Black Bird Biotech, Inc. - Quarter Report: 2008 June (Form 10-Q)

cyprium10q063008.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 June 30, 2008

o Transition Report Under Section 13 Or 15(D) Of The Securities Exchange Act Of 1934

For the transition period from _____ to _____

COMMISSION FILE NUMBER 333-145951

CYPRIUM RESOURCES INC.

(Exact name of registrant as specified in its charter)

NEVADA	98-0521119
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

2170 Nelson Ave, Vancouver, BC, Canada V7V 2P7

(Address of principal executive offices, including zip code)

604-889-8111

(Issuer’s telephone number, including area code)

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a small reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “non-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 x No o

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date. 3,625,000 shares of common stock as of August 11, 2008

PART I. FINANCIAL INFORMATION

Item 1.

Financial Statements

The following consolidated interim unaudited financial statements of Cyprium Resources Inc. (the “Company”) for the three month period ended June 30, 2008 are included with this Quarterly Report on Form 10-Q:

	(a)	Consolidated Balance Sheets as of June 30, 2008 and December 31, 2007;

	(b)	Consolidated Statements of Operations for three months ended June 30, 2008, for the three months ended June 30, 2007, for the six months ended June 30, 2008, for the six months ended June 30, 2007, and for the period from January 1, 2006 (Inception) to June 30, 2008.

	(c)	Consolidated Statements of Cash Flows for the three months ended June 30, 2008, for the three months ended June 30, 2007, for the six months ended June 30, 2008, for the six months ended June 30, 2007, and for the period from January 1, 2006 (Inception) to June 30, 2008.

	(d)	Condensed Notes to Financial Statements.

CYPRIUM RESOURCES, INC.
(A Development Stage Company)
Balance Sheet

	June 30,			December 31,
	2007			2007
	(Unaudited)

ASSETS
Current Assets
Cash	$	15,530		$	21,537

Total Current Assets		15,530			21,537

Total Assets	$	15,530		$	21,537


LIABILITIES AND SHAREHOLDERS' DEFICIT
Current Liabilities
Accounts Payable	$	225		$	100

Non Current Assets
Loans from Officer		-			-

Total Liabilities		225			100

Shareholders' Equity (Deficit)
Common Stock, $0.001 par value; authorized 75,000,000 shares
issued and outstanding 3,625,000 shares		3,625			3,625
Additional Paid-In Capital		53,875			53,875
Deficit accumulated during the development stage		(42,195	)		(36,063	)
		.
Total Shareholders' Equity		15,305			21,437

Total Liabilities and Shareholders' Equity	$	15,530		$	21,537

See accompanying condensed notes to interim financial statements.

CYPRIUM RESOURCES, INC.
(A Development Stage Company)
Statement of Operations
(Unaudited)
													For the Period
	For the three			For the three			For the six			For the six			of Inception
	months ended			months ended			months ended			months ended			Jan. 1, 2006
	June 30,			June 30,			June 30,			June 30,			to June 30,
	2008			2007			2008			2007			2008

Revenue	$	-		$	-		$	-		$	-		$	-

Cost of Sales								-			-			-

Operating Income		-			-			-			-			-

General and Administrative Expenses:
Mining Leases		-			-			-			4,500			9,000
Licenses & Permits		75			225			75			325			500
Consulting		-			-			-			-			22,483
Professional Fees		1,250			-			2,675			-			5,625
Transfer Fees		858						1,158						1,158
Mining Lease Expenses		2,150						2,150						2,150
Other Administrative Expenses		27			795			74			816			1,279
Total General andAdministrative Expenses		4,360			1,020			6,132			5,641			42,195

Net Loss	$	(4,360	)	$	(1,020	)	$	(6,132	)	$	(5,641	)	$	(42,195	)

Loss Per Common Share:
Basic and Diluted	$	(0.001	)	$	(0.000	)	$	(0.003	)	$	(0.003	)

Weighted Average Shares Outstanding,
Basic and Diluted:		3,625,000			2,378,571			3,625,000			1,858,840

See accompanying condensed notes to interim financial statements.

