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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 10-K


[X]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended December 31, 2008

Commission file number 333-143816

BELVEDERE RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

Nevada

(State or other jurisdiction of incorporation or organization)

24442-112^th Avenue

Maple Ridge, British Columbia

Canada V3E 1H5

(Address of principal executive offices, including zip code.)

(604) 476-9076

(Registrant's telephone number, including area code)

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

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act: [X] Yes No [ ]

Indicate by check mark whether the registrant(1) has filed all reports required 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 day. [X] Yes [ ] No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulations S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]

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 if the Exchange Act.

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

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of December 31, 2008: $0.00.

TABLE OF CONTENTS


	Page
Special Note Regarding Forward Looking Statements	3

PART I

Item 1. Business.	3
Item 1A. Risk Factors.	4
Item 1B. Unresolved Staff Comments.	7
Item 2. Properties.	7
Item 3. Legal Proceedings.	7
Item 4. Submission of Matters to a Vote of Security Holders.	7

PART II

Item 5. Market For Common Stock and Related Stockholder Matters.	7
Item 6. Selected Financial Data	8
Item 7. Management’s Discussion and Analysis of Financial Condition or Plan of Operation.	8

PART III

Item 7A. Quantitative and Qualitative Disclosures about Market Risk.	9
Item 8. Financial Statements and Supplementary Data.	10
Item 9. Changes In and Disagreements With Accountants on Accounting and Financial Disclosure	18
Item 9A. Controls and Procedures	18
Item 9B. Other Information	19
Item 10. Directors, Executive Officers, Promoters and Control Persons; Compliance with Section 16(a) of the Exchange Act	20
Item 11. Executive Compensation	22
Item 12. Security Ownership of Certain Beneficial Owners and Management	23
Item 13. Certain Relationships and Related Transactions, and Director Independence	23

PART IV

Item 14. Principal Accountant Fees and Services.	24
Item 15. Exhibits, Financial Statement Schedules.	25

-2-

SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS

Except for statements of historical fact, certain information contained herein constitutes “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward looking statements are usually identified by our use of certain terminology, including “will”, “believes”, “may”, “expects”, “should”, “seeks”, “anticipates” or “intends” or by discussions of strategy or intentions. Such forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause our actual results or achievements to be materially different from any future results or achievements expressed or implied by such forward-looking statements. Such factors include, among others, our history of operating losses and uncertainty of future profitability; our lack of working capital and uncertainty regarding our ability to continue as a going concern; uncertainty of access to additional capital; risks inherent in mineral exploration; environmental liability claims and insurance; dependence on consultants and third parties as well as those factors discussed in the section entitled “Risk Factors”, “Business” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations”.

If one or more of these risks or uncertainties materializes, or if underlying assumptions prove incorrect, our actual results may vary materially from those expected, estimated or projected. Forward looking statements in this document are not a prediction of future events or circumstances, and those future events or circumstances may not occur. Given these uncertainties, users of the information included herein, including investors and prospective investors are cautioned not to place undue reliance on such forward-looking statements. We do not assume responsibility for the accuracy and completeness of these statements.

The United States Securities and Exchange Commission permits U.S. mining companies, in their filings with the SEC, to disclose only those mineral deposits that a company can economically and legally extract or produce. The Company is an exploration stage company and its properties have no known body of ore. U.S. investors are cautioned not to assume that the Company has any mineralization that is economically or legally mineable.

All references in this Report on Form 10-K to the terms “we”, “our”, “us”, and “the Company” refer to Belvedere Resources Corporation.

Claims

Following geological tests, we have let our Tenure on the Spanish Gold property lapse. We have concluded, based on work to date, that the property is not sufficiently prospective of mineralization to warrant further work at this time. We intend to focus on locating and acquiring other projects or properties which offer more favourable prospects. We have not identified any such projects at this time and, if we do, we anticipate we may require additional funding to either acquire such properties or projects or to conduct work programs on them.

Competitive Factors

The gold mining industry is fragmented, that is there are many gold prospectors, exploration companies and producers. Many of these potential competitors are much larger and have much greater resources and experience than we do.

Regulations

Any mineral exploration program that we embark upon is subject to the Mineral Tenure Act (British Columbia) and Regulations thereunder. This act sets forth rules for


*	locating claims
*	posting claims
*	working claims
*	reporting work performed

We are also subject to the Mines Act (British Columbia) and other legislation which tells us how and where we can explore for minerals and contains a number of provisions respecting safe operation of mining and exploration activities. We must comply with these laws to operate our business. Compliance with these rules and regulations will not adversely affect our operations.

Environmental Law

We are also subject to the Environmental Management Act (British Columbia). This Act, together with the Mines Act (British Columbia) deals with environmental matters relating to the exploration and development of mining properties and the requirement to restore or ‘remediate’ a property after any exploration or mining activities.

We have maintained compliance with the above mentioned environmental legislation and will continue to do so in the future. We believe that compliance with such legislation will not adversely affect our business operations in the future.

Exploration stage companies have no need to discuss environmental matters, except as they relate to exploration activities. The only anticipated cost and effect of compliance with environmental regulations in British Columbia during the exploration stage is returning the surface to its previous condition upon abandonment of the property.

See “Special Note on Forward Looking Statements”.

