10KSB 1 f10ksb2007_stonemtn.htm 2007 ANNUAL YEAR END REPORT f10ksb2007_stonemtn.htm
 


 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-KSB
 
(Mark One)
 
x
ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the fiscal year ended March 31, 2007
 
o
TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the transition period from ___________ to ___________
 
Commission file number 333-123735 
 
STONE MOUNTAIN RESOURCES, INC.
(Exact name of registrant as specified in its charter)
Delaware
 
(State or other jurisdiction of
(I.R.S. Employer Identification No.)
incorporation or organization)
 
   
701 North Green Valley Parkway #200 Henderson, Nevada
89074
(Address of principal executive offices)
(Zip Code)
 
(702) 990-3489
(Registrant’s telephone number, including area code)
 
Securities registered under Section 12(b) of the Exchange Act:
 
 
Title of each class registered:
Name of each exchange on which registered:
None
None
 
Securities registered under Section 12(g) of the Exchange Act:
 
Common Stock, par value $.001
(Title of class)
 
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during he preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Yes x No o
 
Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B not contained in this form, and no disclosure will be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. o

Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Yes x No o

Revenues for year ended March 31, 2007: $0

Aggregate market value of the voting common stock held by non-affiliates of the registrant as of March 31, 2007, was: $2,480,500
 
Number of shares of the registrant’s common stock outstanding as of June 21, 2007 was: 19,961,000
 
Transitional Small Business Disclosure Format:    Yes o    No x
 
 

 
 
 
TABLE OF CONTENTS
 
PART I
 
1
ITEM 1.
DESCRIPTION OF BUSINESS
1
ITEM 2.
DESCRIPTION OF PROPERTY
5
ITEM 3.
LEGAL PROCEEDINGS
5
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
5
PART II
 
6
ITEM 5.
MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
6
ITEM 6.
MANAGEMENT’S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
9
ITEM 7.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
13
ITEM 8.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURES
13
ITEM 8A.
CONTROLS AND PROCEDURES
13
PART III
 
14
ITEM 9.
DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
14
ITEM 10.
EXECUTIVE COMPENSATION
15
ITEM 11.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
16
ITEM 12.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
16
PART IV
 
17
ITEM 13.
EXHIBITS LIST AND REPORTS ON FORM 8-K
17
ITEM 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
17
SIGNATURES
 
19
 
 
 


 
 
 
 
PART I
 

 ITEM 1.
DESCRIPTION OF BUSINESS
 
Development of Business
 
We are a gold exploration company that will be exploring Nevada mineral properties. Nevada is the top gold producing state in the United States of America and the third largest gold producer in the world according to Dr. John Dorba in a 2003 report to the Nevada Mining Association. In addition the state has a well established mining culture and available mineral properties. The cost of exploration is generally much less and the political risk is much lower then other regions in the world according to the Fraser Institute in a 2004 study on 64 mining jurisdictions around the world.

We are an exploration stage company. An "exploration stage corporation" is defined in Guide 7(a)(4)(I) to the Security Act Industry Guides as any company engaged in the search for mineral deposits (reserves) which are not in either the development or production stage.

Mining Business in Nevada

The State of Nevada has developed a modern mining industry since a revival of the industry in the 1980's. The swing in the price of gold has created cycles, and in spite of these cycles, the industry has managed to build a capital base which we believe is fundamentally sound and sustainable well into the next decade. We believe that the sustainability of this capital base is evident in the industrial, commercial and social infrastructure that has developed around the industry and more recently, an expansion of its reserve base as a result of the gold price recovery and increased exploration. The gold price is the most significant industry development from late 1996 though the last half of 2004 has been the decline and recent resurgence in the gold prices. Gold prices declined from over $400 per ounce on early 1996 to $252 per ounce on July 1999. The price rallied in September 1999 on news of an agreement among European Central Banks to limit sales to 400 tons per year though 2004. Much of the recent increase in the gold price has been driven on the US dollar weakness relative to other currencies. Another major contributing factor in the increase on the gold price is related to the rise in the price of oil and other energy prices. The increase in energy costs increases the purchasing power of Middle Eastern countries who traditional are large consumers of gold. In the last few years major producers have changed their hedging strategy and they have substantially reduced hedging their currant production and have "unwound" their hedge positions in their hedge book. This action has increase the demand and reduced the supply of physical gold.

Prior to 1993, the BLM had a very low maintenance requirement for companies and individuals to hold vast amounts of land. In October 1992, the BLM changed the rules and charged the land mineral titleholders an annual fee of $100 per claim (now $125). Over time, large tracts of land became available which had limited or no meaningful work carried out on the claims. Also, the work that was carried out over the many years was proprietary to the company that carried out the work. Modern exploration tools, gold processing techniques and geological advances in the past 40 years have revolutionized the success rate of finding successful gold mines in Nevada.

The precipitous fall in gold prices to the $260 to $280 range per ounce from late 1998 to the spring of 2002, combined with the Bre-X scandal that was exposed in early 1997, dried up mining investment funds. The Bre-X scandal was particularly galling in that a company claimed and fooled most of the top mining analysts and mining companies with its bogus claim that over 200 million ounces of gold existed on its Indonesian property. Many good properties became available because companies were not able to raise the funds to pay the annual BLM fees. The mining exploration industry is now emerging from a protracted eight-year slump and exploration properties are being sought after by junior mining companies. Junior mining companies are companies carrying out exploration work but have not yet commenced mining a property.
 
 


 
While the past few years have been challenging for the Nevada mining industry, the state continues to offer a number of positive characteristics which should bode well for mining, especially gold mining, even with a modest rebound in commodity prices. Nevada has geologic conditions that are favorable for the occurrence of outstanding mineral deposits; the industry has developed a skilled workforce; infrastructure and support services are in place; the state has maintained a reasonable business environment in which responsible exploration mining can take place.

Portfolio Approach

We have adopted a rigorous review process to select and analyze each mineral property that we own or are contemplating owing. We will track and analyze many external elements throughout the exploration process. Of course the exploration results will be a big factor in the decision making though out the process.

     A.   Worldview

 1.   Gold Price

The price of gold is an absolute key element in analyzing the state of the industry. The two components in the price are the absolute price relative to average production costs and the perceived future trend in the gold price.

