BrewBilt Brewing Co - Quarter Report: 2008 September (Form 10-Q)

mainbody.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 September 30, 2008

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

	For the transition period to __________

	Commission File Number: 333-143597

Sunberta Resources, Inc.

(Exact name of small business issuer as specified in its charter)

Nevada	N/A
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

45 Cove Park Road NE, Calgary, AB T3K 5XB

(Address of principal executive offices)

206-339-6314

(Issuer’s telephone number)

_______________________________________________________________

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

Check whether the issuer (1) 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 issuer was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days [X] Yes [ ] 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.

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

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

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 82,042,000 common shares as of September 30, 2008.

Table of Contents

	TABLE OF CONTENTS	Page
PART I – FINANCIAL INFORMATION
Item 1:	Financial Statements	3
Item 2:	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3:	Quantitative and Qualitative Disclosures About Market Risk	9
Item 4T:	Controls and Procedures	9
PART II – OTHER INFORMATION
Item 1:	Legal Proceedings	10
Item 1A:	Risk Factors	10
Item 2:	Unregistered Sales of Equity Securities and Use of Proceeds	10
Item 3:	Defaults Upon Senior Securities	10
Item 4:	Submission of Matters to a Vote of Security Holders	10
Item 5:	Other Information	10
Item 6:	Exhibits	10

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our unaudited financial statements included in this Form 10-Q are as follows:

F-1	Balance Sheets as of September 30, 2008 and March 31, 2008;

F-2	Statements of Operations for the three and six months ended September 30, 2008 and 2007 and period from September 19, 2006 (Inception) to September 30, 2008;

F-3	Statement of Stockholders’ Equity for period from September 19, 2006 (Inception) to September 30, 2008;

F-4	Statements of Cash Flows for the three and six months ended September 30, 2008 and 2007 and period from September 19, 2006 (Inception) to September 30, 2008;

F-5	Notes to Unaudited Financial Statements;

These unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the interim period ended September 30, 2008 are not necessarily indicative of the results that can be expected for the full year.

Table of Contents

SUNBERTA RESOURCES INC.

(An Exploration Stage Company)

Consolidated Balance Sheets

(Expressed in US Dollars)

Unaudited - Prepared by Management

Note 2 - Basis of Presentation - going concern

	September 30 2008		March 31 2008

ASSETS

CURRENT ASSETS
Cash	$	9,544	$	47,101
Total current assets		9,544		47,101

FIXED ASSETS (Note 3)		389		802
MINERAL PROPERTIES (Note 4)		5,283		5,448

Total assets	$	15,216	$	53,351


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
Demand loan (Note 5)	$	50,000	$	50,000
Accounts payable including related party payable of $375 (March 31, 2008 - $646) (Note 6)
		7,761		11,092
Accrued liabilities		7,164		18,620
Total current liabilities		64,925		79,712

COMMITMENTS AND CONTINGENCIES (Notes 2, 4, 5, 6, 7 and 8)

STOCKHOLDERS' EQUITY (DEFICIT)
Common stock (Note 7)
Authorized 1,500,000,000 shares at par value of $0.001 each Issued and outstanding 82,042,000		74,307		74,307
Additional paid-in capital		11,250		8,250
Accumulated (deficit) during exploration stage		(139,382)		(113,213)
Accumulated other comprehensive income (loss)		4,116		4,295
Total stockholders' equity (deficit)		(49,709)		(26,361)

Total liabilities and stockholder's equity (deficit)	$	15,216	$	53,351

The accompanying notes to the consolidated financial statements are an integral part of these statements.

F-11

Table of Contents

SUNBERTA RESOURCES INC.

(An Exploration Stage Company)

Consolidated Statements of Operations

(Expressed in US Dollars)

Unaudited - Prepared by Management

	Three months ended September 30				Six months ended September 30				Cumulative from date of inception September 19, 2006 to September 30,
	2008		2007		2008		2007		2008


EXPENSES
Consulting	$	-	$	-	$	-	$	-	$	3,710
Investor relations, promotion and entertainment		399		45		601		925		2,191
Exploration		-		217		-		4,456		13,646
Depreciation		198		206		402		394		1,936
Professional fees		6,207		9,844		17,862		24,299		82,520
Other administrative expenses		3,199		12,104		7,304		17,017		35,912
Total expenses		10,003		22,416		26,169		47,091		139,915

INTEREST INCOME		-		81		-		223		533

Net (loss) for the period	$	(10,003)	$	(22,335)	$	(26,169)	$	(46,868)	$	(139,382)

Other comprehensive income (loss)
Foreign currency translation		(247)		2,315		(179)		5,347		4,116

Comprehensive (loss)	$	(10,250	$	(20,020)	$	(26,348)	$	(41,521)	$	(135,266)

Net loss per common share - basic and fully diluted:

Net (loss) for the period	$nil		$nil		$nil		$nil		$nil

Weighted average number of common stock outstanding

The accompanying notes to the consolidated financial statements are an integral part of these statements.