CYPRIUM RESOURCES, INC.
(A Development Stage Company)
Statement of Cash Flows
(Unaudited)

													For the Period
	For the three			For the three			For the six			For the six			of Inception
	months ended			months ended			months ended			months ended			Jan. 1, 2006
	June 30,			June 30,			June 30,			June 30,			to June 30,
	2008			2007			2008			2007			2008

Cash flows from operating activities:
Net loss	$	(4,360	)	$	(1,020	)	$	(6,132	)	$	(5,641	)	$	(42,195	)
Adjustments to reconcile net loss to net cash used by
operating activities:
Change in operating assets
and liabilities:
Increase in accounts payable
and accrued liabilities		125			-			125			-			225

Net cash (used by) operating activities:		(4,235	)		(1,020	)		(6,007	)		(5,641	)		(41,970	)

Cash flows from investing activities		-			-			-			-			-

Net cash (used by) investing activities:		-			-			-			-			-

Cash flows from financing activities:
Common stock issued for cash		-			42,500			-			57,500			57,500
Due to related parties		-			988			-			988			-
Net cash (used) provided by financing activities		-			43,488			-			58,488			57,500

Net increase (decrease) in cash		(4,235	)		42,468			(6,007	)		52,847			15,530

Cash, beginning of the period		19,765			10,379			21,537			-			-

Cash, end of the period	$	15,530		$	52,847		$	15,530		$	52,847		$	15,530


Supplemental cash flow disclosure:
Interest paid	$	-		$	-		$	-		$	-		$	-
Taxes paid	$	-		$	-		$	-		$	-		$	-

See accompanying condensed notes to interim financial statements.

Cyprium Resources, Inc.

(A Developmental Stage Company)

Notes to Financial Statements

June 30, 2008

1.	Organization

Cyprium Resources, Inc. (the “Company”) was incorporated under the laws of the State of Nevada December 22, 2006. The company was formed for mineral exploration in the United States. The Company entered into a Mineral Lease Agreement on January 15, 2007 for 10 mining claims in Utah, known as the King claims.

2.	Summary of Significant Accounting Policies

Basis of Presentation

The financial statements of the Company have been prepared using the accrual basis of accounting in accordance with generally accepted accounting principles in the United States. Because a precise determination of many assets and liabilities is dependent upon future events, the preparation of financial statements for a period necessarily involves the use of estimates which have been made using careful judgment.

Use of Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make certain estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements, and reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates. Significant estimates made by management are, among others, realizability of long-lived assets, deferred taxes and stock option valuation.

The financial statements have, in management’s opinion, been properly prepared within the reasonable limits of materiality and within the framework of the significant accounting.

Income Taxes

The Company utilizes SFAS No. 109, “Accounting for Income Taxes,” which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based

on the difference between the tax basis of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates applicable to the

periods in which the differences are expected to affect taxable income. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company generated a deferred tax credit through net operating loss carryforward. However, a valuation allowance of 100% has been established, as the realization of the deferred tax credits is not reasonably certain, based on going concern considerations outlined as follows.

Going Concern

The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not yet established an ongoing source of revenues sufficient to cover its operating costs and to allow it to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease development of operations.

The ability of the Company to continue as a going concern is dependent upon its ability to successfully accomplish its plans to exploit or lease its mining claim described in the initial paragraph, or engage a working interest partner, in order to eventually secure other sources of financing and attain profitable operations. The accompanying financial statements do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amount and classifications or liabilities or other adjustments that might be necessary should the Company be unable to continue as a going concern.

Development-Stage Company

The Company is considered a development-stage company, with limited operating revenues during the periods presented, as defined by Statement of Financial Accounting Standards (“SFAS”) No. 7. SFAS. No. 7 requires companies to report their operations, shareholders deficit and cash flows since inception through the date that revenues are generated from management’s intended operations, among other things. Management has defined inception as January 1, 2007. Since inception, the Company has incurred an operating loss of $42,195. The Company’s working capital has been generated through the sales of common stock. Management has provided financial data since January 1, 2007, “Inception” in the financial statements, as a means to provide readers of the Company’s financial information to make informed investment decisions.

