S-1

     As filed with the Securities and Exchange Commission on April 23, 2008
                                                     Registration No. 333-______
================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM S-1
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                             GREEN STAR MINING, INC.
             (Exact name of registrant as specified in its charter)



                                                                       
           Delaware                             1000                         26-1806348
  (State or jurisdiction of         (Primary Standard Industrial          (I.R.S. Employer
incorporation or organization)       Classification Code Number)         Identification No.)


                             1624 S. Lincoln Street
                                Spokane, WA 99203
                            Telephone (509) 590-8995
   (Address and telephone number of registrant's principal executive offices)

                              Robert C. Weaver, Jr.
                                 721 Devon Court
                               San Diego, CA 92109
                Telephone (858 488-4433; Facsimile (858) 488-2555
            (Name, address and telephone number of agent for service)

Approximate date of commencement of proposed sale to the public: As soon as
practicable after this Registration Statement is declared effective.

If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, check the following box. [X]

If this Form is filed to register additional securities for an offering pursuant
to Rule 463(b) under the Securities Act, check the following box and list the
Securities Act Registration Statement number of the earlier effective
Registration Statement for the same offering. [ ]

If this Form is a post-effective amendment filed pursuant to Rule 463(c) under
the Securities Act, check the following box and list the Securities Act
Registration Statement number of the earlier effective Registration Statement
for the same offering. [ ]

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under
the Securities Act, check the following box and list the Securities Act
Registration Statement number of the earlier effective Registration Statement
for the same offering. [ ]

Indicate by check mark whether the registrant is a large accelerated files, an
accelerated filer, a non-accelerated filer or a smaller reporting company.

Large accelerated filer  [ ]                      Accelerated filer [ ]
Non-accelerated filer  [ ]                        Smaller reporting company  [X]
(Do not check if a smaller reporting company)

                         CALCULATION OF REGISTRATION FEE
================================================================================
Title of Each                          Proposed       Proposed
  Class of                             Maximum         Maximum
 Securities                            Offering       Aggregate       Amount of
   to be           Amount to be       Price Per       Offering      Registration
 Registered         Registered         Share (2)        Price          Fee (1)
- --------------------------------------------------------------------------------
Common Stock,
Shares               1,000,000          $0.025         $25,000           $0.98
================================================================================
(1)  This is an initial offering and no current trading market exists for our
     common stock. The price paid for the currently issued and outstanding
     common stock was valued at $.01 per share.
(2)  Estimated solely for purposes of calculating the registration fee pursuant
     to Rule 457 under the Securities Act of 1933, as amended (the "Securities
     Act").

THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES
AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE
A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT
SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE
SECURITIES ACT, OR UNTIL THIS REGISTRATION STATEMENT SHALL BECOME EFFECTIVE ON
SUCH DATE AS THE SECURITIES AND EXCHANGE COMMISSION (THE "SEC"), ACTING PURSUANT
TO SAID SECTION 8(A), MAY DETERMINE.
================================================================================

                             GREEN STAR MINING CORP.

                                   PROSPECTUS
                                   ----------
                                1,000,000 SHARES
                         COMMON STOCK AT $.025 PER SHARE
                                   ----------

This is the initial offering of common stock of Green Star Mining Corp. and no
public market currently exists for the securities being offered. We are offering
for sale a total of 1,000,000 shares of common stock at a price of $.025 per
share. The offering is being conducted on a self-underwritten, best effort,
all-or-none basis, which means our officer and/or director, Nan E. Weaver will
attempt to sell the shares. This Prospectus will permit our officer and/or
director to sell the shares directly to the public, with no commission or other
remuneration payable to her for any shares she may sell. Ms. Weaver will sell
the shares and intends to offer them to friends, family members and business
acquaintances. In offering the securities on our behalf, she will rely on the
safe harbor from broker-dealer registration set out in Rule 3a4-1 under the
Securities and Exchange Act of 1934. We intend to open a standard, non-interest
bearing, bank checking account to be used only for the deposit of funds received
from the sale of the shares in this offering. If all the shares are not sold and
the total offering amount is not deposited by the expiration date of the
offering, the funds will be promptly returned to the investors, without interest
or deduction. The shares will be offered at a price of $.025 per share for a
period of one hundred and eighty (180) days from the effective date of this
prospectus, unless extended by our board of director for an additional 90 days.
The offering will end on __________, 200__ (date to be inserted in a subsequent
amendment).