Employees and Employment Agreements

At present, we have no full-time employees. Our sole director and officer devotes about 10% of his time or four hours per week to our operation. We have no employment agreement with our director and officer. We presently do not have pension, health, annuity, insurance, stock options, profit sharing or similar benefit plans; however, we may adopt plans in the future. There are presently no personal benefits available to our officer and director. Mr. Englmann will handle our administrative duties. Because our officer and director is inexperienced with exploration, he will hire qualified persons to perform the surveying, exploration, and excavating of the property. As of today, we have not looked for or talked to any geologists or engineers who will perform work for us in the future. We do not intend to do so until we acquire a suitable property.

ITEM 1A.

RISK FACTORS

Risks associated with our company:

Because our auditors have issued a going concern opinion, there is substantial uncertainty we will continue operations in which case you could lose your investment.

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an ongoing business for the next twelve months. The financial statements do not include any adjustments that might result from the uncertainty about our ability to continue in business. As such we may have to cease operations and you could lose your investment. Further, we have not considered and will not consider any activity beyond our current exploration program until we have completed our exploration program.

Our plan of operation is limited to locating and acquiring projects or properties which offer favourable prospects. As such we have no plans for revenue generation. Accordingly, you should not expect any revenues from operations.

We intend to focus on locating and acquiring other projects or properties which offer more favourable prospects. We have not identified any such projects at this time and, if we do, we anticipate we may require additional funding to either acquire such properties or projects or to conduct work programs on them. Accordingly, we will not generate any revenues as a result of your investment.

Because the probability of an individual prospect ever having reserves is extremely remote any funds spent on exploration will probably be lost.

The probability of an individual prospect ever having reserves is extremely remote. In all probability the property does not contain any reserves. As such, any funds spent on exploration will probably be lost, which result in a loss of your investment.

We lack an operating history and have losses which we expect to continue into the future. As a result, we may have to suspend or cease operations.

We were incorporated on September 27, 2006. We have no operating history upon which an evaluation of our future success or failure can be made. Our net loss since inception is $140,648.

We have not identified any commercially viable mineral deposits. We have not commenced development or commercial production . We have no history of earnings or cash flow from operations. We do not have a line of credit and our only present source of funds available may be through the sale of our equity shares or assets. Should we be unable to continue as a going concern, realization of assets and settlement of liabilities in other than the normal course of business may be at amounts significantly different from those contained in our financial statements.

Based upon current plans, we expect to incur operating losses in future periods. As a result, we may not generate revenues in the future. Failure to generate revenues will cause us to suspend or cease operations and may result in the loss of your investment.

Because our sole officer and director owns more than 50% of our outstanding shares, he will decide who will be directors and the direction of our company, and you will not be able to elect any directors or control operations.

Of the 6,006,450 shares of common stock that are issued and outstanding, our sole officer and director owns 5,000,000 shares, therefore he owns majority control of our company. As a result, our sole officer and director will be able to elect all of our directors and control our operations.

Because all of our assets and our sole officer and director is located outside the United States of America, it may be difficult for an investor to enforce within the United States any judgments obtained against us or any of our sole officer and director.

All of our assets are located outside of the United States and we do not currently maintain a permanent place of business within the United States. In addition, our sole officer and director is a national and resident of countries other than the United States, and all or a substantial portion of such person's assets are located outside the United States. As a result, it may be difficult for an investor to effect service of process or enforce within the United States any judgments obtained against us or our sole officer or director, including judgments predicated upon the civil liability provisions of the securities laws of the United States or any state thereof. In addition, there is uncertainty as to whether the courts of Canada and other jurisdictions would recognize or enforce judgments of United States courts obtained against us or our sole officer and director predicated upon the civil liability provisions of the securities laws of the United States or any state t hereof, or be competent to hear original actions brought in Canada or other jurisdictions against us or our sole officer and director predicated upon the securities laws of the United States or any state thereof.

Because we have only one officer and director who is responsible for our managerial and organizational structure, in the future, there may not be effective disclosure and accounting controls to comply with applicable laws and regulations which could result in fines, penalties and assessments against us.

We have only one officer and director. He is responsible for our managerial and organizational structure which will include preparation of disclosure and accounting controls under the Sarbanes Oxley Act of 2002. When theses controls are implemented, he will be responsible for the administration of the controls. Should he not have sufficient experience, he may be incapable of creating and implementing the controls which may cause us to be subject to sanctions and fines by the Securities Exchange Committee which ultimately could cause us to lose money.

Because we may issue additional shares of common stock, your investment could be subject to substantial dilution.

We anticipate that any additional funding will be in the form of equity financing from the sale of our common stock. In the future, if we do sell more common stock, your investment could be subject to dilution. Dilution is the difference between what you pay for your stock and the net tangible book value per share immediately after the additional shares are sold by us.

Because there is no public trading market for our common stock, you may not be able to resell your stock and as a result your investment is illiquid.

There is currently no public trading market for our common stock. Therefore there is no central place, such as stock exchange or electronic trading system, to resell your shares. If you do want to resell your shares, you will have to locate a buyer and negotiate your own sale, of which there is no assurance. As a result, your investment is illiquid.

Because our securities are subject to penny stock rules, you may have difficulty reselling your shares.