F-12

Table of Contents

SUNBERTA RESOURCES INC.

(An Exploration Stage Company)

Consolidated Statement of Stockholders' Equity (Deficit)

(Expressed in US Dollars)

Unaudited - Prepared by Management

	Common			Accumulated Other Comprehensive		Additional Paid in		Deficit Accumulated During Exploration Stage from Inception to		Stockholders’ Equity
	Stock	Amount		Income (loss)		Capital		September 30, 2008		(Deficit)
Beginning balance, September 19, 2006	-	$	-	$	-	$	-	$	-	$	-
Shares issued pursuant to subscription November 15, 2006 at $0.0005	52,000,000		26,000		-		-		-		26,000
Shares issued pursuant to subscriptions November 27, 2006 at $0.001	25,500,000		25,500		-		-		-		25,500
Shares issued for acquisition of subsidiary at $0.05	2,000		107		-		-		-		107
Shares issued pursuant to subscriptions March 30, 2007 at $0.005	4,540,000		22,700		-		-		-		22,700
Non-cash use of premises contributed by a director	-		-		-		2,250		-		2,250
Net loss for the year	-		-		(857)		-		(31,138)		(31,995)

Balance March 31, 2007	82,042,000	$	74,307	$	(857)	$	2,250	$	(31,138)	$	44,562
Non-cash use of premises contributed by a director	-		-		-		6,000		-		6,000
Net income (loss) for the year	-		-		5,152		-		(82,075)		(76,923)

Balance March 31, 2008	82,042,000	$	74,307	$	4,295	$	8,250	$	(113,213)	$	(26,361)
Non-cash use of premises contributed by a director	-		-		-		1,500		-		1,500
Net income (loss) for the period	-		-		68		-		(16,166)		(16,098)

Balance June 30, 2008	82,042,000	$	74,307	$	4,363	$	9,750	$	(129,379)	$	(40,959)
Non-cash use of premises contributed by a director	-		-		-		1,500		-		1,500
Net income (loss) for the period	-		-		(247)		-		(10,003)		(10,250)

Balance September 30, 2008	82,042,000	$	74,307	$	4,116	$	11,250	$	(139,382)	$	(49,709)

The accompanying notes to the consolidated financial statements are an integral part of these statements.

F-13

Table of Contents

SUNBERTA RESOURCES INC.

(An Exploration Stage Company)

Consolidated Statements of Cash Flows

(Expressed in US Dollars)

Unaudited - Prepared by Management

	Three months ended September 30				Six months ended September 30				Cumulative from date of inception September 19, 2006 to September 30,
	2008		2007		2008		2007		2008
Cash (used in) operating activities:

Net (loss)	$	(10,003)	$	(22,335)	$	(26,169)	$	(46,868)	$	(139,382)
Adjustments to reconcile net loss to net cash used in operating activities:

Donated services		1,500		1,500		3,000		3,000		11,250
Depreciation of fixed assets		198		206		402		394		1,936
Net change in operating assets and liabilities:
Accounts payable		(1,515)		7,705		(3,331)		3,637		7,761
Accrued liabilities		(1,755)		(1,500)		(11,456)		(2,500)		7,164
Net cash (used in) operating activities
		(11,575)		(14,424)		(37,554)		(42,337)		(111,271)
Cash (used in) investing activities:

Purchase of fixed assets		-		-		-		-		(2,143)
Purchase of mining claims		-		-		-		-		(4,857)
Net cash (used in) investing activities
		-		-		-		-		(7,000)

Cash from financing activities:
Demand loan		-						-		50,000
Issue of shares		-		-		-		-		74,307
Net cash from financing activities		-		-		-		-		124,307

Effect of exchange rate changes on cash		(12)		1,849		(3)		4,357		3,508

Increase in cash and cash equivalent		(11,587)		(12,575)		(37,557)		(37,980)		9,544

Cash, beginning of period		21,131		34,443		47,101		59,848		-
Cash, end of period	$	9,544	$	21,868	$	9,544	$	21,868	$	9,544

The accompanying notes to the consolidated financial statements are an integral part of these statements.