                    Offering Price                          Proceeds to Company
                      Per Share          Commissions          Before Expenses
                      ---------          -----------          ---------------
Common Stock            $0.025          Not Applicable            $25,000

Total                   $0.025          Not Applicable            $25,000

Green Star Mining Corp. is an exploration stage company and currently has no
operations. Any investment in the shares offered herein involves a high degree
of risk. You should only purchase shares if you can afford a loss of your
investment. Our independent auditor has issued an audit opinion for Green Star
Mining Corp. which includes a statement expressing substantial doubt as to our
ability to continue as a going concern.

As of the date of this prospectus, our stock is presently not traded on any
market or securities exchange and there is no assurance that a trading market
for our securities will ever develop.

THE PURCHASE OF THE SECURITIES OFFERED THROUGH THIS PROSPECTUS INVOLVES A HIGH
DEGREE OF RISK. YOU SHOULD CAREFULLY READ AND CONSIDER THE SECTION OF THIS
PROSPECTUS ENTITLED "RISK FACTORS" ON PAGES 4 THROUGH 9 BEFORE BUYING ANY SHARES
OF GREEN STAR MINING CORP.'S COMMON STOCK.

NEITHER THE SEC NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED
OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE WILL
NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE U.S.
SECURITIES COMMISSION HAS BEEN CLEARED OF COMMENTS AND IS DECLARED EFFECTIVE.
THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT
SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OF SALE
IS NOT PERMITTED.

                   SUBJECT TO COMPLETION, DATED APRIL 22, 2008

                                   PROSPECTUS

                                   ----------
                             GREEN STAR MINING CORP.
                                1,000,000 SHARES
                                  COMMON STOCK
                                   ----------

                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----

PROSPECTUS SUMMARY                                                            3

RISK FACTORS                                                                  4

USE OF PROCEEDS                                                               9

DETERMINATION OF OFFERING PRICE                                              10

DILUTION                                                                     10

PLAN OF DISTRIBUTION                                                         11

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS                     12

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION                    13

DESCRIPTION OF BUSINESS                                                      16

FACILITIES                                                                   24

EMPLOYEES AND EMPLOYMENT AGREEMENTS                                          24

LEGAL PROCEEDINGS                                                            24

DIRECTOR, EXECUTIVE OFFICER, PROMOTER AND CONTROL PERSON                     24

EXECUTIVE COMPENSATION                                                       25

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                               26

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWENRS AND MANAGEMENT               26

DESCRIPTION OF SECURITIES                                                    27

INDEMNIFICATION FOR SECURITIES ACT LIABILITIES                               28

LEGAL MATTERS                                                                28

EXPERTS                                                                      28

AVAILABLE INFORMATION                                                        28

FINANCIAL INFORMATION                                                        29

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS AND FINANCIAL DISCLOSURE       29

                                       2

                               PROSPECTUS SUMMARY

AS USED IN THIS PROSPECTUS, UNLESS THE CONTEXT OTHERWISE REQUIRES, "WE," "US,"
"OUR," AND "GREEN STAR" REFERS TO GREEN STAR MINING CORP. THE FOLLOWING SUMMARY
IS NOT COMPLETE AND DOES NOT CONTAIN ALL OF THE INFORMATION THAT MAY BE
IMPORTANT TO YOU. YOU SHOULD READ THE ENTIRE PROSPECTUS BEFORE MAKING AN
INVESTMENT DECISION TO PURCHASE OUR COMMON STOCK.

GREEN STAR MINING CORP.

We are an exploration stage company engaged in the acquisition and exploration
of mineral properties. Green Star Mining Corp. was incorporated in the State of
Delaware on January 22, 2008. We intend to use the net proceeds from this
offering to develop our business operations (See "Description of Business" and
"Use of Proceeds"). We are an exploration stage company with no revenues or
operating history. The principal executive offices are located at 1624 S.
Lincoln Street, Spokane, WA 99203. The phone number is (509) 590-8995.