2.   Political Risk

Any proposed changes in the State laws must be monitored. A change in the state mining laws can affect the worth of our properties and hence our exploration strategy. In summary, the laws of the BLM and the State have been very stable and there are no planned changes in the rules or laws that could materially affect the attractiveness of the State.

3.   Junior Mining Financing

The financial markets are the life blood of junior exploration companies. Junior mining companies are companies carrying out exploration work but have not yet commenced mining a property. We perceive the most important trend is the increase in gold prices and the likelihood that the trend will continue into the future. The junior capital markets have strengthened and the ability to raise capital is increasing and will continue to improve if the gold price continues to increase. The junior capital markets which specialize in financing junior mining companies are located in Canada, USA, England, Australia and South Africa. The largest group of junior mining companies in the world is listed on the TSX Venture Exchange in Canada. We do not intend to list our company on the TSX Venture Exchange. The funding for junior mining companies listed on the TSX jumped 53 per cent from the funds raised in 2002 to the funds raised in 2004 while the annual average price of gold increased approximately 31 per cent.

B.   Diversification

Our growth strategy depends on us acquiring additional properties. The properties that we will try to select will be a mix of different levels of development. The property candidates will be mining exploration properties from individuals and corporations. We believe we will need a rounded portfolio of exploration properties. The company can move the properties though the exploration process. The capital markets will look more favorable on a company that has diversification. Also the company will make annual decisions to explore, option an interest in a property, sell or drop a property.

C.  Financing

We will finance the properties by paying cash, issuing shares of our company or a combination. Also we option a property in order to earn an interest by carrying out work on the property. We are expecting to raise funds to carry out our plans by selling corporate shares or loans. Presently we do not have any arrangements to acquire additional funds.
 
 


 
North Central Nevada

The Northern Shoshone mountain range consists of primarily sedimentary and volcanic rocks overlain by volcanics and minor sediments.

Tertiary volcanic rocks of the region include the Caetano tuff, which is a series of ash-flow units. These units were deposited over large areas of north-central Nevada from a source in the Cortez Mountains located to the east of the Shoshone Range. Caetano tuff deposition was followed by eruption of a series of ash-flow tuffs derived from a source in the Fish Creek Mountains located approximately 12.5 miles west of the CAB claims.

During the Miocene, Basin and Range development began, with sediments filling the north-and northeast-trending intermountain basins.

The CAB claims are located approximately 16 miles southwest of the Battle Mountain/Eureka gold trend which consists of a linear northwest-trending series of gold deposits hosted by upper and lower plate sedimentary rocks and Tertiary volcanics. The Carlin Gold Trend, the most productive gold producing area in North America, is located approximately 70 miles to the northeast.

Deposits that are located within 35 miles of the subject property include Mule Canyon (Santa Fe Gold), Robertson (Coral Gold), Hilltop, Pipeline and South Pipeline, Gold Acres, Cortez, Horse Canyon (all Placer Dome), and Buckhorn (Cominco). The Gold Acres, Mule Canyon, Pipeline and South Pipeline deposits are in production. During the 1930's, barite and mercury deposits were discovered in the Northern Shoshone mountain range. Mercury was produced sporadically until the 1950's. Barite has been mined continuously to present.

CAB Claims

We have selected the CAB claims because of promising geology and the geophysics signatures. The property is located approximately 45 miles south-southeast of the town of Battle Mountain, Lander County, Nevada, centered at a latitude 40(0)06' N and longitude 116(0)59' W. The property is situated within the Shoshone Range and is located approximately 16 miles southwest of the Battle Mountain/Eureka Trend which hosts several major gold deposits and mines. The property comprises 24 unpatented lode mining claims totaling approximately 480 acres. The claims are accessible by road using four-wheel drive vehicles. The property has no known reserves and no part of the property had been placed into production.

The property had successful past exploration work which we obtained as part of our purchase. The previous work on the CAB claims was carried out by Chevron, Cameco, Pallaum Mineral, D.W. Blake and J.M. Thornton. Work up to 1997 consisted of geological mapping, rock and soil geochemical surveys, magnetic, gravity and CSAMT surveys. The adjoining mineral claims to the east received 1,225 metres of reverse circulation and rotary drilling in 12 holes.

Geochemical sampling returned gold values up to 0.348 g/mt. Drill chips sampled from hole 95-4 returned 0.156 g/mt over an interval of 50 feet, including 5 feet of 0.964 g/mt Au.  In 1997, a geological mapping and geochemical sampling, grid establishment, and a magnetic/VLT-EM survey was undertaken. The Very Low Frequency Electromagnetic (VLF-EM) method is based on the spread of electromagnetic continuous waves in the ground, which in presence of conductivity variations induce electric currents in the ground. Results from all programs have identified mineralized zones occurring along fault contacts. No part of the property had been placed into production.

Mineral Property Agreement

We entered into an Option Agreement (“Agreement”) with Midas Mountain, Inc. ("Midas") to acquire a 100% interest in the twenty-four CAB claim. We amended the Agreement on December 8, 2005 to amend the schedule of the option payments and subsequently terminated the agreement on May 30, 2007.  Pursuant to the termination agreement, each of the parties agreed to terminate the Option Agreement and the respective rights and obligations contained therein.  Midas specifically waived any further required payments or obligations that may have existed with us following the termination of the Option Agreement. 
 
 

 

 
Property Option Payments

Pursuant to the Option Agreement we were required to pay Midas periodical Option Payments to keep the Agreement in good standing. All the Property Option Payments counted towards the Earning Costs that we were required to spend in order to keep the agreement in good standing. The payments made are outlined in the table that follows:

Periodical Option Payments

Payment
Amount
Status/Date Due
     
Initial
$25,000.00
Paid September 1, 2004
Second
$30,000.00
Paid February 11, 2005
     
TOTAL
$55,000.00
 
 
Subsequent Events

We entered into an Option Agreement (“Agreement”) with Midas Mountain, Inc. ("Midas") to acquire a 100% interest in the twenty-four CAB claim. We amended the Agreement on December 8, 2005 to amend the schedule of the option payments and subsequently terminated the agreement on May 30, 2007.  Pursuant to the termination agreement, each of the parties agreed to terminate the Option Agreement and the respective rights and obligations contained therein.  Midas specifically waived any further required payments or obligations that may have existed with us following the termination of the Option Agreement. 