Basic and Diluted Net Loss Per Share

Net loss per share is calculated in accordance with SFAS 128, Earnings Per Share for the period presented. Basic net loss per share is based upon the weighted average number of common shares outstanding. Diluted net loss per share is based on the assumption that all dilative convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and warrants are assumed exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby we used to purchase common stock at the average market price during the period.

The Company has no potentially dilutive securities outstanding as of June 30, 2008.

The following is a reconciliation of the numerator and denominator of the basic and diluted earnings per share computations for the six months ended June 30,

	2008			2007

Numerator:

Basic and diluted net loss per share:

Net Loss	$	(6,132	)	$	(5,641	)

Denominator

Basic and diluted weighted average
number of shares outstanding		3,625,000			1,858,840

Basic and Diluted Net Loss Per Share	$	(0.003	)	$	(0.003	)

3.	Capital Structure

During the period from inception through June 30, 2008, the Company entered into the following equity transactions:

	January 10, 2007:	Sold 1,500,000 shares of common stock at $.01 per share for $15,000.

	During May, 2007:	Sold 1,325,000 shares of common stock at $.02 per share for $26,500.

	During June, 2007:	Sold 800,000 shares of common stock at $0.02 per share, realizing $16.000

As of June 30, 2008, the Company has authorized, 75,000,000 of $0.001 par common stock, of which 3,625,000 shares were issued and outstanding.

4.	Commitments

On January 15, 2007 the Company paid $4,500 and entered into a 20 year lease agreement with the owner of 10 mining claims situated in Utah, known as the King claims. The agreement requires a royalty of 2 ½ % of net returns, as defined by the agreement, paid quarterly in arrears. Minimum royalty payments are to be paid on August 15 annually:

	Due
1st year	August 15, 2007	$ 4,500	Paid
2nd year	August 15, 2008	$ 4,500
3rd year	August 15, 2009	$ 4,500
4th year	August 15, 2010	$ 4,500
5th year	August 15, 2011	$ 4,500
		$ 22,500

Annually thereafter on August 15, ending August 15, 2026: $ 4,500.

In addition, Cyprium Resources, Inc. is required by the agreement to perform $5,000 of work on the property on or before the second anniversary date of the agreement, January 15, 2009.

5.	Contingencies, Litigation

There were no loss contingencies or legal proceedings against the Company with respect to matters arising in the ordinary course of business. Neither the Company nor any of its officers or directors is involved in any other litigation either as plaintiffs or defendants, and have no knowledge of any threatened or pending litigation against them or any of the officers or directors.

Item 2.

Management’s Discussion and Analysis of Financial condition and Results of Operations

THE FOLLOWING DISCUSSION OF THE RESULTS OF OUR OPERATIONS AND FINANCIAL CONDITION SHOULD BE READ IN CONJUNCTION WITH OUR FINANCIAL STATEMENTS AND THE NOTES THERETO INCLUDED ELSEWHERE IN THIS REPORT.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This section of this report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of our report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results and predictions. We are an exploration stage company and have not yet generated or realized any revenues.

Background

We are in the business of mineral exploration. On January 15, 2007, we entered in a Mineral Lease Agreement whereby we leased from Robert Steele a total of ten (10) Lode Mineral Claims in the State of Utah which we refer to as the King Claims. These mineral claims are located in T30S R22 W Sections 13 and 24, Piute County, Utah, owned by Robert Steele. Our plan of operations is to conduct mineral exploration activities on the King Claims in order to assess whether these claims possess commercially exploitable mineral deposits. Our exploration program is designed to explore for commercially viable deposits of gold, silver, copper or any other valuable.