We received our initial funding of $15,000 through the sale of common stock to
our director who purchased 1,500,000 shares of common stock at $.01 per share on
January 25, 2008. From inception until the date of this filing, we have had no
operating activities. Our financial statement from inception (January 22, 2008)
through the year ended February 29, 2008 report no revenues and a net loss of
$9,000. Our independent auditor has issued an audit opinion for Green Star
Mining Corp. which includes a statement expressing substantial doubt as to our
ability to continue as a going concern.

We currently own a 100% undivided interest in a mineral property, the Golden
Princess Lode Mining Claim, located in the State of Nevada that we call the
"Golden Princess Property." The Golden Princess Property consists of an area of
approximately 20 acres located in the Sunset Mining District, Clark County,
Nevada. Title to the Golden Princess Property is held by Green Star Mining Corp.
Our plan of operation is to conduct mineral exploration activities on the Golden
Princess Property in order to assess whether it possess deposits of minerals
capable of commercial extraction.

We have not earned any revenues to date. We do not anticipate earning revenues
until such time as we enter into commercial production of our mineral
properties. We are presently in the exploration stage of our business and we can
provide no assurance that we will discover commercially exploitable levels of
mineral resources on our property, or if such deposits are discovered, that we
will enter into further substantial exploration programs.

As of the date of this prospectus, there is no public trading market for our
common stock and no assurance that a trading market for our securities will ever
develop.

THE OFFERING

The Issuer:                  Green Star Mining Corp.

Securities Being Offered:    1,000,000 shares of common stock

Price Per Share:             $0.025

Duration of Offering:        The shares are offered for a period not to exceed
                             180 days, unless extended by our Board of Directors
                             for an additional 90 days.

Net Proceeds:                $25,000

Securities Issued
 and Outstanding:            1,500,000 shares of common stock were issued and
                             outstanding as of the date of this prospectus.

                                       3

Registration Costs:          We estimate our total offering registration costs
                             to be $4,500.

Risk Factors:                See "Risk Factors" and the other information in
                             this prospectus for a discussion of the factors you
                             should consider before deciding to invest in shares
                             of our common stock.

                                  RISK FACTORS

An investment in our common stock involves a high degree of risk. You should
carefully consider the risks described below and the other information in this
prospectus before investing in our common stock. If any of the following risks
occur, our business, operating results and financial condition could be
seriously harmed. The trading price of our common stock, when and if we trade at
a later date, could decline due to any of these risks, and you may lose all or
part of your investment.

RISKS ASSOCIATED TO OUR BUSINESS

WE ARE AN EXPLORATION STAGE COMPANY BUT HAVE NOT YET COMMENCED EXPLORATION
ACTIVITIES ON OUR CLAIMS. WE EXPECT TO INCUR OPERATING LOSSES FOR THE
FORESEEABLE FUTURE.

We were incorporated on January 22, 2008 and to date have been involved
primarily in organizational activities and the acquisition of the mineral
claims. We have not yet commenced exploration on the Golden Princess Lode Claim.
Accordingly, we have no way to evaluate the likelihood that our business will be
successful. We have not earned any revenues as of the date of this prospectus.
Potential investors should be aware of the difficulties normally encountered by
new mineral exploration companies and the high rate of failure of such
enterprises. The likelihood of success must be considered in light of the
problems, expenses, difficulties, complications and delays encountered in
connection with the exploration of the mineral properties that we plan to
undertake. These potential problems include, but are not limited to,
unanticipated problems relating to exploration, and additional costs and
expenses that may exceed current estimates. Prior to completion of our
exploration stage, we anticipate that we will incur increased operating expenses
without realizing any revenues. We expect to incur significant losses into the
foreseeable future. We recognize that if production of minerals from the claims
are not forthcoming, we will not be able to continue business operations. There
is no history upon which to base any assumption as to the likelihood that we
will prove successful, and it is doubtful that we will generate any operating
revenues or ever achieve profitable operations. If we are unsuccessful in
addressing these risks, our business will most likely fail.

WITHOUT THE FUNDING FROM THIS OFFERING WE WILL BE UNABLE TO IMPLEMENT OUR
BUSINESS PLAN.

Our current operating funds are less than necessary to complete the intended
exploration program on our mineral claim. We will need the funds from this
offering to complete our business plan. As of February 29, 2008, we had cash in
the amount of $15,000 and liabilities of $9,000. We currently do not have any
operations and we have no income.