We have recently begun negotiating a Share Exchange Agreement, by and between ourselves, Continental Development Limited, a Hong Kong Corporation (“Continental”), and Excelvantage Group Limited, a British Virgin Islands Corporation which owns 100% of Continental.  Upon completion of same, Continental is proposed to become the Company’s wholly owned subsidiary.  Additionally, the business of the Company shall be that of Continental’s wholly owned subsidiary, Zhejiang Kandi Vehicle Co., Ltd. (“Kandi”).

Excelvantage Group Ltd., a British Virgin Islands Company, is 100% owner of Continental Development Ltd., a Hong Kong company.  Continental conducts its business through its wholly owned operating subsidiary, Kandi, which is principally engaged in machinery manufacturing, with special purpose vehicles and Go-Karts as its leading products.  Kandi’s principal offices are located at Jinhua City Industrial Zone, Jinhua City, Zhejiang Province, the People’s Republic of China.


 ITEM 2.
DESCRIPTION OF PROPERTY
 
Our corporate offices are located at 701 North Green Valley Parkway #200, Greenwood Village, Colorado 90111. Our telephone number is (702) 990-3489. We believe that this space is sufficient and adequate for our current business needs and as business warrants we may expand into a different location. Currently, the only business engaged in at such office is daily administration, sales and management.

 ITEM 3.
LEGAL PROCEEDINGS
 
We are not presently parties to any litigation, nor to our knowledge and belief is any litigation threatened or contemplated against us.
 
ITEM 4.
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
No matters were submitted to a vote of our security holders during the fourth quarter of the fiscal year ended March 31, 2007.
 
 

 
  
PART II
 
ITEM 5.
MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Our shares of common stock are currently approved for trading on the OTC Electronic Bulletin Board under the symbol “SMOU.” However, no liquid market exists yet for our common stock. There is no assurance that an active trading market will develop which will provide liquidity for our existing shareholders.

As of June 21, 2007, we have 53 shareholders of record of our common stock.

Dividends

Since inception we have not paid any dividends on our common stock. We currently do not anticipate paying any cash dividends in the foreseeable future on our common stock, when issued pursuant to this offering. Although we intend to retain our earnings, if any, to finance the exploration and growth of our business, our Board of Directors will have the discretion to declare and pay dividends in the future.
 
Payment of dividends in the future will depend upon our earnings, capital requirements, and other factors, which our Board of Directors may deem relevant.
 
 
ITEM 6.
MANAGEMENT’S DISCUSSION OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
The following discussion and analysis provides information which management believes is relevant to an assessment and understanding of our financial condition. The discussion should be read in conjunction with our financial statements and notes thereto appearing in this prospectus. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward- looking statements.
 
 
Plan of Operations

The following discussion and analysis provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition.  On March 31, 2007, we had $396 cash on hand. We estimate that in order to carry forward to the next 12 months we will need $42,200 to pay for office expenses, exploration program and property option payment due on October 15, 2007.  Based upon our present capital, we do not have sufficient capital to pay our remaining offering expenses.  In addition, we do not currently have sufficient capital pay the additional amounts owed under our property option agreement or the earning costs mandated by the Midas Agreement.

Therefore, if we are unable to obtain financing on reasonable terms or negotiate an extension for the option payments and Earning Costs from the Vendor we will lose the CAB claims. We will need to raise additional funds though public or private debt or the sale of equities to pay our remaining offering expenses, to make the payments required under existing agreements and to complete exploration on our property. We have no present loans or arrangements for these additional funds. If we are unable to obtain the additional funding, we will not be able to pay the remaining offering expenses owed or the additional amounts owed under our property option agreement or the earning costs mandated by the Midas Agreement, and we may not be able to implement our business plan.
 
The accompanying financial statements have been prepared assuming that the company will continue as a going concern. As discussed in the notes to the financial statements, the Company has experienced losses from inception. The Company’s financial position and operating results raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
 

 
 
 
The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements.
 
Organization
 
We were organized as a Delaware Corporation on March 31, 2004 for the purpose of locating and developing gold exploration properties in Nevada.
 
Overview
 
We searched for many months for available gold mineral exploration properties in the Battle Mountain/ Eureka Gold trend in north central Nevada. The price of gold increased from $380 per ounce when we started our property search to $410 per ounce in August. It was apparent that we were working in a seller’s property market. We could not find a property with encouraging previous exploration work at a reasonable option price. In July 2004, we requested International Royalties Corp. to aid us to find an appropriate available gold exploration property. International Royalties approached their contacts and found a property that matched our expectations.

Mineral Property Agreement

We entered into an Option Agreement (“Agreement”) with Midas Mountain, Inc. ("Midas") to acquire a 100% interest in the twenty-four CAB claim. We amended the Agreement on December 8, 2005 to amend the schedule of the option payments and subsequently terminated the agreement on May 30, 2007.  Pursuant to the termination agreement, each of the parties agreed to terminate the Option Agreement and the respective rights and obligations contained therein.  Midas specifically waived any further required payments or obligations that may have existed with us following the termination of the Option Agreement. 

Property Option Payments

Pursuant to the Option Agreement we were required to pay Midas periodical Option Payments to keep the Agreement in good standing. All the Property Option Payments counted towards the Earning Costs that we were required to spend in order to keep the agreement in good standing. The payments made are outlined in the table that follows:

Periodical Option Payments

Payment
Amount
Status/Date Due
     
Initial
$25,000.00
Paid September 1, 2004
Second
$30,000.00
Paid February 11, 2005
     
TOTAL
$55,000.00
 

Subsequent Events

We entered into an Option Agreement (“Agreement”) with Midas Mountain, Inc. ("Midas") to acquire a 100% interest in the twenty-four CAB claim. We amended the Agreement on December 8, 2005 to amend the schedule of the option payments and subsequently terminated the agreement on May 30, 2007.  Pursuant to the termination agreement, each of the parties agreed to terminate the Option Agreement and the respective rights and obligations contained therein.  Midas specifically waived any further required payments or obligations that may have existed with us following the termination of the Option Agreement. 
 