F-14

Table of Contents

SUNBERTA RESOURCES INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

September 30, 2008

(Expressed in US Dollars)

Unaudited – Prepared by Management

1. BASIS OF PRESENTATION

The unaudited financial statements as of September 30, 2008 included herein have been prepared without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with United States generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. It is suggested that these financial statements be read in conjunction with the March 31, 2008 audited financial statements and notes thereto.

2. BASIS OF PRESENTATION – GOING CONCERN

These consolidated financial statements have been prepared on a going-concern basis which assumes that the Company will be able to realize assets and discharge liabilities in the normal course of business for the foreseeable future.

The Company has experienced losses since its inception amounting to $139,382 as of September 30, 2008 and has limited business operations, which raises substantial doubt about the Company's ability to continue as a going concern. The ability of the Company to meet its commitments as they become payable, including the completion of acquisitions, exploration and development of mineral properties and projects, is dependent on the ability of the Company to obtain necessary financing or achieving a profitable level of operations. There are no assurances that the Company will be successful in achieving these goals.

The Company is in the process of exploring and evaluating its mineral properties and projects and has not yet determined whether these properties contain economically recoverable ore reserves. The underlying value of the mineral properties is entirely dependent on the existence of economically recoverable reserves, the ability of the Company to obtain the necessary financing to complete development and upon future profitable production or sufficient proceeds from the disposition thereof.

These financial statements do not give effect to adjustments to the amounts and classifications to assets and liabilities that would be necessary should the Company be unable to continue as a going concern.

3. FIXED ASSETS

Fixed assets consist of the following:

	September 30, 2008		March 31, 2008

Computer equipment	$	2,334	$	2,406
Less: Accumulated depreciation		1,945		1,604

	$	389	$	802

F-15

Table of Contents

SUNBERTA RESOURCES INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

September 30, 2008

(Expressed in US Dollars)

Unaudited – Prepared by Management

4. MINERAL PROPERTIES

Mineral properties consist of the following mineral claim tenures:

Name	Number of claim tenures	Location	Area covered	Cost September 30, 2008		Cost March 31, 2008
Sombrio River	4	11km SE of Port Renfrew, British Columbia	106.933 hectares	$	2,641	$	2,724
Loss Creek	3	17km SE of Port Renfrew, British Columbia	107.013 hectares	$	2,642	$	2,724

				$	5,283	$	5,448

The claims are subject to a requirement to either (1) complete exploration work on the claims valued at an amount stipulated by the government and pay a filing fee; or (2) pay a stipulated fee to the Province of British Columbia in lieu of completing exploration work. The stipulated amount in respect of these claims is anticipated to total approximately $7,500 during the upcoming two years. During the six months ended September 30, 2008 the Company paid a fee in the amount of $775 ($CAD 783) in lieu of exploration work to meet British Columbia requirements for good standing.

5. DEMAND LOAN

Under a loan agreement dated March 26, 2008, the demand loan is repayable on demand of the borrower and bears interest beginning April 1, 2008 at the rate of 10% per annum compounded monthly at the end of the month. In the event the loan is placed with a lawyer for collection, a fee of 20% of the unpaid balance will apply.

6. RELATED PARTY TRANSACTIONS

Related party transactions not disclosed elsewhere in the consolidated financial statements are as follows:

The Company has been provided with premises by its CEO for no charge. Accordingly, rent of $3,000 has been recorded in the six months ended September 30, 2008 (2007- $3,000), and additional paid-in capital has been increased by the corresponding amount.

Accounts payable includes $375 (March 31, 2008 - $646) due to the CEO for reimbursement of expenses incurred on behalf of the Company.

7. COMMON STOCK

Effective January 14, 2008, the Company split its common stock on a twenty-for-one basis. All shareholders as of the record date of January 14, 2008 received twenty shares of common stock in

F-16

Table of Contents

SUNBERTA RESOURCES INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

September 30, 2008

(Expressed in US Dollars)

Unaudited – Prepared by Management

exchange for each one common share of their currently issued common stock. The authorized, issued and per share information presented is on a post-split basis. On January 14, 2008 the Company’s total paid-in capital was less than the product of the par value per share multiplied by the number of post-split shares outstanding. As a result, the shareholders may have an obligation to make up the shortfall of $7,735.