WE HAVE YET TO EARN REVENUE AND OUR ABILITY TO SUSTAIN OUR OPERATIONS IS
DEPENDENT ON OUR ABILITY TO RAISE FINANCING. AS A RESULT, OUR ACCOUNTANT
BELIEVES THERE IS SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO CONTINUE AS A GOING
CONCERN.

We have accrued net losses of $9,000 for the period from our inception on
January 22, 2008 to February 29, 2008, and have no revenues to date. Our future
is dependent upon our ability to obtain financing and upon future profitable
operations from the development of our mineral claims. These factors raise
substantial doubt that we will be able to continue as a going concern. George
Stewart, our independent auditor, has expressed substantial doubt about our
ability to continue as a going concern. This opinion could materially limit our
ability to raise additional funds by issuing new debt or equity securities or
otherwise. If we fail to raise sufficient capital when needed, we will not be
able to complete our business plan. As a result we may have to liquidate our
business and you may lose your investment. You should consider our auditor's
comments when determining if an investment in Green Star Mining Corp. is
suitable.

                                       4

BECAUSE OF THE UNIQUE DIFFICULTIES AND UNCERTAINTIES INHERENT IN MINERAL
EXPLORATION VENTURES, WE FACE A HIGH RISK OF BUSINESS FAILURE.

You should be aware of the difficulties normally encountered by new mineral
exploration companies and the high rate of failure of such enterprises. The
likelihood of success must be considered in light of the problems, expenses,
difficulties, complications and delays encountered in connection with the
exploration of the mineral properties that we plan to undertake. These potential
problems include, but are not limited to, unanticipated problems relating to
exploration, and additional costs and expenses that may exceed current
estimates. The Golden Princess Property does not contain a known body of any
commercial minerals and, therefore, any program conducted on the Golden Princess
Property would be an exploratory search of any minerals There is no certainty
that any expenditures made in the exploration of the Golden Princess Property
will result in discoveries of any commercial quantities of minerals. Most
exploration projects do not result in the discovery of commercially mineable
mineral deposits. Problems such as unusual or unexpected formations and other
conditions are common to mineral exploration activities and often result in
unsuccessful exploration efforts. If the results of our exploration program do
not reveal viable commercial mineralization, we may decide to abandon our claim
and acquire new claims for new exploration. Our ability to acquire additional
claims will be dependent upon our possessing adequate capital resources when
needed. If no funding is available, we may be forced to abandon our operations.

WE HAVE NO KNOWN MINERAL RESERVES AND IF WE CANNOT FIND ANY, WE MAY HAVE TO
CEASE OPERATIONS.

We have no mineral reserves. If we do not find any commercially exploitable
mineral reserves or if we cannot complete the exploration of any mineral
reserves, either because we do not have the money to do so or because it is not
economically feasible to do so, we may have to cease operations and you may lose
your investment. Mineral exploration is highly speculative. It involves many
risks and is often non-productive. Even if we are able to find mineral reserves
on our property our production capability will be subject to further risks
including:

     -    The costs of bringing the property into production including
          exploration work, preparation of production feasibility studies, and
          construction of production facilities, all of which we have not
          budgeted for;
     -    The availability and costs of financing;
     -    The ongoing costs of production; and
     -    Risks related to environmental compliance regulations and restraints.

The marketability of any minerals acquired or discovered may be affected by
numerous factors which are beyond our control and which cannot be accurately
predicted, such as market fluctuations, the lack of milling facilities and
processing equipment near the Golden Princess Property, and other factors such
as government regulations, including regulations relating to allowable
production, the importing and exporting of minerals, and environmental
protection.

Given the above noted risks, the chances of our finding and commercially
exploiting reserves on our mineral properties are remote and funds expended on
exploration will likely be lost.

BECAUSE OF THE INHERENT DANGERS INVOLVED IN MINERAL EXPLORATION, THERE IS A RISK
THAT WE MAY INCUR LIABILITY OR DAMAGES AS WE CONDUCT OUR BUSINESS.

The search for valuable minerals involves numerous hazards. As a result, we may
become subject to liability for such hazards, including pollution, cave-ins and
other hazards against which we cannot insure or against which we may elect not
to insure. At the present time we have no insurance to cover against these
hazards. The payment of such liabilities may result in our inability to complete
our planned exploration program and/or obtain additional financing to fund our
exploration program.