 

 

 
We have recently begun negotiating a Share Exchange Agreement, by and between ourselves, Continental Development Limited, a Hong Kong Corporation (“Continental”), and Excelvantage Group Limited, a British Virgin Islands Corporation which owns 100% of Continental.  Upon completion of same, Continental is proposed to become the Company’s wholly owned subsidiary.  Additionally, the business of the Company shall be that of Continental’s wholly owned subsidiary, Zhejiang Kandi Vehicle Co., Ltd. (“Kandi”).

Excelvantage Group Ltd., a British Virgin Islands Company, is 100% owner of Continental Development Ltd., a Hong Kong company.  Continental conducts its business through its wholly owned operating subsidiary, Kandi, which is principally engaged in machinery manufacturing, with special purpose vehicles and Go-Karts as its leading products.  Kandi’s principal offices are located at Jinhua City Industrial Zone, Jinhua City, Zhejiang Province, the People’s Republic of China.

Critical Accounting Policies
 
Our financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use if estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.
 
Our significant accounting policies are summarized in Note 1 of our financial statements. While all these significant accounting policies impact our financial condition and results of operations, we view certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on our financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.


 

 
 
ITEM 7.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 
 
STONE MOUNTAIN RESOURCES, INC.
(an exploration stage company)

FINANCIAL STATEMENTS

As Of March 31, 2007




INDEPENDENT AUDITORS REPORT
F-1
   
BALANCE SHEET
F-2
   
STATEMENT OF OPERATIONS
F-3
   
STATEMENT OF STOCKHOLDERS' EQUITY
F-4
   
STATEMENT OF CASH FLOWS
F-5
   
FINANCIAL STATEMENT FOOTNOTES
F-6









 

Gately & Associates, LLC
Altamonte Springs, FL



 
REPORT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANT
 
 
The Board of Directors and Shareholder
 
Stone Mountain Resources, Inc.
 
 
 
Gentlemen:
 
 
        We have audited the accompanying balance sheet Stone Mountain Resources, Inc.. (an exploration stage company) as of March 31, 2007and 2006 and the related statements of operations, stockholder’s equity and cash flows for the twelve months ending March 31, 2007 and 2006, and from inception (March 31, 2004) through March 31, 2007. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on the audit.
 
        We conducted the audit in accordance with U.S. generally accepted auditing standards. These standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. 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 evaluating the overall financial statement presentation. We believe that the audit provides 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 stone Mountain Resources, Inc. as of March 31, 2007 and 2006, and the statement of operations and cash flows for the twelve months ending March 31, 2007 and from inception (March 31, 2004) through December, 2007, in conformity with U.S. generally accepted accounting principles.
 
        The accompanying financial statements have been prepared assuming that the Company will continue as a going concern.  As discussed in Note 1 to the financial statements, the Company has suffered losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern.  The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
 
 
Gately & Associates, LLC
 
 
May 30, 2007
 
 
F-1

 
 
 
STONE MOUNTAIN RESOURCES, INC.
 
(an exploration stage company)
 
BALANCE SHEET
 
As of March 31, 2007 and March 31, 2006
 
   
   
ASSETS
 
             
CURRENT ASSETS
 
3/31/2007
   
3/31/2006
 
             
    Cash
  $
396
    $
486
 
                 
        Total Current Assets
   
396
     
486
 
                 
        TOTAL ASSETS
  $
396
    $
486
 
                 
                 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
                 
CURRENT LIABILITIES
               
                 
    Accrued expenses
  $
8,100
    $
6,200
 
                 
        Total Current Liabilities
   
8,100
     
6,200
 
                 
LONG-TERM LIABILITIES
               
                 
    None
   
-
     
-
 
                 
TOTAL LIABILITIES
   
8,100
     
6,200
 
                 
STOCKHOLDERS' EQUITY
               
                 
    Preferred stock, $.001 par value
               
      Authorized: 10,000,000  Issued: None
   
-
     
-
 
    Common Stock, $.001 par value
               
      Authorized: 100,000,000
               
      Issued: 27,961,000 and 27,961,000, respectively
   
27,961
     
27,961
 
    Less:  Treasury Stock
    (8,000 )     (8,000 )
    Additional paid in capital
   
91,289
     
91,289
 
    Accumulated deficit during development stage
    (118,954 )     (116,964 )
                 
    Total Stockholders' Equity
    (7,704 )     (5,714 )
                 
        TOTAL LIABILITIES AND EQUITY
  $
396
    $
486
 
                 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
F-2

 
 
STONE MOUNTAIN RESOURCES, INC.
 
(an exploration stage company)
 
STATEMENT OF OPERATIONS
 
For the twelve months ending March 31, 2007 and 2006, and
 
from inception (March 31, 2004) through March 31, 2007
 
                   
               
FROM
 
   
3/31/2007
   
3/31/2006
   
INCEPTION
 
                   
REVENUE
  $
-
    $
-
    $
-
 
                         
COST OF SERVICES
   
-
     
-
     
-
 
                         
GROSS PROFIT OR (LOSS)
   
-
     
-
     
-
 
                         
GENERAL AND ADMINISTRATIVE EXPENSES
   
1,990
     
6,138
     
42,954
 
                         
GENERAL EXPLORATION
   
-
     
-
     
76,000
 
                         
OPERATING INCOME (LOSS)
    (1,990 )     (6,138 )     (118,954 )
                         
BEGINNING ACCUMULATRD DEFICIT
                       
ACCUMULATED DEFICIT
  $ (118,954 )   $ (116,964 )   $ (118,954 )
                         
                         
Earnings (loss) per share, basic
  $ (0.00 )   $ (0.00 )        
                         
Weighted average number of common shares
   
19,961,000
     
19,961,000
         
                         
 
 
The accompanying notes are an integral part of these financial statements.
 
 
 
F-3

 
 
STONE MOUNTAIN RESOURCES, INC.
 
(an exploration stage company)
 
STATEMENT OF STOCKHOLDERS' EQUITY
 
As of March 31, 2007
 
   
         
ADDITIONAL
             
   
COMMON
   
PAID IN
   
ACCUM.
   