Our shares as penny stocks are covered by section 15(g) of the Securities Exchange Act of 1934 which imposes additional sales practice requirements on broker/dealers who sell the Company’s securities including the delivery of a standardized disclosure document; disclosure and confirmation of quotation prices; disclosure of compensation the broker/dealer receives; and, furnishing monthly account statements. For sales of our securities, the broker/dealer must make a special suitability determination and receive from its customer a written agreement prior to making a sale. The imposition of the foregoing additional sales practices could adversely affect a shareholder’s ability to dispose of his stock.

17.

Our success depends on our ability to raise additional capital.

We currently have no external sources of liquidity, and all additional funding required for our activities for the foreseeable future will be obtained from the sale of our securities. Should we elect to satisfy our cash commitments through the issuance of securities, by way of either private placement or public offering, there can be no assurance that our efforts to raise such funding will be successful, or achieved on terms favorable to us or our shareholders. Such financings, to the extent they are available may result in substantial dilution to our existing shareholders.

ITEM 1B.

UNRESOLVED STAFF COMMENTS

None.

ITEM 2.

PROPERTIES

None.

ITEM 3.

LEGAL PROCEEDINGS

We are not presently a party to any litigation.

ITEM 4.

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

During the fourth quarter, there were no matters submitted to a vote of our shareholders.

PART II

ITEM 5.

MARKET FOR COMMON STOCK AND RELATED STOCKHOLDER MATTERS

There is no public trading market for our common stock. There are no outstanding options or warrants to purchase, or securities convertible into, our common stock.

Holders

As at March 31 , 2009, we had 50 shareholders of record of common stock, including shares held by brokerage clearing houses, depositories or otherwise in unregistered form. The beneficial owners of such shares are not known to us.

Status of our public offering

On June 15, 2007, we filed a Form SB-2 registration statement with the Securities and Exchange Commission in connection with a public offering of up to 2,000,000 shares of common stock at $0.10 per share, or $200,000 total. On July 6, 2007, our Form SB-2 registration statement (SEC file no. 333-143816) was declared effective by the SEC. Pursuant to the SB-2, we offered up to a total of 2,000,000 shares of common stock in a direct public offering, without any involvement of underwriters or broker-dealers. On November 23, 2007, we completed our public offering and raised $100,645 by selling 1,006,450 shares of common stock at an offering price of $0.10 per share. We raised $100,645 in gross proceeds. The net proceeds, after deducting total expenses incurred in connection with the issuance and distribution of securities, was $85,645.

Dividends

We have not declared any cash dividends, nor do we intend to do so. We are not subject to any legal restrictions respecting the payment of dividends, except that they may not be paid to render us insolvent. Dividend policy will be based on our cash resources and needs and it is anticipated that all available cash will be needed for our operations in the foreseeable future.

Section 15(g) of the Securities Exchange Act of 1934

Our shares are covered by section 15(g) of the Securities Exchange Act of 1934, as amended that imposes additional sales practice requirements on broker/dealers who sell such securities to persons other than established customers and accredited investors (generally institutions with assets in excess of $5,000,000 or individuals with net worth in excess of $1,000,000 or annual income exceeding $200,000 or $300,000 jointly with their spouses). For transactions covered by the Rule, the broker/dealer must make a special suitability determination for the purchase and have received the purchaser's written agreement to the transaction prior to the sale. Consequently, the Rule may affect the ability of broker/dealers to sell our securities and also may affect your ability to sell your shares in the secondary market.

Section 15(g) also imposes additional sales practice requirements on broker/dealers who sell penny securities. These rules require a one page summary of certain essential items. The items include the risk of investing in penny stocks in both public offerings and secondary marketing; terms important to in understanding of the function of the penny stock market, such as bid and offer quotes, a dealers spread and broker/dealer compensation; the broker/dealer compensation, the broker/dealers duties to its customers, including the disclosures required by any other penny stock disclosure rules; the customers rights and remedies in causes of fraud in penny stock transactions; and, the NASD's toll free telephone number and the central number of the North American Administrators Association, for information on the disciplinary history of broker/dealers and their associated persons.

Securities authorized for issuance under equity compensation plans

We do not have any equity compensation plans and accordingly we have no securities authorized for issuance thereunder.

ITEM 6.

SELECTED FINANCIAL DATA

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information under this item.

ITEM 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS.

This section of the 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 this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

Plan of Operation

This section contains “forward looking statements” which may be subject to certain, risks, uncertainties and other factors affecting actual outcomes. See “Special Note on Forward Looking Statements” and “Risk Factors”.

We are a start-up, exploration stage corporation and have not yet generated or realized any revenues from our business operations.

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we begin removing and selling minerals. There is no assurance we will ever reach this point. Accordingly, we must raise cash from sources other than the sale of minerals found on the property. That cash must be raised from other sources. Our only other source for cash at this time is investments by other. We must raise cash to implement our project and stay in business.

Following geological tests, we have let our Tenure on the Spanish Gold property lapse. Which we have concluded, based on work to date, is not sufficiently prospective of mineralization to warrant further work at this time. We intend to focus on locating and acquiring other projects or properties which offer more favourable prospects. We have not identified any such projects at this time and, if we do, we anticipate we may require additional funding to either acquire such properties or projects or to conduct work programs on them.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, and possible cost overruns due to price and cost increases in services.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to existing shareholders.

Liquidity and Capital Resources

Mr. Englmann has agreed to advance sufficient funds to maintain continuous disclosure filings until a suitable project is located.