8. INCOME TAXES

The Company is subject to United States income taxes and Canadian income taxes (to the extent of its operations in Canada). The company had no income tax expense during the reported period due to net operating losses.

A reconciliation of income tax expense to the amount computed at the statutory rates is as follows:

	September 30, 2008		September 30, 2007
Loss for the three months ended June 30	$	(26,169)	$	(46,868)
Average statutory tax rate		35%		35%

Expected income tax provision	$	(9,159)	$	(16,404)
Unrecognized tax losses		9,159		16,404

Income tax expense	$	--	$	--

Significant components of deferred income tax assets are as follows:

	September 30, 2008		September 30, 2007
Net operating losses carried forward	$	48,783	$	16,404
Valuation allowance		(48,783)		(16,404)

Net deferred income tax assets	$	-	$	-

The Company has net operating losses carried forward of approximately $139,000 for tax purposes which will expire in 2027 and 2028 if not utilized.

F-17

Table of Contents

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

Forward-Looking Statements

Certain 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 statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These forward-looking 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 expressions. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of complying with those safe-harbor provisions. 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 plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, 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. We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Further information concerning our business, including additional factors that could materially affect our financial results, is included herein and in our other filings with the SEC.

Plan of Operation

We are an exploration stage company engaged in the acquisition, exploration and exploitation of gold placer resource properties. We currently own a 100% interest in seven (7) adjoining mining claims, generally known as the Sombrio River and Loss Creek properties. They are located in south-west British Columbia. Our rights to the properties are limited to the exploration for and exploitation of gold placer deposits. Our business plan is to proceed with the exploration of the Sombrio River and Loss Creek mineral claims to determine whether they contain commercially viable gold deposits. We intend to proceed with a preliminary exploration program as recommended and explained below by our Consulting Geologist.

The preliminary exploration program recommended for the Sunberta placer claims includes road building to provide access to the claims, refraction seismic surveying on cut lines to determine thickness of potential placer gravels above bedrock, and evaluation of the placer gold potential in the gravels by use of a sluice box and assays of selected samples. The seismic lines should be 500 m in length and spaced 200 m apart. The sluice box should be operated by a 2 man crew

Table of Contents

working under the direction of a geologist; both Sombrio River and Loss Creek provide ample water for sluicing year round. The geologist should designate sample locations based on access to representative gravels at locations where adequate thickness of gravels is indicated by results of the seismic survey. The preliminary program should be focused on the downstream claims on the Sombrio River claim block (546350) and on the Loss Creek claim block (546358). On both properties the program should be devoted to developing data over a length of 400 m along the streams. This would entail running 3 seismic lines on the above claims and sluicing selected gravels over this length. It is believed that this preliminary assessment of the potential for economic grade placer gold will be adequate. If it develops that encouraging results are obtained from the preliminary program then work should be expanded to cover the entire properties. In the case of the Sombrio River claims this would involve seismic surveying and sluicing over an additional length of 1400 m; in the case of the Loss Creek claims, over an additional length of 1800 m.

There is a gravel road up the Sombrio River valley that terminates in a quarry approximately 1.0 kilometer from the south border of the claims. An old roadbed exists from the quarry and passes the length of the claims. This old road will have to be rebuilt to provide access through the property. It is recommended that the preliminary exploration program include rebuilding the road over a length of approximately 1.5 km; this would provide access to the south border of the claims and access over 0.5 km across the southernmost claim (546350). A preliminary estimate from a local contractor in British Columbia is a cost of approximately $43.35 per meter of road: estimated cost for 1.5 km of road building totals $65,025.

The gravel road up the Loss Creek valley is in adequate shape to provide access along the entire length of the claims. The road is overgrown along the sides but this could easily be cleared by line cutters.

A preliminary estimate of the cost to conduct surveys on 6 lines (Russ Hihnan of Frontier Geosciences, Inc. of North Vancouver) that includes managing the line cutting, gathering the survey data, interpretation of results, and mobilization-demobilization is approximately $21,675.

A transportable sluice box adequate for preliminary test work may be purchased for approximately $173.40.

Sluicing of gravels should be conducted under the direction of a consulting geologist over a period of approximately 3 weeks. At $867 per day for 25 days (including report), the geologist should cost approximately $21,675. The 2 men operating the sluice should be local workers at a cost of $433.50 per day per man for 20 days, totaling approximately $17,340.

A backhoe or front-end loader will be required during sluicing to transport gravels from selected sites to the streams for sluicing. An estimate for this work is approximately $13,005.