TOTAL
 
   
STOCK
   
CAPITAL
   
DEFICIT
   
EQUITY
 
                         
Common stock issued as officers'
                       
    compensation on company formation
   
23,000,000
    $
-
    $
-
    $
-
 
    March 31, 2004 at $0.001 per share
                               
                                 
Net income (loss)
                    (23,500 )   $ (23,500 )
                                 
                                 
Balance, March 31, 2004
   
23,000,000
     
-
      (23,500 )     (23,500 )
                                 
Common stock issued for cash
   
4,800,000
     
43,200
             
43,200
 
  August 31, 2004 at $0.01
                               
  per share on private placement
                               
                                 
Net income (loss)
                    (50,330 )     (50,330 )
                                 
                                 
Balance, December 31, 2004
   
27,800,000
     
43,200
      (73,830 )     (30,630 )
                                 
Common stock issued for cash
   
161,000
     
40,089
             
40,089
 
  February 28, 2005 at $0.25
                               
  per share on private placement
                               
                                 
Net income (loss)
                    (36,996 )     (36,996 )
                                 
                                 
Balance, March 31, 2005
   
27,961,000
     
83,289
      (110,826 )     (27,537 )
                                 
 Common stock returned to treasury
    (8,000,000 )    
8,000
     
-
         
    and cancelled as of July 2005
                               
    at $0.001 per share
                               
                                 
 Net income (loss)
                    (6,138 )     (6,138 )
                                 
                                 
Balance, March 31, 2006
   
19,961,000
     
91,289
      (116,964 )     (33,675 )
                                 
Net Income (loss)
                    (1,990 )     (1,990 )
                                 
                                 
Balance, March 31, 2007
   
19,961,000
    $
91,289
    $ (118,954 )   $ (35,665 )
                                 
                                 
 
The accompanying notes are an integral part of these financial statements.
 
 
F-4

 
STONE MOUNTAIN RESOURCES, INC.
 
(an exploration stage company)
 
STATEMENTS OF CASH FLOWS
 
For the twelve months ending March 31, 2007 and 2006, and
 
from inception (March 31, 2004) through March 31, 2007
 
   
   
               
FROM
 
CASH FLOWS FROM OPERATING ACTIVITIES
 
3/31/2007
   
3/31/2006
   
INCEPTION
 
                   
    Net income (loss)
    (1,990 )   $ (6,138 )   $ (118,954 )
                         
    Adjustments to reconcile net income to net cash
                   
      provided by  (used in) operating activities:
                       
                         
    Stock issued as compensation
   
-
     
-
     
23,000
 
    (Increase) Decrease in prepaid expense
   
-
     
823
     
-
 
    Increase (Decrease) in accrued expenses
   
1,900
     
1,900
     
8,100
 
                         
        Total adjustments to net income
   
1,900
     
2,723
     
31,100
 
                         
    Net cash provided by (used in) operating activities
    (90 )     (3,415 )     (87,854 )
                         
CASH FLOWS FROM INVESTING ACTIVITIES
                       
                         
    None
   
-
     
-
     
-
 
                         
    Net cash flows provided by (used in) investing activities
   
-
     
-
     
-
 
                         
CASH FLOWS FROM FINANCING ACTIVITIES
                       
                         
    Proceeds from stock issuance
   
-
     
-
     
88,250
 
                         
    Net cash provided by (used in) financing activities
   
-
     
-
     
88,250
 
                         
CASH RECONCILIATION
                       
                         
    Net increase (decrease) in cash
    (90 )     (3,415 )    
396
 
    Cash - beginning balance
   
486
     
3,901
     
-
 
                         
CASH BALANCE END OF PERIOD
  $
396
    $
486
    $
396
 
 
 
The accompanying notes are an integral part of these financial statements.
 
 
F-5

 
 
STONE MOUNTAIN RESOURCES, INC.
(an exploration stage company)

NOTES TO FINANCIAL STATEMENTS

As Of March 31, 2007

NOTE  1  -  OPERATIONS  AND  BASIS  OF  PRESENTATION

Stone Mountain Resources, Inc. (the Company), an exploration stage company, was incorporated on March 31, 2004 in the State of Delaware. The Company is an exploration stage mining company. On October 11, 2004 the Company became actively engaged in acquiring mineral properties, raising capital, and preparing properties for production.  The Company did not have any significant mining operations or activities from inception; accordingly, the Company is deemed to be in the exploration stage.

The Company's financial statements have been presented on the basis that it is a going concern, which contemplates the realization of the mineral properties and other assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses of from inception.  These factors raise substantial doubt about the Company's ability to continue as a going concern. Management continues to actively seek additional sources of capital to fund current and future operations. There is no assurance that the Company will be successful in continuing to raise additional capital, establishing probable or proven reserves, or determining if the mineral properties can be mined economically. These financial statements do not include any adjustments that might result from the outcome of these uncertainties.

The fiscal year end of the Company is March 31.

NOTE  2  -  SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

Revenue and Cost Recognition

The Company uses the accrual basis of accounting for financial statement reporting. Revenues and expenses are recognized in accordance with Generally Accepted Accounting Principles for the industry. Certain period expenses are recorded when obligations are incurred.

Use  of  Estimates

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

Accounts Receivable, deposits, Accounts Payable and accrued Expenses

Accounts receivable have historically been immaterial and therefore no allowance for doubtful accounts has been established. Normal operating refundable Company deposits are listed as Other Assets. Accounts payable and accrued expenses consist of trade payables created from the normal course of business.

Non-mining Property and Equipment

Property and equipment purchased by the Company are recorded at cost. Depreciation is computed by the straight-line method based upon the estimated useful lives of the respective assets. Expenditures for repairs and maintenance are charged to expense as incurred as are any items purchased which are below the Company's capitalization threshold of $1,000.

For assets sold or otherwise disposed of, the cost and related accumulated depreciation are removed from accounts, and any related gain or loss is reflected in income for the period.
 
 

 
F-6

 
STONE MOUNTAIN RESOURCES, INC.
(an exploration stage company)

NOTES TO FINANCIAL STATEMENTS

As Of March 31, 2007

Income  Taxes

The Company accounts for income taxes using the liability method which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.

The Company's management determines if a valuation allowance is necessary to reduce any tax benefits when the available benefits are more likely than not to expire before they can be used.