At the present time, we have not made any arrangements to raise additional cash, other than cash on hand. If we need additional cash and can't raise it we will either have to suspend operations until we do raise the cash, or cease operations entirely. Other than as described in this paragraph, we have no other financing plans.

Since inception, we have issued 6,006,450 shares of our common stock and received $100,645 for a portion of the shares.

In September 27, 2006, we issued 5,000,000 shares of common stock to our then sole officer and director, Shawn Englmann, pursuant to the exemption from registration contained in Regulation S of the Securities Act of 1993. The purchase price of the shares was $50.00. This was accounted for as an acquisition of shares. Shawn Englmann has covered expenses via advances totaling $51,649, all of which was paid directly to our stakeholder, Shawn Englmann, attorney and accountant. The amount owed to Mr. Englmann is non-interest bearing, unsecured and due on demand. Further the agreement with Mr. Englmann is oral and there is no written document evidencing the agreement.

As of December 31, 2008, our total assets are $22,889 and our total liabilities are $52,547.

In December 2007, we completed our public offering and raised $100,645 by selling 1,006,450 shares of common stock at an offering price of $0.10 per share.

Recent Accounting Pronouncements

Belvedere Resources does not expect the adoption of recently issued accounting pronouncements to have a significant impact on their results of operations, financial position or cash flow

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Exchange Act and are not required to provide the information under this item.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors

Belvedere Resources Corporation

(An Exploration Stage Company)

Vancouver BC Canada

We have audited the accompanying balance sheets of Belvedere Resources Corporation (“Belvedere”) as of December 31, 2008 and 2007, and the related statements of operations, cash flows and changes in stockholders’ deficit for the two years then ended and the period from September 27, 2006 (Inception) through December 31, 2008. These financial statements are the responsibility of Belvedere’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

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

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Belvedere Resources Corporation, as of December 31, 2008 and 2007, and the results of its operations and its cash flows for the two years then ended and the period from September 27, 2006 (Inception) through December 31, 2008 in conformity with accounting principles generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that Belvedere will continue as a going concern. As discussed in Note 2 to the financial statements, Belvedere Resources Corporation has suffered recurring losses from since its inception, which raises substantial doubt about its ability to continue as a going concern. Management’s plans regarding those matters also are described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ MALONE & BAILEY PC

Malone & Bailey, PC

www.malone-bailey.com

Houston, Texas

March 27, 2009

F-1

Belvedere Resources Corporation

(An Exploration Stage Company)

Balance Sheets


	December 31, 2008	December 31, 2007

ASSETS

Current Assets

Cash	$ 21,729	$ 78,378
Other current assets	1,160	-

Total Assets	$ 22,889	$ 78,378


LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

Current Liabilities

Accounts Payable	$898	$8,105
Due to related parties	51,649	23,037

Total Liabilities	52,547	31,142

Stockholders’ Equity (Deficit)

Preferred stock, 100,000,000 shares authorized, $0.00001 par value, none issued	-	-
Common stock, 100,000,000 shares authorized, $0.00001 par value 6,006,450 shares issued and outstanding	60	60

Additional paid-in capital	112,260	109,760

Deficit accumulated during the exploration stage	(141,978)	(62,584)


Total Stockholders’ Equity (Deficit)	(29,658)	47,236

Total Liabilities and Stockholders’ Equity (Deficit)	$ 22,889	$ 78,378

See accompanying notes to financial statements

F-2

Belvedere Resources Corporation

(An Exploration Stage Company)

Statements of Expenses


	For the Year Ended December 31, 2008	For the Year Ended December 31, 2007	September 27, 2006 (Inception) through December 31, 2008
Operating Expenses:

Legal and accounting	$ 51,846	$ 24,549	$ 86,395

General and administrative	18,371	22,166	42,281

Mining exploration expense	10,000	-	12,500
	___________	__________	___________
Total Operating Expenses	80,217	46,715	141,176

Other Income (Expense):
Foreign currency exchange gain	823	-	823
Interest expense	-	(1,625)	(1,625)
	___________	__________	___________
Total Other Income (Expense)	823	(1,625)	(802)

	___________	__________	___________
Net Loss	$ (79,394)	$ (48,340)	$ (141,978)


Net Loss Per Common Share Basic and Diluted	(0.01)	(0.01)	n/a

Weighted Average Number of Commons shares Outstanding	6,006,450	5,292,370	n/a

See accompanying notes to financial statements

F-3

Belvedere Resources Corporation

(An Exploration Stage Company)

Statements of Cash Flows


	For the Year Ended December 31, 2008	For the Year Ended December 31, 2007	September 27, 2006 (Inception) through December 31, 2008


Operating Activities:

Net loss	$ (79,394)	$ (48,340)	$ (141,978)

Adjustments to reconcile net loss to cash used in operating activities:
Donated rent and consulting services	2,500	6,000	10,000
Imputed Interest	-	1,625	1,625
Change in:
Increase in other current assets	(1,160)	-	(1,160)
Increase (decrease) in accounts payable	(7,207)	5,405	898

Net Cash Used in Operating Activities	(85,261)	(35,310)	(130,615)


Financing Activities:


Advances from related party	28,612	13,037	51,649
Proceeds from the sale of common stock	-	100,645	100,695