AS WE UNDERTAKE EXPLORATION OF OUR MINERAL CLAIMS, WE WILL BE SUBJECT TO
COMPLIANCE WITH GOVERNMENT REGULATION THAT MAY INCREASE THE ANTICIPATED COST OF
OUR EXPLORATION PROGRAM.

                                       5

There are several governmental regulations that materially restrict mineral
exploration. We will be subject to the laws of the State of Nevada as we carry
out our exploration program. We may be required to obtain work permits, post
bonds and perform remediation work for any physical disturbance to the land in
order to comply with these laws. If we enter the production phase, the cost of
complying with permit and regulatory environment laws will be greater because
the impact on the project area is greater. Permits and regulations will control
all aspects of the production program if the project continues to that stage.
Examples of regulatory requirements include:

     (a)  Water discharge will have to meet drinking water standards;
     (b)  Dust generation will have to be minimal or otherwise re-mediated;
     (c)  Dumping of material on the surface will have to be re-contoured and
          re-vegetated with natural vegetation;
     (d)  An assessment of all material to be left on the surface will need to
          be environmentally benign;
     (e)  Ground water will have to be monitored for any potential contaminants;
     (f)  The socio-economic impact of the project will have to be evaluated and
          if deemed negative, will have to be remediated; and
     (g)  There will have to be an impact report of the work on the local fauna
          and flora including a study of potentially endangered species.

There is a risk that new regulations could increase our costs of doing business
and prevent us from carrying out our exploration program. We will also have to
sustain the cost of reclamation and environmental remediation for all
exploration work undertaken. Both reclamation and environmental remediation
refer to putting disturbed ground back as close to its original state as
possible. Other potential pollution or damage must be cleaned-up and renewed
along standard guidelines outlined in the usual permits. Reclamation is the
process of bringing the land back to its natural state after completion of
exploration activities. Environmental remediation refers to the physical
activity of taking steps to remediate, or remedy, any environmental damage
caused. The amount of these costs is not known at this time as we do not know
the extent of the exploration program that will be undertaken beyond completion
of the recommended work program. If remediation costs exceed our cash reserves
we may be unable to complete our exploration program and have to abandon our
operations.

BECAUSE OUR SOLE OFFICER AND/OR DIRECTOR DOES NOT HAVE ANY FORMAL TRAINING
SPECIFIC TO THE TECHNICALITIES OF MINERAL EXPLORATION, THERE IS A HIGHER RISK
OUR BUSINESS WILL FAIL.

Our sole officer and director is Nan E. Weaver. Ms. Weaver has no formal
training as a geologist or in the technical aspects of management of a mineral
exploration company. Her prior business experiences have primarily been computer
component sales and not in the mineral exploration business. With no direct
training or experience in these areas, our management may not be fully aware of
the specific requirements related to working within this industry. Our
management's decisions and choices may not take into account standard
engineering or managerial approaches mineral exploration companies commonly use.
Consequently, our operations, earnings, and ultimate financial success could
suffer irreparable harm due to management's lack of experience in this industry.

THERE IS A RISK THAT OUR PROPERTY DOES NOT CONTAIN ANY KNOWN BODIES OF ORE
RESULTING IN ANY FUNDS SPENT ON EXPLORATION BEING LOST.

There is the likelihood of our mineral claim containing little or no economic
mineralization or reserves. We have a geological report detailing previous
exploration in the area, and the claim has been staked per Nevada regulations.
However, there is the possibility that previous work conducted was not carried
out properly and our claim does not contain any reserves, resulting in any funds
spent on exploration being lost.

                                       6

BECAUSE WE HAVE NOT SURVEYED THE GOLDEN PRINCESS LODE CLAIM, WE MAY DISCOVER
MINERALIZATION ON THE CLAIMS THAT IS NOT WITHIN OUR CLAIM BOUNDARIES.

While we have conducted a mineral claim title search, this should not be
construed as a guarantee of claim boundaries. Until the claim is surveyed, the
precise location of the boundaries of the claim may be in doubt. If we discover
mineralization that is close to the claim boundaries, it is possible that some
or all of the mineralization may occur outside the boundaries. In such a case we
would not have the right to extract those minerals.