Stock  Based  Compensation

In October 1995, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 123, "Accounting for Stock-Based Compensation," (SFAS 123), which is effective for periods beginning after December 15, 1995. SFAS 123 requires that companies either recognize compensation expense for grants of stock, stock options, and other equity instruments based on fair value or provide pro-forma disclosure of the effect on net income and earnings per share in the Notes to the Financial Statements. The Company has adopted SFAS 123 in accounting for stock-based compensation.

Cash  and  Cash  Equivalents, and Credit Risk

For purposes of reporting cash flows, the Company considers all cash accounts with maturities of 90 days or less and which are not subject to withdrawal restrictions or penalties, as cash and cash equivalents in the accompanying balance sheet.

The portion of deposits in a financial institution that insures its deposits with the FDIC up to $100,000 per depositor in excess of such insured amounts are not subject to insurance and represent a credit risk to the Company.

Foreign Currency Translation and Transactions

The Company's functional currency is the US dollar. No material translations or transactions have occurred. Upon the occurrence of such material transactions or the need for translation adjustments, the Company will adopt Financial Accounting Standard No. 52 and other methods in conformity with Generally Accepted Accounting Principles.

Earnings Per Share

In February 1997, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 128 (SFAS 128), "Earnings Per Share". SFAS 128 replaces the presentation of primary earnings per share with a presentation of basic earnings per share based upon the weighted average number of common shares for the period.


NOTE  3  -  AFFILIATES  AND  RELATED  PARTIES

Significant relationships with (1) companies affiliated through common ownership and/or management, and (2) other related parties are as follows:

The Company has compensated officers of the Company with compensation in the form of stock as described in the equity footnote.
 
 
F-7


 
STONE MOUNTAIN RESOURCES, INC.
(an exploration stage company)

NOTES TO FINANCIAL STATEMENTS

As Of March 31, 2007

NOTE  4 -  INCOME  TAXES

The Company has available net operating loss carryforwards for financial statement and federal income tax purposes. These loss carryforwards expire if not used within 20 years from the year generated. The Company's management has decided a valuation allowance is necessary to reduce any tax benefits because the available benefits are more likely than not to expire before they can be used.  These net operating losses expire as the following: $1,990 at 2027, $6,138 at 2026, $5,266 at 2025 and $73,830 at 2024.

NOTE 5 - LONG-TERM DEBT

The Company has no long-term debt.

NOTE  6 -  SHAREHOLDERS'  EQUITY

Preferred Stock

The Company has authorized ten million (10,000,000) shares of preferred stock with a par value of $.001, none of which have been issued.

Common Stock

The Company has authorized one hundred million (100,000,000) shares of common Stock with a par value of $.001.  The Company has 19,961,000 shares of common stock issued and outstanding.

On March 31, 2004 the Company issued 15,000,000 shares of common stock to the Company President, Peter Dodge, as compensation for the formation of the corporation and services rendered for a value of $15,000 or $0.001 per share.

On March 31, 2004 the Company issued 8,000,000 shares of common stock to the Company Secretary, Scott Young, as compensation for services rendered for a value of $8,000 or $0.001 per share.

On August 31, 2004 the Company issued 4,800,000 shares of common stock at a price of $.01 per share in an offering exempt from registration at Section 4 (2) of the Securities Act of 1933 for a total value of $48,000.

On February 28, 2005 the Company issued 161,000 shares of common stock at a price of $.25 per share in an offering exempt from registration at Section 4 (2) of the Securities Act of 1933 for a total value of $40,250.

During July of 2005 the Company accepted the resignation of a Company officer with the return of 8,000,000 shares of stock to treasury at $0.001 per share.

Common Stock Recorded as Compensation

The Company does not have an employee stock compensation package set up at this time. The stock compensation that has been granted falls under Rule 144. Compliance with Rule 144 is discussed in the following paragraph.

In general, under Rule 144 as currently in effect, a person who has beneficially owned shares of a company's common stock for at least one year is entitled to sell within any three month period a number of shares that does not exceed the greater of:
 
 
 
F-8

 
 
STONE MOUNTAIN RESOURCES, INC.
(an exploration stage company)

NOTES TO FINANCIAL STATEMENTS

As Of March 31, 2007

1.
1% of the number of shares of the company's common stock then outstanding.

2.
The average weekly trading volume of the company's common stock during the
four calendar weeks preceding the filing of a notice on form 144 with
respect to the sale.

Sales under Rule 144 are also subject to manner of sale provisions and notice requirements and to the availability of current public information about the company.

NOTE  7 – CONTRACTS AND AGREEMENTS

On October 11, 2004 the Company entered into a CAB property option agreement with Midas Mountain, Inc. whereby unpatented mineral claim options located in sections 22, 23, 26 & 27, T26N, R44E in Lander County, Nevada were purchased for an initial investment of $25,000 and then three succeeding annual payments of $30,000 commencing on February 15, 2005.  The Company has satisfied the initial payment and the February 15, 2005 payment.  On December 8, 2005, the agreement was amended to change the payments to an initial payment of $25,000 and then $30,000 on or before February 15, 2005 with payments of $35,000 on or before October 15, 2006 and 2007.  The agreement was subsequently terminated the agreement on May 30, 2007.  Pursuant to the termination agreement, each of the parties agreed to terminate the Option Agreement and the respective rights and obligations contained therein.  Midas specifically waived any further required payments or obligations that may have existed with us following the termination of the Option Agreement

The Company entered into an agreement with its securities attorney whereby the Company would pay $7,500 upon execution of the agreement for services related to private placements, Form SB-2 and Form 15c211 and a payment of $30,000 when these filings have been accepted.

NOTE  8 -  COMMITMENTS  AND  CONTINGENCIES

Commitments of the Company include the responsibility to the registration costs of the proposed filing.

Management is not aware of any contingent matters that could have a material adverse effect on the Company’s financial condition, results of operations, or
liquidity.

NOTE  9 -  LITIGATION, CLAIMS AND ASSESSMENTS

From time to time in the normal course of business the Company will be involved in litigation. The Company’s management has determined any asserted or unasserted claims to be immaterial to the financial statements.

NOTE  10 – GOING CONCERN

The accompanying financial statements have been prepared assuming that the company will continue as a going concern. As discussed in the notes to the financial statements, the Company has experienced losses from inception. The Company’s financial position and operating results raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

The Company lacks an operating history and has losses which we expect to continue into the future.