The geologist should submit representative samples for gold assay to a reputable assayer. The estimated cost for assays is approximately $4,335.

Table of Contents

As described above, the recommended geological exploration program will cost approximately $157,794, summarized as follows:

Road construction	$	65,025
Refraction seismic survey, line cutting	$	21,675
Sluice box, transportation	$	433.50
Geologist	$	21,675
Sluice operators	$	17,340
Backhoe or front-end loader	$	13,005
Assays	$	4,335
Contingency @ 10%	$	14,305.50
Total	$	157,794

We had a deficiency in working capital in the amount of $55,381 as of September 30, 2008. Subject to our ability to successfully raise sufficient additional capital beyond the $50,000 demand loan we secured on March 26, 2008, we intend to proceed with a preliminary exploration program as recommended by our Consulting Geologist. We plan to raise up to $200,000 of additional capital during the next 12 to 18 months by seeking additional funds from existing investors or by offering equity securities to new investors. The risky nature of this enterprise and lack of tangible assets places other types of debt financing beyond the credit-worthiness required by most banks or typical investors of corporate debt until such time as an economically viable mine can be demonstrated.

On March 26, 2008, we were able to borrow $50,000 under a Loan Agreement with an unaffiliated third party. The loan bears interest at 10% per annum compounded monthly on the last day of each month with interest accruing from April 1, 2008. The loan is due on demand. In addition, Mr. Sundberg has agreed to loan us up to $100,000 as and when needed. This additional capital could allow us to complete preliminary exploration activities and perhaps begin additional activities as well, should we determine with our consulting geologist that this is advisable. Subject to the availability additional financing of personnel and professional geological advice, we had intended to begin our preliminary exploration program in the fall of 2008. Unfortunately, in part due to difficult market conditions, we have been unable to raise additional capital. It is unclear when we will be able to raise additional financing and therefore it is unclear when we will be in a position to begin our preliminary exploration program.

Once we receive the analysis of our preliminary exploration program, our board of directors, in consultation with our consulting geologist, will assess whether to proceed with additional exploration. In making this determination to proceed with a further exploration program, we will make an assessment as to whether the results of the preliminary exploration program are sufficiently positive to enable us to proceed. This assessment will include an evaluation of our

Table of Contents

cash reserves after the completion of the initial exploration, the price of minerals, and the market for the financing of mineral exploration projects at the time of our assessment.

In the event the results of our initial exploration program prove not to be sufficiently positive to proceed with further exploration on the Sombrio River and Loss Creek mineral claims, we intend to seek out and acquire interests in North American mineral exploration properties, which, in the opinion of our consulting geologist, offer attractive mineral exploration opportunities. If we are unable to locate and acquire such a prospect, we may be forced to seek other business opportunities. Presently, we have not given any consideration to the acquisition of other exploration properties because we have only recently commenced our preliminary exploration program and have not received any results.

Upon the completion of preliminary exploration, or any additional programs, which are successful in identifying mineral deposits, we will have to spend substantial funds on further exploration and engineering studies before we know that we have a mineral reserve. A mineral reserve is a commercially viable mineral deposit.

Results of Operations for the three months ended September 30, 2008 and 2007, and for the period from inception (September 19, 2006) to September 30, 2008

We did not earn any revenues from inception through September 30, 2008. We do not anticipate earning revenues unless and until such time that we enter into commercial production of the Sombrio River and Loss Creek mineral claim, or other mineral claims we may acquire and develop. 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 Sombrio River and Loss Creek mineral claims, or if such resources are discovered, that we will enter into commercial production.

We incurred operating expenses in the amount of $10,003 for the three months ended September 30, 2008, compared with operating expenses in the amount of $22,416 for the three months ended September 30, 2007. The operating expenses for the three months ended September 30, 2008 consisted primarily of professional fees in connection with our corporate organization and current financial reporting in the amount of $6,207 and office and administration expenses in the amount of $3,199. The operating expenses for the three months ended September 30, 2007 consisted primarily of professional fees in connection with our corporate organization and current financial reporting in the amount of $9,844, office and administration expenses in the amount of $12,104, and exploration expenses in the amount of $217.