Net Cash Provided by Financing Activities	28,612	113,682	152,344


Increase/Decrease in Cash	(56,649)	78,372	21,729

Cash - Beginning of Period	78,378	6	-

Cash - End of Period	$ 21,729	$78,378	$ 21,729



Supplemental Disclosure of Cash Flow Information Cash paid during the period for :
Interest	$ -	$ -	$ -
Income taxes	$ -	$ -	$ -

See accompanying notes to financial statements

F-4

Belvedere Resources Corporation

(An Exploration Stage Company)

Statement of Changes in Stockholders’ Deficit

For the Period From September 27, 2006 (Inception) Through December 31, 2008


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


Inception – Founders shares issued for cash	5,000,000	$ 50	$ -	$ -	$ 50

Donated rent and consulting services	-	-	1,500	-	1,500

Net loss	-	-	-	(14,244)	(14,244)

Balances at December 31, 2006	5,000,000	50	1,500	(14,244)	(12,694)

Shares sold for cash	1,006,450	10	100,635	-	100,645

Donated rent and consulting services	-	-	6,000	-	6,000

Imputed Interest	-	-	1,625	-	1,625

Net loss	-	-	-	(48,340)	(48,340)

Balances at December 31, 2007	6,006,450	60	109,760	(62,584)	47,236


Donated rent and consulting services	-	-	2,500	-	2,500
Net loss	-	-	-	(79,394)	(79,394)
Balances at December 31, 2008	6,006,450	$ 60	$ 112,260	$ (141,978)	$ (29,658)

See accompanying notes to financial statements

F-5

Belvedere Resources Corporation

(An Exploration Stage Company)

Notes to the Financial Statements

Note 1. Nature of Business and Summary of Significant Accounting Policies

Nature of Business. Belvedere Resources Corporation was incorporated in Nevada on September 27, 2006. Belvedere Resources is an Exploration Stage Company, as defined by FASB Statement No.7, ”Accounting and Reporting for Development Stage Enterprises”, and SEC Industry Guide 7. Belvedere Resources’ principal business is the acquisition and exploration of mineral resources.

Reclassifications. Certain prior year amounts have been reclassified to conform with the current year presentation.

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

Earnings Per Share. The basic net loss per common share is computed by dividing the net loss by the weighted average number of common shares outstanding. Diluted net loss per common share is computed by dividing the net loss adjusted on an "as if converted" basis, by the weighted average number of common shares outstanding plus potential dilutive securities. For the periods ended December 31, 2008 and 2007, there were no potentially dilutive securities outstanding.

Cash and Cash Equivalents. For purposes of the statement of cash flows, Belvedere Resources considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. There were no cash equivalents as of December 31, 2008 and 2007..

Mineral Property Costs. Belvedere Resources has been in the exploration stage since its formation on September 27, 2006 and has not yet realized any revenues from its operations. It is primarily engaged in the acquisition and exploration of mining properties. Mineral property acquisition and exploration costs are expensed as incurred. When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves, the costs incurred to develop such property are capitalized. Such costs will be amortized using the units-of-production method over the estimated life of the probable reserve. If mineral properties are subsequently abandoned or impaired, any capitalized costs will be charged to operations.

Financial Instruments. Financial instruments, which include cash, accrued liabilities and due to related parties were estimated to approximate their carrying values due to the immediate or short-term maturity of these financial instruments. Belvedere Resources operations are in Canada, which results in exposure to market risks from changes in foreign currency rates. The financial risk is the risk to Belvedere Resources operations that arise from fluctuations in foreign exchange rates and the degree of volatility of these rates. Currently, Belvedere Resources does not use derivative instruments to reduce its exposure to foreign currency risk.

Income Taxes. Belvedere Resources recognizes deferred tax assets and liabilities based on differences between the financial reporting and tax bases of assets and liabilities using the enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered. Belvedere Resources provides a valuation allowance for deferred tax assets for which it does not consider realization of such assets to be more likely than not.

F-6

-16-

Foreign currency translation. Assets and liabilities of foreign operations are translated into United States dollar equivalents using the exchange rates in effect at the balance sheet date. Revenues and expenses are translated using the average exchange rates during each period. Adjustments resulting from the process of translating foreign functional currency financial statements into U.S. dollars are included in accumulated other comprehensive income in common shareholders’ equity. Foreign currency transaction gains and losses are included in current.

Recently Issued Accounting Pronouncements. Belvedere Resources does not expect the adoption of recently issued accounting pronouncements to have a significant impact on their results of operations, financial position or cash flow.

Note 2. Going Concern

These financial statements have been prepared on a going concern basis, which implies Belvedere Resources will not continue to meet its obligations in the normal course of business for the next fiscal year. As of December 31, 2008, Belvedere Resources has not generated revenues and has accumulated losses since inception. The continuation of Belvedere Resources as a going concern is dependent upon the continued financial support from its shareholders, the ability of Belvedere Resources to obtain necessary equity financing to continue operations, and the attainment of profitable operations. These factors raise substantial doubt regarding the Belvedere Resources’ 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 Belvedere Resources be unable to continue as a going concern.

Note 3. Related Party Transactions

During the periods ended December 31, 2008 and 2007, Belvedere Resources recognized a total of $1,500 and $3,000, respectively, for donated services and $1,000 and $3,000, respectively for donated rent provided by the President and Director of Belvedere Resources.