F-9


STONE MOUNTAIN RESOURCES, INC.
(an exploration stage company)

NOTES TO FINANCIAL STATEMENTS

As Of March 31, 2007


The Company was incorporated in March 2004 and has not started the propose business operations or realized any revenues. The Company has no operating history upon which an evaluation of our future success or failure can be made. The ability to achieve and maintain profitability and positive cash flow is dependent upon:

-  
ability to locate a profitable mineral property
-  
ability to generate revenues
-  
ability to raise the capital necessary to continue exploration of  the property.

Based upon current plans, the Company expects to incur operating losses in future periods.  This will happen because there are expenses associated with the research and exploration of mineral properties. The Company cannot guarantee that it will be successful in generating revenues in the future. Failure to generate revenues may cause the Company to go out of business.

The company intends to generate additional capital from the public markets to increase its ability to locate profitable mineral property and generate revenues. The Company may also consider public or private debt transactions and/or private placement, but has no such actions in place at this time.


 
 
 
 
F-10

 
 
ITEM 8.
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
 
 
None
 
ITEM 8A.
CONTROLS AND PROCEDURES
 
Evaluation of disclosure controls and procedures

Our principal executive officer and principal financial officer evaluated our disclosure controls and procedures (as defined in rule 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934, as amended) as of a date within 90 days before the filing of this annual report (the Evaluation Date). Based on that evaluation, our principal executive officer and principal financial officer concluded that, as of the Evaluation Date, the disclosure controls and procedures in place were adequate to ensure that information required to be disclosed by us, including our consolidated subsidiaries, in reports that we file or submit under the Exchange Act, is recorded, processed, summarized and reported on a timely basis in accordance with applicable rules and regulations.

Although our principal executive officer and principal financial officer believes our existing disclosure controls and procedures are adequate to enable us to comply with our disclosure obligations, we intend to formalize and document the procedures already in place and establish a disclosure committee.

Changes in internal controls

We have not made any significant changes to our internal controls subsequent to the Evaluation Date. We have not identified any significant deficiencies or material weaknesses or other factors that could significantly affect these controls, and therefore, no corrective action was taken. 
 
 
 

 
PART III
 

 
 
ITEM 9.
DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
 
The directors and executive officers of the Company are:

Name
Age
Title
Peter Dodge
53
Chief Executive Officer, Chief Financial Officer, President, Treasure and Director

PETER DODGE, 53, is our founder, and has been our Chief Executive Officer, President, Treasurer, and Director since the company's inception. Mr. Peter Dodge has been involved with start-up companies for the last 18 years. Mr. Dodge's training as a Land Surveyor and his role as Chief Surveyor in the British Columbia Government Land Title Office has placed him with dealing with many land and title issues. The land title office is a government office which registers land titles. His studies have included the relationship of various geological formations with mineral deposits and mine reclamation plans. Mr. Dodge's career has been diverse and mainly focused on the development, promotion, financing, marketing, and sales of start-up companies. Since he has dealt mainly with start-up companies he has had to face the challenge of creating maximum results with minimum resources. Since 2004, Mr. Dodge who is the founding Director of Aboriginal Literacy Enterprise Inc. has been working on developing the company's programs and arranging corporate financing. Aboriginal Literacy Enterprise is a private company that is providing telecommunications, K to 12 education, high speed internet service, and governance to Aboriginal communities throughout North America.

Mr. Dodge has also worked with the following companies since 2000. From 2000 t0 2004, he was a marketing associate for Enterprise Environmental, which is in the business of recycling technology implementation. From 2001 to 2003, he was a marketing associate for Vickers and Associates, a company in the business of joint ventures project development with Aboriginals. From 2000 to 2004, he was a marketing and finance director for Touchstone Gold Corporation which has placer gold deposits in California. From 2002 to 2003, he was a marketing director for Cashable Vouchers which markets consumer loyalty awards programs. From 2003 to 2004, he was a marketing and finance associate for Battery Recycling which operates a battery recycling operation. From 2003 to 2004, he was a marketing associate for Cedar Hills Medical Complex which develops medical oriented real estate projects. Additionally, from 2003 to 2004, he was a marketing associate for HotSportsNetworks.com, a sports coaching franchise.

Mr. Dodge is involved in developing product markets and marketing start-up businesses. He often takes an equity position and sometimes takes on the role of director of a company. When the project and the market are clearly defined, Mr. Dodge brings additional management to take the company to the next level.

Term of Office
 
Our directors are appointed for a one-year term to hold office until the next annual general meeting of our shareholders or until removed from office in accordance with our bylaws. Our officers are appointed by our board of directors and hold office until removed by the board. 
 
All officers and directors listed above will remain in office until the next annual meeting of our stockholders, and until their successors have been duly elected and qualified. There are no agreements with respect to the election of Directors. We have not compensated our Directors for service on our Board of Directors, any committee thereof, or reimbursed for expenses incurred for attendance at meetings of our Board of Directors and/or any committee of our Board of Directors. Officers are appointed annually by our Board of Directors and each Executive Officer serves at the discretion of our Board of Directors. We do not have any standing committees. Our Board of Directors may in the future determine to pay Directors’ fees and reimburse Directors for expenses related to their activities.
 
 

 

 
 None of our Officers and/or Directors have filed any bankruptcy petition, been convicted of or been the subject of any criminal proceedings or the subject of any order, judgment or decree involving the violation of any state or federal securities laws within the past five (5) years.
 
BOARD COMMITTEES

In June 2004, our Board of Directors created the Compensation Committee, which is comprised of Peter Dodge. The Compensation Committee has the authority to review all compensation matters relating to us.

The Compensation Committee has not yet formulated compensation policies for senior management and executive officers. However, it is anticipated that the Compensation Committee will develop a company-wide program covering all employees and that the goals of such program will be to attract, maintain, and motivate our employees.

It is further anticipated that one of the aspects of the program will be to link an employee's compensation to his or her performance, and that the grant of stock options or other awards related to the price of the Common Shares will be used in order to make an employee's compensation consistent with shareholders' gains.

It is expected that salaries will be set competitively relative to the mineral exploration industry and that individual experience and performance will be considered in setting salaries.