We have not, nor has any predecessor, identified any commercially exploitable reserves of these minerals on our mineral claims. We are an exploration stage company and there is no assurance that a commercially viable mineral deposit exists on our mineral claims. After acquiring a lease on the King Claims, we retained the services of Robert E. Miller, a Geological Engineer. Mr. Miller prepared a technical report for us on the mineral exploration potential of the claims. Mr. Miller has no direct or indirect interest and does not expect to receive an interest in any of the King Claims. Included in this report is a recommended exploration program which consists of trenching, mapping and sampling and drilling.

Market for Gold and Silver

The demand for gold and silver has created a bull market for both metals over the past several years. While there will likely continue to be increased volatility of market prices in the short run due to seasonality or speculation, the growth of the world’s economy is driving demand for raw materials that has drawn down supplies. Despite concerns for a slowing U.S. economy, a growing middle class in both China and India is driving demand for precious metals. There also remains increased interest in holding precious metals such as gold and silver as a store of value during periods of increasing anxiety of either errant monetary policies or strained international relations. Contributing further to the increasing price of both gold and silver is the fall in the value of the US dollar against other major foreign currencies and the deteriorating economic indicators in the United States.

Financings

Our operations to date have been funded by equity investment. All of our equity funding has come from a private placement of our securities. We issued 1,500,000 shares of common stock on January 10, 2007 to John J. Sutherland our president, chief financial officer and director. Mr. Sutherland acquired these shares at a price of $0.01 per share. We received $15,000 from this offering. These shares were issued pursuant to Section 4(2) of the Securities Act of 1933 and are restricted shares as defined in the Securities Act.

We completed an offering of 2,125,000 shares of our common stock at a price of $0.02 per share to a total of thirty (30) purchasers on June 30, 2007. The total amount we received from this offering was $42,500. We completed the offering pursuant to Regulation S of the Securities Act. Each purchaser represented to us that he/she was a non-US person as defined in Regulation S.

The following discussion provides information that management believes is relevant to an assessment and understanding of our operations and the consolidated financial condition and results of operations.

Our Operations

Our business plan is to proceed with the exploration of the King Claims to determine whether there are commercially exploitable reserves of gold, silver or other metals.

We conducted Phase I which focused on cross cut trenching and included mapping, trenching and sampling, and approximately 25 assays. Completion of the work program was hampered by delays in obtaining State and Federal work permits, above average late winter snowfall and the inability to obtain a tracked backhoe for winter operation in the steep terrain. 25 Assays were collected and the samples were sent to the lab. That lab went out of business and the physical assays had to be collected and sent to another lab. The assays were put on a rush and we expect to have results in approximately 10 business days, after which a geologic report will be prepared. If results from this action are favorable we will follow-up with Phase II of the recommended exploration plan.

Phase II will focus on longitudinal trenching and will include mapping, trenching and sampling, and approximately 50 assays, after which a geologic report will be prepared. Mr. Robert E. Miller will be in charge carrying out Phase II. We expect to begin Phase II in September 2008 and expect to have results of the Assays and a geologic report by November 2008. Phase II is estimated to cost $8,800. We have sufficient cash reserves to proceed with this phase of the exploration program. If results from this action are favorable we will follow-up with Phase III of the recommended exploration plan.

Phase III will focus on the drilling of two (2) RC (Reverse Circulation) holes to an approximate dept of 2,000 feet. This phase will include obtaining permits and supplies, drilling two (2) RC holes, approximately 200 assays and the preparation of a geologic report. Mr. Robert E. Miller will be in charge carrying out Phase III. We expect to begin Phase III in late summer and expect to have results of the Assays and a geologic report within two months of the start of drilling. Phase III is estimated to cost $80,000. We do not have sufficient cash reserves to proceed with this phase of the exploration program.

If results are favorable leading up to the drilling of the property, the company will need to raise additional funds required to meet this and other capital needs. Should the results leading up to the drilling of the property prove not to be sufficiently positive to proceed with a further exploration on the property, we intend to seek out and acquire other North American mineral exploration properties which, in the opinion of a Geologist, offer attractive mineral exploration opportunities. However, we may not have sufficient financing to seek out and acquire other properties, and if we did have sufficient financing, it is possible that we would be unsuccessful in seeking out an acquiring alternative exploration properties.