IF WE DISCOVER COMMERCIAL RESERVES OF PRECIOUS METALS ON OUR MINERAL PROPERTY,
WE CAN PROVIDE NO ASSURANCE THAT WE WILL BE ABLE TO SUCCESSFULLY ADVANCE THE
MINERAL CLAIMS INTO COMMERCIAL PRODUCTION.

If our exploration program is successful in establishing ore of commercial
tonnage and grade, we will require additional funds in order to advance the
claim into commercial production. Obtaining additional financing would be
subject to a number of factors, including the market price for the minerals,
investor acceptance of our claims and general market conditions. These factors
may make the timing, amount, terms or conditions of additional financing
unavailable to us. The most likely source of future funds is through the sale of
equity capital. Any sale of share capital will result in dilution to existing
shareholders. We may be unable to obtain any such funds, or to obtain such funds
on terms that we consider economically feasible and you may lose any investment
you make in this offering.

IF ACCESS TO OUR MINERAL CLAIMS IS RESTRICTED BY INCLEMENT WEATHER, WE MAY BE
DELAYED IN OUR EXPLORATION AND ANY FUTURE MINING EFFORTS.

It is possible that snow or rain could cause the mining roads providing access
to our claims to become impassable. If the roads are impassable we would be
delayed in our exploration timetable.

BASED ON CONSUMER DEMAND, THE GROWTH AND DEMAND FOR ANY ORE WE MAY RECOVER FROM
OUR CLAIMS MAY BE SLOWED, RESULTING IN REDUCED REVENUES TO THE COMPANY.

Our success will be dependent on the growth of demand for ores. If consumer
demand slows our revenues may be significantly affected. This could limit our
ability to generate revenues and our financial condition and operating results
may be harmed.

BECAUSE OUR CURRENT OFFICER AND/OR DIRECTOR HAS OTHER BUSINESS INTERESTS, SHE
MAY NOT BE ABLE OR WILLING TO DEVOTE A SUFFICIENT AMOUNT OF TIME TO OUR BUSINESS
OPERATIONS, CAUSING OUR BUSINESS TO FAIL.

Ms. Nan E. Weaver, our officer and director, currently devotes approximately 5
hours per week providing management services to us. While she presently
possesses adequate time to attend to our interest, it is possible that the
demands on her from other obligations could increase, with the result that she
would no longer be able to devote sufficient time to the management of our
business. This could negatively impact our business development.

RISKS ASSOCIATED WITH THIS OFFERING

THE TRADING IN OUR SHARES WILL BE REGULATED BY THE SECURITIES AND EXCHANGE
COMMISSION RULE 15G-9 WHICH ESTABLISHED THE DEFINITION OF A "PENNY STOCK."

The shares being offered are defined as a penny stock under the Securities and
Exchange Act of 1934, and rules of the Commission. The Exchange Act and such
penny stock rules generally impose additional sales practice and disclosure
requirements on broker-dealers who sell our securities to persons other than
certain accredited investors who are, 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 ($300,000 jointly with spouse), or in
transactions not recommended by the broker-dealer. For transactions covered by
the penny stock rules, a broker dealer must make certain mandated disclosures in
penny stock transactions, including the actual sale or purchase price and actual
bid and offer quotations, the compensation to be received by the broker-dealer
and certain associated persons, and deliver certain disclosures required by the

                                       7

Commission. Consequently, the penny stock rules may make it difficult for you to
resell any shares you may purchase, if at all.

WE ARE SELLING THIS OFFERING WITHOUT AN UNDERWRITER AND MAY BE UNABLE TO SELL
ANY SHARES.

This offering is self-underwritten, that is, we are not going to engage the
services of an underwriter to sell the shares; we intend to sell our shares
through our officer and/or director, who will receive no commissions. She will
offer the shares to friends, family members, and business associates, however,
there is no guarantee that she will be able to sell any of the shares. Unless
she is successful in selling all of the shares and we receive the proceeds from
this offering, we may have to seek alternative financing to implement our
business plan.

DUE TO THE LACK OF A TRADING MARKET FOR OUR SECURITIES, YOU MAY HAVE DIFFICULTY
SELLING ANY SHARES YOU PURCHASE IN THIS OFFERING.