In June 2004, our Board of Directors created an Audit Committee, which is comprised of Peter Dodge. The Audit Committee is charged with reviewing the following matters and advising and consulting with the entire Board of Directors with respect thereto:

1.  
the preparation of our annual financial statements in collaboration with our independent accountants;
2.  
annual review of our financial statements and annual report; and
3.  
all contracts between us and our officers, directors and other affiliates. The Audit Committee, like most independent committees of public companies, does not have explicit authority to veto any actions of the entire Board of Directors relating to the foregoing or other matters; however, our senior management, recognizing their own fiduciary duty to us and our stockholders, is committed not to take any action contrary to the recommendation of the Audit Committee in any matter within the scope of its review.
 
Certain Legal Proceedings
 
No director, nominee for director, or executive officer of the Company has appeared as a party in any legal proceeding material to an evaluation of his ability or integrity during the past five years.
 
Compliance With Section 16(A) Of The Exchange Act.
 
Section 16(a) of the Exchange Act requires the Company’s officers and directors, and persons who beneficially own more than 10% of a registered class of the Company’s equity securities, to file reports of ownership and changes in ownership with the Securities and Exchange Commission and are required to furnish copies to the Company. To the best of the Company’s knowledge, no reports required to be filed were timely filed in fiscal year ended March 31, 2007.
 
Code Of Ethics
 
The company has adopted a Code of Ethics applicable to its Chief Executive Officer and Principal Financial Officer. This Code of Ethics is filed herewith as an exhibit.
 
 

 
 
 
 
ITEM 10.
EXECUTIVE COMPENSATION
  
Compensation of Executive Officers
 
Summary Compensation Table. The following summary compensation table sets forth all compensation paid by us during the fiscal years ended March 31, 2007 and 2006 in all capacities for the accounts of the Chief Executive Officer (CEO) and Chief Financial Officer (CFO).
 
ANNUAL COMPENSATION LONG TERM COMPENSATION

                        ANNUAL COMPENSATION                          LONG TERM COMPENSATION

Name and Principal Position
Year
Salary
($)
Bonus
($)
Stock Awards
($)
Option
Awards
($)
Non-Equity Incentive
Plan Compensation
Change in Pension value and Nonqualified deferred compensation earnings
($)
All Other Compensation
($)
Total
($)
                   
PETER DODGE, President, CEO, CFO
2007
0
0
0
0
0
0
0
0
2006
0
0
15,000,000(1)
0
0
0
0
0

(1)  
Mr. Dodge received 15,000,000 founders' shares for services rendered to us.   He will not receive such compensation in the future.

As of as of December 31, 2006, the Company did not have any “Grants of Plan-Based Awards”, “Outstanding Equity Awards at Fiscal Year-End”, “Option Exercises and Stock Vested”, “Pension Benefits”, or “Nonqualified Deferred Compensation”.  Nor did the Company have any “Post-Employment Payments” to report.
 
There was no officer whose salary and bonus for the period exceeded $100,000.
 
 Compensation of Directors
 
Directors are permitted to receive fixed fees and other compensation for their services as directors. The Board of Directors has the authority to fix the compensation of directors. No amounts have been paid to, or accrued to, directors in such capacity.
 
Employment Agreements
 
We do not have written employment agreements with Peter Dodge. In the future, we will determine on an annual basis how much compensation our officers and director will receive.
 
ITEM 11.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
 
The following table sets forth the number and percentage of shares of our common stock owned as of June 21, 2007 by all persons (i) known to us who own more than 5% of the outstanding number of such shares, (ii) by all of our directors, and (iii) by all officers and directors of us as a group. Unless otherwise indicated, each of the stockholders has sole voting and investment power with respect to the shares beneficially owned.
 
 

 

 
Name and Address of Beneficial Owner (1)
Amount and Nature of Beneficial Ownership
Percent of Outstanding Shares
Peter Dodge
701 North Green Valley Parkway #200
Henderson, NV 89074
15,000,000
75.15%
Officers and Directors as a Group
15,000,000
75.15%
 
(1) Under the rules of the SEC, a person is deemed to be the beneficial owner of a security if such person has or shares the power to vote or direct the voting of such security or the power to dispose or direct the disposition of such security. A person is also deemed to be a beneficial owner of any securities if that person has the right to acquire beneficial ownership within 60 days of the date hereof. Unless otherwise indicated by footnote, the named entities or individuals have sole voting and investment power with respect to the shares of common stock beneficially owned.

(2) This table is based upon information obtained from our stock records. Unless otherwise indicated in the footnotes to the above table and subject to community property laws where applicable, we believe that each shareholder named in the above table has sole or shared voting and investment power with respect to the
shares indicated as beneficially owned.

Stock Option Grants

We have not granted any stock options to our executive officers since our incorporation.
 
ITEM 12.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
 
We currently use approximately 200 square feet of leased office space at 701 North Green Valley Parkway #200, Henderson, Nevada 89074. We lease such space from Peter Dodge, our President for $200 month which covers the use of the telephone, office equipment and furniture.

 PART IV
 
 
ITEM 13.
EXHIBITS AND REPORTS ON FORM 8-K
 
a)   The following documents are filed as part of this report:

     1.   Financial statements; see index to financial statement and schedules in Item 7 herein.

     2.   Financial statement schedules; see index to financial statements and schedules in Item 7 herein.

     3.   Exhibits: None

(b)  Reports on Form 8-K.

          None
 
 
 

 
 
ITEM 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
 
Audit Fees
 
For the Company’s fiscal years ended March 31, 2007 the Company was billed approximately $2,500 respectively for professional services rendered for the audit and review of its financial statements.
 
Tax Fees
 
For the Company’s fiscal years ended March 31, 2007, the Company incurred no expenses for preparation of its corporate income tax returns.
 
All Other Fees
 
The Company did not incur any other fees related to other services rendered by its principal accountant for the fiscal years ended March 31, 2007.
 
SIGNATURES
 
 
 
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, there unto duly authorized.
 
STONE MOUNTAIN RESOURCES, INC.
 
 
By:
/s/ Peter Dodge
 
PETER DODGE
 
Chief Executive Officer
Principal Financial Officer,
Principal Accounting Officer
 
 
Dated:
June 25, 2007
 
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
 
Name
Title
Date
/s/ Peter Dodge
Peter Dodge
Chief Executive Officer
Principal Financial Officer,
Principal Accounting Officer, and Director
June 25, 2007