During the exploration stage of the King Claims, our President will be devoting approximately 10 hours per week of his time to our business. We do not foresee this limited involvement as negatively impacting our company over the next twelve months as all exploratory work is being performed by outside consultants. If, however, the demands of our business require more time of our president such as raising additional capital or addressing unforeseen issues with regard to our exploration efforts, he is prepared to adjust his timetable to devote more time to our business. However, he may not be able to devote sufficient time to the management of our business, as and when needed.

Upon the event that we require additional funding, we anticipate that such funding will be in the form of equity financing from the sale of our common stock. However we cannot provide investors with any assurance that we will be able to obtain sufficient funding from the sale of our common stock to fund additional phases of the exploration program, should we decide to proceed. We believe that debt financing will not be an alternative for funding any phases in our exploration program. The risky nature of this enterprise and lack of tangible assets places debt financing beyond the credit-worthiness by most banks or typical investors or corporate debt until such time as an economically viable mine can be demonstrated. We do not have any arrangements in place for any future equity financing.

In the event that Cyprium completes this exploration program and is successful in identifying a potential mineral deposit, we would have to spend substantial funds on additional drilling of the property and engineering studies before we would be able to determine if it’s a commercially viable mineral deposit.

We have not attained profitable operations and are dependent upon obtaining financing to pursue any extensive exploration activities. For these reasons our auditors stated in their report on our audited financial statements that they have substantial doubt we will be able to continue as a going concern.

We did not earn any revenues from inception through the period ending June 30, 2008. We do not anticipate earning revenues until such time as we have entered into commercial production of our mineral properties. We are presently in the exploration stage of our business and we can provide no assurance that we will discover commercially exploitable levels of mineral resources on our property, or if such resources are discovered, that we will enter into commercial production of our mineral property.

We incurred operating expenses in the amount of $42,195 from inception on January 1, 2007 through the period ended June 30, 2008. These operating expenses were composed of mineral lease payments, exploration expenses, professional fees, and other administrative expenses.

Off-Balance Sheet Arrangements

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

Item 3.

Quantitative and Qualitative Disclosures About Market Risk.

N/A

Item 4.

Controls and Procedures.

As of the end of the period covered by this Report, the Company’s President, and principal financial officer (the “Certifying Officer”), evaluated the effectiveness of the Company’s “disclosure controls and procedures,” as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934. Based on that evaluation, the officer concluded that, as of the date of the evaluation, the Company’s disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed in the Company’s periodic filings under the Securities Exchange Act of 1934 is accumulated and communicated to management to allow timely decisions regarding required disclosure.

The Certifying Officer has also indicated that there were no significant changes in our internal controls or other factors that could significantly affect such controls subsequent to the date of their evaluation and there were no corrective actions with regard to significant deficiencies and material weaknesses.

Our management, including the Certifying Officer, does not expect that our disclosure controls or our internal controls will prevent all errors and fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. In addition, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within a company have been detected. These inherent limitations 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 the control. The design of any systems of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Because of these inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.

Item 4(t).

Controls and Procedures.

The information required pursuant to item 4(t) has been provided in Item 4.

PART II. OTHER INFORMATION

Item 1.

Legal Proceedings

None.

Item 1(a)

Risk Factors

There have been no changes to our risk factors from those disclosed in our Registration Statement filed on Form SB-2 on September 10, 2007.

Item 2.

Unregistered Sales of Equity Securities

We did not issue any securities without registration pursuant to the Securities Act of 1933 during the three months ended June 30, 2008.

Item 3.

Defaults Upon Senior Securities

None

Item 4.

Submission of Matters to a Vote of Securities Holders

No matters were submitted to our security holders for a vote during the quarter of our fiscal year ending June 30, 2008.

Item 5.

Other Information

None.

Item 6.

Exhibits

Exhibit Number	Description of Exhibit
31.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, 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

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

CYPRIUM RESOURCES INC.

By: /s/ John J. Sutherland

John J. Sutherland, President,

Chief Executive Officer and

Chief Financial Officer Director

Date: August 11, 2008