On December 31, 2008 and 2007, Belvedere Resources owed the President and Director of Belvedere Resources $51,649 and $23,037, respectively, for expenses paid on behalf of Belvedere Resources and for cash advances. This amount is unsecured, non interest bearing, and has no specific terms for repayment.

Note 4. Common Stock

During the year ended December 31, 2007 Belvedere Resources sold 1,006,450 shares for $100,645 of cash proceeds.

Note 5. Income Taxes

Belvedere Resources uses the liability method, where deferred tax assets and liabilities are determined based on the expected future tax consequences of temporary differences between the carrying amounts of assets and liabilities for financial and income tax reporting purposes. During the periods ended December 31, 2008 and 2007, Belvedere Resources incurred net losses and, therefore, has no tax liability. The net deferred tax asset generated by the loss carry-forward has been fully reserved. The cumulative net operating loss carry-forward is approximately $139,000 at December 31, 2008, and will expire in the years 2026-2028.

At December 31, 2008 and 2007, deferred tax assets consisted of the following:


		2008	2007
Deferred tax assets
Net operating losses	$	47,268	$ 20,726
Less: valuation allowance		(47,268)	(20,726)
Net deferred tax asset	$	-	$ -

F-7

-17-

ITEM 9.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

There have been no disagreements on accounting and financial disclosures from the inception of our company through the date of this Form 10-K. Our financial statements for the period from inception to December 31, 2008, included in this report have been audited by Malone & Bailey, PC, Independent Registered Public Accounting Firm, 2925 Briarpark, Suite 930, Houston, TX 77042; telephone: 713-343-4200, as set forth in this annual report.

ITEM 9A.

CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. We conducted an evaluation (the “Evaluation”), under the supervision and with the participation of our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), of the effectiveness of the design and operation of our disclosure controls and procedures (“Disclosure Controls”) as of the end of the period covered by this report pursuant to Rule 13a-15 of the Exchange Act. Based on this Evaluation, our CEO and CFO concluded that our Disclosure Controls were not effective because of the identification of a material weakness in our internal control over financial reporting which is identified below, as of the end of the period covered by this report.

Changes in Internal Controls

We have also evaluated our internal controls for financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of their last evaluation.

Limitations on the Effectiveness of Controls

Our management, including our CEO and CFO, does not expect that our Disclosure Controls and internal controls will prevent all errors and all 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. 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 a 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 or board override of the 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, 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 not be detected.

CEO and CFO Certifications

Appearing immediately following the Signatures section of this report there are Certifications of the CEO and the CFO. The Certifications are required in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 (the “Section 302 Certifications”). This Item of this report, which you are currently reading is the information concerning the Evaluation referred to in the Section 302 Certifications and this information should be read in conjunction with the Section 302 Certifications for a more complete understanding of the topics presented.

F-8

Management’s Report on Internal Control over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). The Company’s internal control over financial reporting is a process designed to provide reasonable assurance to our management and board of directors regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with accounting principles generally accepted in the United States of America.

Our internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with accounting principles generally accepted in the United States of America, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal controls over financial reporting may not prevent or detect misstatements. All internal control systems, no matter how well designed, have inherent limitations, including the possibility of human error and the circumvention of overriding controls. Accordingly, even effective internal control over financial reporting can provide only reasonable assurance with respect to financial statement preparation. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Our management assessed the effectiveness of our internal control over financial reporting as of December 31, 2008. In making this assessment, it used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control-Integrated Framework. Based on our assessment, we believe that, as of December 31, 2008, the Company’s internal control over financial reporting was not effective based on those criteria because of the identification of a material weakness in our internal control over financial reporting.

The material weakness relates to the lack of segregation of duties in financial reporting, as our financial reporting and all accounting functions are performed by an external consultant with no oversight by a professional with accounting expertise. Our CEO and CFO do not possess accounting expertise and our company does not have an audit committee. This weakness is due to the company’s lack of working capital to hire additional staff. To remedy this material weakness, we intend to engage another accountant to assist with financial reporting as soon as our finances will allow.

This annual report does not include an attestation report of our registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by our registered public accounting firm pursuant to temporary rules of the Securities and Exchange Commission that permit us to provide only management’s report in this annual report.

ITEM 9B.

OTHER INFORMATION

None.

F-9

PART III

ITEM 10.

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT.

Officers and Directors

Each of our directors serves until his or her successor is elected and qualified. Each of our officers is elected by the board of directors to a term of one (1) year and serves until his or her successor is duly elected and qualified, or until he or she is removed from office. The board of directors has no nominating, auditing or compensation committees.

The name, address, age and position of our present sole officer and director is set forth below:


Name and Address	Age	Position(s)

Shawn Englmann	34	president, principal executive officer, principal financial
24442-112^th Avenue		officer, secretary, treasurer and a member of the
Maple Ridge, British Columbia		board of directors
Canada V3E 1H5

The person named above has held his offices/positions since September 27, 2006 and is expected to hold his office/position until the next annual meeting of our stockholders.

Background of Officers and Directors

Shawn Englmann, President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, Secretary, Treasurer and sole member of the Board of Directors

Shawn Englmann has been our President, Principal Executive Officer, Principal Financial Officer, Principal Accounting Officer, Secretary, Treasurer and Director since September 27, 2006. Since September, 2003, Mr. Englmann has been a realtor with Sutton Group - 1^st West Realty located in Coquitlam, British Columbia. From June 2001 to September 2003, Mr. Englmann was a realtor with Re/Max Crest Realty located in North Vancouver, British Columbia.

