The following discussion should be read in conjunction with our audited financial statements and the related notes for the years ended August 31, 2021 and August 31, 2020 that appear elsewhere in this annual report. The following discussion contains forward-looking statements that reflect our plans, estimates and beliefs. Our actual results could differ materially from those discussed in the forward- looking statements. Factors that could cause or contribute to such differences include, but are not limited to those discussed below and elsewhere in this annual report, particularly in the section entitled "Risk Factors" beginning on page 7 of this annual report.



                                       12

--------------------------------------------------------------------------------

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

Cash Requirements

Over the next 12 months we intend to operate as a business development company. We anticipate that we will incur the following operating expenses during this period:

Estimated Funding Required During the Next 12 Months Expense

                                          Amount

General, Administrative and Corporate Expenses $ 100,000 Operating Expenses

$ 100,000
Total                                          $ 200,000

At present, our cash requirements for the next 12 months outweigh the funds available. Of the $200,000 that we require for the next 12 months, we have $515,903 in cash and a working capital deficiency of $1,080,003 In order to improve our liquidity, we plan to pursue additional equity financing from private investors or possibly a registered public offering. We do not currently have any definitive arrangements in place for the completion of any further private placement financings and there is no assurance that we will be successful in completing any further private placement financings. If we are unable to achieve the necessary additional financing, then we plan to reduce the amounts that we spend on our business activities and administrative expenses in order to be within the amount of capital resources that are available to us.

Purchase of Significant Equipment

We do not anticipate the purchase or sale of any plant or significant equipment during the next 12 months.

Going Concern

The financial statements included in this filing have been prepared in conformity with generally accepted accounting principles that contemplate the continuance of our company as a going concern, which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has generated minimal revenue from operations. As shown on the accompanying financial statements, our company has incurred a net loss of $4,902,173 for the period from inception (July 20, 2006) to August 31, 2021 and has a working capital deficiency of $1,080,003 as at August 31, 2021. These conditions raise substantial doubt about our company's ability to continue as a going concern.

The future of our company is dependent upon its ability to obtain financing and upon future profitable operations from the development of its mining activities.

Off-Balance Sheet Arrangements or capital resources that is material to stockholders.

There were none during the years ended August 31, 2021 or 2020.

Results of Operations for the Years Ended August 31, 2021 and 2020

The following summary of our results of operations should be read in conjunction with our audited financial statements for the years ended August 31, 2021 and 2020.



                                       13

--------------------------------------------------------------------------------


Our operating results for the years ended August 31, 2021 and 2020 are
summarized as follows:

                                       Year Ended
                                       August 31,
                                    2021         2020
Revenue                         $   12,589   $    7,635
Operating expenses                 140,643       66,817
Other expenses                     789,383       47,245

Net operating loss for the year (917,437 ) (106,427 )

Expenses



Our operating expenses for the years ended August 31, 2021 and 2020 are outlined
in the table below:

                                                                     Year Ended
                                                                     August 31,
                                                                   2021       2020
General and administrative expense                              $ 12,044   $  9,545
Executive stock compensation                                      50,000          -
Legal and audit fees                                              37,126     16,062
Depreciation                                                      41,473     41,210


Equity Compensation

We currently do not have any equity compensation plans or arrangements. On July 31, 2010 our directors approved the adoption of our 2010 Stock Option Plan which permits our company to grant up to 6,500,000 options to acquire shares of common stock, to directors, officers, employees and consultants of our company.

Liquidity and Financial Condition



Working Capital

                               At August 31,
                             2021          2020

Current Assets $ 514,445 $ 25,999 Current Liabilities 1,594,448 1,009,818 Working Capital Deficit (1,080,003 ) (983,819 )

Contractual Obligations

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



                                       14

--------------------------------------------------------------------------------

Critical Accounting Policies

Our financial statements and accompanying notes have been prepared in conformity with accounting principles generally accepted in the United States of America for financial statements. Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. These estimates and assumptions are affected by management's application of accounting policies. We believe that understanding the basis and nature of the estimates and assumptions involved with the following aspects of our financial statements is critical to an understanding of our financials.

Accounting estimates

The preparation of the financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amount of revenue and expenses during the reporting period. Actual results could differ from those estimates.

Cash and cash equivalents

For purposes of the statement of cash flows, our company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.

Fair value of financial instruments

The Company measures the fair value of financial assets and liabilities based on GAAP guidance which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. Under GAAP, fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. A fair value hierarchy is also established, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Quoted prices for similar assets and liabilities in active markets or inputs that are observable.

Level 3 - Inputs that are unobservable (for example cash flow modelling inputs based on assumptions).

The table below presents the carrying value and fair value of our company's financial instruments.

The fair value represents management's best estimates based on a range of methodologies and assumptions. The carrying value of receivables and payables arising in the ordinary course of business and the receivable from taxing authorities, approximate fair value because of the relatively short period of time between their origination and expected realization.



                                         Carrying                                    Significant
                                          value         Quoted       Significant      Unobserva
                                        August 31,     Prices in        Other            ble
                                           2021        (Level 1)      (Level 2)       (Level 3)
Accounts receivable                   $     (1,458 ) $    (1,458 )             -               -
Accounts payable and accrued expenses $    178,256   $   178,256   $           -   $           -
Loan payable                          $    466,435       466,435
Due to related parties                $     43,615   $    43,615   $           -   $           -
Loan payable                          $    906,142   $   906,142   $           -   $           -


                                       15

--------------------------------------------------------------------------------

Income taxes

The Company follows the asset and liability method of accounting for income taxes, which requires recognition of deferred tax assets and liabilities for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis and tax credit carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. The Company has a net operating loss carry-forward to be used in future years. The Company has established a valuation allowance for the full tax benefit of the operating loss carry-forwards due to the uncertainty regarding realization.

Net loss per common share

Basic net loss per share is computed by dividing the net loss available to common stockholders for the period by the weighted average number of shares of common stock outstanding during the period. The calculation of diluted net loss per share gives effect to common stock equivalents; however, potential common shares are excluded if their effect is anti-dilutive.

Stock-based compensation

The Company applies the fair value method for accounting for stock option awards, whereby the Company recognizes a compensation expense for all stock options awarded to employees, officers and consultants based on the fair value of the options on the date of grant, which is determined using the Black-Scholes Option Pricing Model. The options are expensed over the vesting period of the options on a graded vesting basis.

The Company accounts for equity instruments issued in exchange for the receipt of goods or services from other than at the estimated fair market value of the consideration received or the estimated fair value of the equity instruments issued, whichever is more reliably measurable. The value of equity instruments issued for consideration for other than employee services is determined on the earliest of a performance commitment or completion of performance by the provider of goods or services.



                                       16

--------------------------------------------------------------------------------

Concentration of credit risk

Our company places our cash and cash equivalents with high credit quality financial institutions.

Recent Accounting Pronouncements

Recent accounting pronouncements issued by the Financial Accounting Standards Board or other authoritative standards groups with future effective dates are either not applicable or are not expected to be significant to the financial statements of the Company.

© Edgar Online, source Glimpses