British Columbia in an area having the potential to contain silver or copper mineralization or deposits. In order to acquire a 100% interest in this claim, we paid $7,500 to Ms. Robinson.

However, we were unable to keep the mineral claim in good standing due to lack of funding and our interest in it has lapsed.

We are reviewing other potential acquisitions in the resource and non-resource sectors. While we are in the process of completing due diligence reviews of several opportunities, there is no guarantee that we will be able to reach any agreement to acquire such assets. We expect that these reviews could cost us a total of $20,000 in the next 12 months.

In the next 12 months, we also anticipate spending the following over the next 12 months on administrative fees:

* $2,000 on legal fees

* $8,500 on accounting and audit fees

* $500 on EDGAR filing fees

* $1,000 on general administration costs

Total expenditures over the next 12 months are therefore expected to be approximately $32,000.

Our cash reserves are not sufficient to meet our obligations for the next twelve-month period. As a result, we will need to seek additional funding in the near future. We currently do not have a specific plan of how we will obtain such funding; however, we anticipate that additional funding will be in the form of equity financing from the sale of our common stock. We may also seek to obtain short-term loans from our directors, although no such arrangement has been made. At this time, we cannot provide investors with any assurance that we will be able to raise sufficient funding from the sale of our common stock or through a loan from our directors to meet our obligations over the next twelve months. We do not have any arrangements in place for any future equity financing.

We do not expect to earn any revenue from operations until we have either commenced mining operations on a resource property, or operations on a non-resource property.

We do not have any off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the small business issuer's financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to investors.

Results of Operations for the Three Month Period Ended August 31, 2008

We did not earn any revenues during the three-month period ended August 31, 2008.

We incurred operating expenses in the amount of $3,594 for the three-month period ended August 31, 2008. These operating expenses were comprised entirely of general and administrative expenses.

Results of Operations for the Three Month Period Ended August 31, 2007

We did not earn any revenues during the three-month period ended August 31, 2007.

We incurred operating expenses in the amount of $$821 for the three-month period ended August 31, 2007. These operating expenses were comprised entirely of general and administrative expenses.

Results of Operations from June 15, 2006 (inception) to August 31, 2008

No revenues were earned during this period.

We incurred operating expenses in the amount of $46,312 during this period. These operating expenses were comprised of general and administrative expenses of $38,812, and expenses related to the mineral property of $7,500.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Not applicable.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls

We evaluated the effectiveness of our disclosure controls and procedures as of August 31, 2008. This evaluation was conducted by our chief executive officer and principal accounting officer.

Disclosure controls are controls and other procedures that are designed to ensure that information that we are required to disclose in the reports we file pursuant to the Securities Exchange Act of 1934 is recorded, processed, summarized and reported.

Limitations on the Effective of Controls

Our management does not expect that our disclosure controls or our internal controls over financial reporting will prevent all error and fraud. A control system, no matter how well conceived and operated, can provide only reasonable, but no absolute, assurance that the objectives of a control system are met. Further, any control system reflects limitations on resources, and the benefits of a control system must be considered relative to its costs. These limitations also include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people or by management override of a control. A design of a control system is also based upon certain assumptions about potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and may not be detected.

Conclusions

Based upon their evaluation of our controls, the chief executive officer and principal accounting officer has concluded that, subject to the limitations noted above, the disclosure controls are effective providing reasonable assurance that material information relating to us is made known to management on a timely basis during the period when our reports are being prepared. There were no changes in our internal controls that occurred during the quarter covered by this report that have materially affected, or are reasonably likely to materially affect our internal controls.

PART II- OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not a party to any pending legal proceeding. Management is not aware of any threatened litigation, claims or assessments.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Submission of Matters to a Vote of Security Holders

None.

Item 5. Other Information

None.

Item 6. Exhibits and Report on Form 8-K

(a) Exhibits:

3.1* Articles of Incorporation

3.2* Bylaws

5.1* Legal opinion

31.1 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

31.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

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

32.2 Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

·	filed as an exhibit to our registration statement on Form SB-2 dated December 19, 2007.

(b) Reports on Form 8-K

(i) On September 11, 2008 we announced that (aa) Darcey George Roney was appointed as our President, Secretary, Treasurer and sole Director. Mr. Roney replaced Mr. Koah Kruse in all of the foregoing positions; (bb) Mr. Roney purchased 5,000,000 shares of restricted common stock from Mr. Kruse, which represents 71.43% of our total issued and outstanding common stock; and (cc) our head office had been moved to 408 Royal Street, Imperial, Saskatchewan, Canada S0G 2J0. Our contact contact number is now (306) 963-2788 (telephone).

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

October 15, 2008

Jupiter Resources Inc.

/s/ Darcy George Roney

Darcy George Roney, President