During the past five years, Mr. Englmann has not been the subject of the following events:

1. Any bankruptcy petition filed by or against any business of which Mr. Englmann was a general partner or executive officer either at the time of the bankruptcy or within two years prior to that time.

2. Any conviction in a criminal proceeding or being subject to a pending criminal proceeding.

3. An order, judgment, or decree, not subsequently reversed, suspended or vacated, or any court of competent jurisdiction, permanently or temporarily enjoining, barring, suspending or otherwise limiting Mr. Englmann’s involvement in any type of business, securities or banking activities.

4. Found by a court of competent jurisdiction (in a civil action), the Securities and Exchange Commission or the Commodity Future Trading Commission to have violated a federal or state securities or commodities law, and the judgment has not been reversed, suspended or vacated.

F-10

Audit Committee and Charter

We have a separately-designated audit committee of the board. Audit committee functions are performed by our board of directors. Our director is not deemed independent. Our director also holds positions as our officers. Our audit committee is responsible for: (1) selection and oversight of our independent accountant; (2) establishing procedures for the receipt, retention and treatment of complaints regarding accounting, internal controls and auditing matters; (3) establishing procedures for the confidential, anonymous submission by our employees of concerns regarding accounting and auditing matters; (4) engaging outside advisors; and, (5) funding for the outside auditory and any outside advisors engagement by the audit committee. A copy of our audit committee charter is filed as an exhibit to this report.

Audit Committee Financial Expert

We do not have an audit committee financial expert. We do not have an audit committee financial expert because we believe the cost related to retaining a financial expert at this time is prohibitive. Further, because we have no operations, at the present time, we believe the services of a financial expert are not warranted.

Code of Ethics

We have adopted a corporate code of ethics. We believe our code of ethics is reasonably designed to deter wrongdoing and promote honest and ethical conduct; provide full, fair, accurate, timely and understandable disclosure in public reports; comply with applicable laws; ensure prompt internal reporting of code violations; and provide accountability for adherence to the code. A copy of the code of ethics is attached hereto.

Disclosure Committee and Charter

We have a disclosure committee and disclosure committee charter. Our disclosure committee is comprised of our sole officer and director. The purpose of the committee is to provide assistance to the Chief Executive Officer in fulfilling their responsibilities regarding the identification and disclosure of material information about us and the accuracy, completeness and timeliness of our financial reports. A copy of the Code of Ethics was filed as Exhibit 14.1 on April 15, 2008..

Section 16(a) of the Securities Exchange Act of 1934

As of the date of this report, we are not subject to section 16(a) of the Securities Exchange Act of 1934.

Conflicts of Interest

We believe Mr. Englmann will not be subject to conflicts of interest since we will not acquire any additional properties. No policy has been implemented or will be implemented to address conflicts of interest.

In the event Mr. Englmann resigns as our sole officer and director, there will be no one to run our operations and our operations will be suspended or cease entirely.

F-11

ITEM 11. EXECUTIVE COMPENSATION

The following table sets forth information with respect to compensation paid by us to our officers and directors during the three most recent fiscal years. This information includes the dollar value of base salaries, bonus awards and number of stock options granted, and certain other compensation, if any.

Summary Compensation Table


					Long Term Compensation
		Annual Compensation			Awards		Payouts
(a)	(b)	(c)	(d)	(e)	(f)	(g)	(h)	(i)
Name & Principal Position	Year	Salary ($)	Bonus ($)	Other Annual Compensation ($)	Restricted Stock Award(s) ($)	Securities Underlying Options/SARs (#)	LTIP ($)	All other Compensation ($)
Shawn Englmann	2007	0	0	0	0	0	0	0
President, Secretary,	2006	0	0	0	0	0	0	0
Treasurer	2005	0	0	0	0	0	0	0

The following table sets forth information with respect to compensation paid by us to our directors during the last completed fiscal year. Our fiscal year end is December 31, 2008.

Director Compensation Table


(a)	(b)	(c)	(d)	(e)	(f)	(g)	(h)
	Fees Earned or Paid in Cash	Stock Awards	Option Awards	Non-Equity Incentive Plan Compensation	Change in Pension Value and Non-qualified Deferred Compensation Earnings	All other Compensation	Total
Name	($)	($)	($)	($)	($)	($)	($)

Shawn Englmann	0	0	0	0	0	0	0

All compensation received by the officers and directors has been disclosed.

There are no stock option, retirement, pension, or profit sharing plans for the benefit of our officers and directors.

Long-Term Incentive Plan Awards

We do not have any long-term incentive plans that provide compensation intended to serve as incentive for performance.

Compensation of Directors

Our directors do not receive any compensation for serving as members of the board of directors.

As of the date hereof, we have not entered into employment contracts with any of our officers and do not intend to enter into any employment contracts until such time as it profitable to do so.

Indemnification

Under our bylaws, we may indemnify an officer or director who is made a party to any proceeding, including a law suit, because of his position, if he acted in good faith and in a manner he reasonably believed to be in our best interest. We may advance expenses incurred in defending a proceeding. To the extent that the officer or director is successful on the merits in a proceeding as to which he is to be indemnified, we must indemnify him against all expenses incurred, including attorney's fees. With respect to a derivative action, indemnity may be made only for expenses actually and reasonably incurred in defending the proceeding, and if the officer or director is judged liable, only by a court order. The indemnification is intended to be to the fullest extent permitted by the laws of the State of Nevada.