We incurred operating expenses in the amount of $26,169 for the six months ended September 30, 2008, compared with operating expenses in the amount of $47,091 for the six months ended September 30, 2007. The operating expenses for the six months ended September 30, 2008 consisted primarily of professional fees in connection with our corporate organization and current financial reporting in the amount of $17,862 and office and administration expenses in the amount of $7,304. The operating expenses for the six months ended September 30, 2007 consisted primarily of professional fees in connection with our corporate organization and current financial

Table of Contents

reporting in the amount of $24,299, office and administration expenses in the amount of $17,017, and exploration expenses in the amount of $4,456.

We incurred operating expenses in the amount of $139,915 for the period from inception to September 30, 2008. The operating expenses for the period from inception to September 30, 2008 consisted primarily of professional fees in connection with our corporate organization and current financial reporting in the amount of $82,520, office and administration expenses in the amount of $35,912, and exploration expenses in the amount of $13,646.

We anticipate our operating expenses will increase as we undertake our plan of operations. The increase will be attributable to undertaking the additional phases of our geological exploration program and the professional fees associated with our being a reporting company under the Securities Exchange Act of 1934.

We incurred a net loss in the amount of $10,003 for the three months ended September 30, 2008, as compared with $22,335 for the three months ended September 30, 2007. We incurred a net loss in the amount of $26,169 for the six months ended September 30, 2008, as compared with $46,868 for the six months ended September 30, 2007. We incurred a net loss of $139,382 for the period from inception to September 30, 2008.

Liquidity and Capital Resources

We had cash of $9,544 as our only current asset as of September 30, 2008. We had current liabilities of $64,925 as of September 30, 2008. We therefore had a working capital deficit of $55,381 as of September 30, 2008.

We anticipate that we will be dependent, for the immediate future, upon additional investment capital to fund operating expenses.

Although he has no obligation to do so, Mr. Sundberg has agreed to loan us up to $100,000 as and when needed. This additional capital will allow us to complete preliminary exploration activities and perhaps begin additional activities as well, should we determine with our consulting geologist that this is advisable.

Off Balance Sheet Arrangements

As of September 30, 2008, there were no off balance sheet arrangements.

Going Concern

We have experienced losses since the inception of the exploration stage amounting to $139,382 as of September 30, 2008. As of September 30, 2008, we have a total of $9,544 in cash; however this amount will be insufficient to sustain operations over the course of the next year. These factors raise substantial doubt about our ability to continue as a going concern. Our ability to meet our commitments as they become payable, including the completion of acquisitions, exploration and development of mineral properties and projects, is dependent on our ability to obtain necessary

Table of Contents

financing or achieving a profitable level of operations. There are no assurances that we will be successful in achieving these goals.

We are in the process of exploring and evaluating our mineral properties and projects and have not yet determined whether these properties contain economically recoverable ore reserves. The underlying value of the mineral properties is entirely dependent on the existence of economically recoverable reserves, our ability to obtain the necessary financing to complete development and upon future profitable production or sufficient proceeds from the disposition thereof.

The accompanying financial statements do not give effect to adjustments to the amounts and classifications of assets and liabilities that would be necessary should we be unable to continue as a going concern.

Recently Issued Accounting Pronouncements

In September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements.” This statement defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosure about fair value measurements. This statement applies under other accounting pronouncements that require or permit fair value measurement, the FASB having previously concluded in those accounting pronouncements that fair value is the relevant measurement attribute. This statement does not require any new fair value measurements. However, for some entities, the application of the statement will change current practice. This statement is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. The Company is currently reviewing the effect, if any, that this new pronouncement will have on its financial statements.

There were various other accounting standards and interpretations issued to September 30, 2008, none of which are expected to have a material impact on the Company's financial position, operations or cash flows.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

Item 4T. Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of September 30, 2008. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, Kelly Sundberg. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2008, our disclosure controls and procedures are effective. There have been no changes in our internal controls over financial reporting during the quarter ended September 30, 2008.

Disclosure controls 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 Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Limitations on the Effectiveness of Internal Controls

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level. Further, 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 the 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 internal control. The design of any system 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. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

Table of Contents

PART II – OTHER INFORMATION

Item 1. 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 1A: Risk Factors

A smaller reporting company is not required to provide the information required by this Item.

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

No matters have been submitted to our security holders for a vote, through the solicitation of proxies or otherwise, during the quarterly period ended September 30, 2008.

Item 5. Other Information

None

Item 6. Exhibits

Exhibit Number	Description of Exhibit
31.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of 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

Table of Contents

SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Sunberta Resources, Inc.

Date:	November 14, 2008

	By: /s/Kelly Sundberg Kelly Sundberg Title: Chief Executive Officer and Director