F-12

Regarding indemnification for liabilities arising under the Securities Act of 1933, which may be permitted to directors or officers under Nevada law, we are informed that, in the opinion of the Securities and Exchange Commission, indemnification is against public policy, as expressed in the Act and is, therefore, unenforceable.

ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth, as of the date of this report, the total number of shares owned beneficially by each of our directors, officers and key employees, individually and as a group, and the present owners of 5% or more of our total outstanding shares. The table also reflects what their ownership will be assuming completion of the sale of all shares in this offering . The stockholder listed below has direct ownership of his shares and possesses sole voting and dispositive power with respect to the shares.


	Number of
Name and Address	Direct Shares	Percentage of
Beneficial Ownership [1]	of Ownership	Ownership

Shawn Englmann	5,000,000	83.24%
24442-112^th Avenue
Maple Ridge, BC
Canada V3E 1H5

All Officers and Directors	5,000,000	83.24%
as a Group (1 person)


[1]	The person named above “promoter” as defined in the Securities Exchange Act of 1934. Mr. Englmann is the only “promoter” of our company.

Future Sales by Existing Stockholders

5,000,000 shares of common stock were issued to Shawn Englmann, our sole officer and director. The 5,000,000 shares are restricted securities, as defined in Rule 144 of the Rules and Regulations of the SEC promulgated under the Securities Act. Under Rule 144, the shares can be publicly sold, subject to volume restrictions and restrictions on the manner of sale, commencing one year after their acquisition. Rule 144 provides that a person may not sell more than 1% of the total outstanding shares in any three month period and the sales must be sold either in a brokers’ transaction or in a transaction directly with a market maker.

Shares purchased in this offering, which will be immediately resalable, and sales of all of our other shares after applicable restrictions expire, could have a depressive effect on the market price, if any, of our common stock and the shares we are offering.

A total of 5,000,000 shares of our stock are currently owned by our sole officer and director. He will likely sell a portion of his stock if the market price goes above $0.10. If he does sell his stock into the market, the sales may cause the market price of the stock to drop.

Because our sole officer and director will control us after the offering, regardless of the number of shares sold, your ability to cause a change in the course of our operations is eliminated. As such, the value attributable to the right to vote is gone. This could result in a reduction in value to the shares you own because of the ineffective voting power.

ITEM 13.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

In September 2006, we issued a total of 5,000,000 shares of restricted common stock to Shawn Englmann, our sole officer and director. This was accounted for as an acquisition of shares of common stock in the amount of $50.

Mr. Englmann provides office space at $500-1,200 per month.

Mr. Englmann is our only promoter. He has not received or will he receive anything of value from us, directly or indirectly in his capacity as promoter.

F-13

ITEM 14.

PRINCIPAL ACCOUNTING FEES AND SERVICES

(1) Audit Fees

The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for our audit of annual financial statements and review of financial statements included in our Form 10-QSBs or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years was:

2008

2007

13,000

7,375

Malone & Bailey, P.C.

(2) Audit-Related Fees

The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountants that are reasonably related to the performance of the audit or review of our financial statements and are not reported in the preceding paragraph:

2008

2007

Malone & Bailey, P.C.

(3) Tax Fees

The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning was:


2008	$	0	Malone & Bailey, P.C.
2007	$	0	Malone & Bailey, P.C.

(4) All Other Fees

The aggregate fees billed in each of the last tow fiscal yeas for the products and services provided by the principal accountant, other than the services reported in paragraphs (1), (2), and (3) was:


2008	$	0	Malone & Bailey, P.C.
2007	$	0	Malone & Bailey, P.C.

(5) Our audit committee’s pre-approval policies and procedures described in paragraph (c)(7)(i) of Rule 2-01 of Regulation S-X were that the audit committee pre-approve all accounting related activities prior to the performance of any services by any accountant or auditor.

(6) The percentage of hours expended on the principal accountant’s engagement to audit our financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full time, permanent employees was 0%.

F-14

ITEM 15.

EXHIBITS, FINANCIAL STATEMENT SCHEDULES.


		Incorporated by reference
Exhibit	Document Description	Form	Date	Number	Filed herewith
3.1	Articles of Incorporation.	SB-2	06-15-07	3.1

3.2	Bylaws.	SB-2	06-15-07	3.2

4.1	Specimen Stock Certificate.	SB-2	06-15-07	4.1

10.1	Trust Agreement.	SB-2	06-15-07	10.1

14.1	Code of Ethics.	SB-2	04-15-08	14.1

31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant to 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.				X

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


99.2	Audit Committee Charter.	SB2	04/15/08	99.2

99.3	Disclosure Committee Charter.	SB2	04/15/08	99.3

F-15


	BELVEDERE RESOURCES CORPORATION

	BY:	“Shawn Englmann”
		Shawn Englmann, President, Principal Executive Officer, Treasurer, Principal Financial Officer, and Principal Accounting Officer.


	Index

Independent Registered Public Accounting Firm Report	F-1

Balance Sheets	F-2

Statements of Expenses	F-3

Statements of Cash Flows	F-4

Statement of Changes in Stockholders’ Deficit	F-5

Notes to the Financial Statements	F-6