We are not registered on any public stock exchange. There is presently no demand
for our common stock and no public market exists for the shares being offered in
this prospectus. We plan to contact a market maker immediately following the
completion of the offering and apply to have the shares quoted on the
Over-The-Counter Electronic Bulletin Board (OTCBB). The OTCBB is a regulated
quotation service that displays real-time quotes, last sale prices and volume
information in over-the-counter (OTC) securities. The OTCBB is not an issuer
listing service, market or exchange. Although the OTCBB does not have any
listing requirements per se, to be eligible for quotation on the OTCBB, issuers
must remain current in their filing with the SEC or applicable regulatory
authority. Market makers are not permitted to begin quotation of a security
whose issuer does not meet his filing requirement. Securities already quoted on
the OTCBB that become delinquent in their required filings will be removed
following a 30 to 60 day grace period if they do not make their required filing
during that time. We cannot guarantee that our application will be accepted or
approved and our stock listed and quoted for sale. As of the date of this
filing, there have been no discussions or understandings between Green Star
Mining Corp. and anyone acting on our behalf, with any market maker regarding
participation in a future trading market for our securities. If no market is
ever developed for our common stock, it will be difficult for you to sell any
shares you purchase in this offering. In such a case, you may find that you are
unable to achieve any benefit from your investment or liquidate your shares
without considerable delay, if at all. In addition, if we fail to have our
common stock quoted on a public trading market, your common stock will not have
a quantifiable value and it may be difficult, if not impossible, to ever resell
your shares, resulting in an inability to realize any value from your
investment.

YOU WILL INCUR IMMEDIATE AND SUBSTANTIAL DILUTION OF THE PRICE YOU PAY FOR YOUR
SHARES.

Our existing stockholder acquired her shares at a cost of $.01 per share, a cost
per share substantially less than that which you will pay for the shares you
purchase in this offering. Upon completion of this offering the net tangible
book value of the shares held by our existing stockholder (1,500,000 shares)
will be increased by $.016 per share without any additional investment on her
part. The purchasers of shares in this offering will incur immediate dilution (a
reduction in the net tangible book value per share from the offering price of
$.025 (per share) to $0.09 per share. As a result, after completion of the
offering, the net tangible book value of the shares held by purchasers in this
offering would be $.016 per share, reflecting an immediate reduction in the
$.025 per share they paid for their shares.

WE WILL BE HOLDING ALL THE PROCEEDS FROM THE OFFERING IN A STANDARD BANK
CHECKING ACCOUNT UNTIL ALL SHARES ARE SOLD. BECAUSE THE SHARES ARE NOT HELD IN
AN ESCROW OR TRUST ACCOUNT THERE IS A RISK YOUR MONEY WILL NOT BE RETURNED IF
ALL THE SHARES ARE NOT SOLD.

All funds received from the sale of shares in this offering will be deposited
into a standard bank checking account until all shares are sold and the offering
is closed, at which time, the proceeds will be transferred to our business
operating account. In the event all shares are not sold we have committed to
promptly return all funds to the original purchasers. However since the funds
will not be placed into an escrow, trust or other similar account, there can be
no guarantee that any third party creditor who may obtain a judgment or lien

                                       8

against us would not satisfy the judgment or lien by executing on the bank
account where the offering proceeds are being held, resulting in a loss of any
investment you make in our securities.

WE WILL INCUR ONGOING COSTS AND EXPENSES FOR SEC REPORTING AND COMPLIANCE.
WITHOUT REVENUE WE MAY NOT BE ABLE TO REMAIN IN COMPLIANCE, MAKING IT DIFFICULT
FOR INVESTORS TO SELL THEIR SHARES, IF AT ALL.

Our business plan allows for the payment of the estimated $4,500 cost of this
registration statement to be paid from existing cash on hand. If necessary, Ms.
Weaver, our director, has verbally agreed to loan the company funds to complete
the registration process. We plan to contact a market maker immediately
following the close of the offering and apply to have the shares quoted on the
OTC Electronic Bulletin Board. To be eligible for quotation, issuers must remain
current in their filings with the SEC. In order for us to remain in compliance
we will require future revenues to cover the cost of these filings, which could
comprise a substantial portion of our available cash resources. If we are unable
to generate sufficient revenues to remain in compliance it may be difficult for
you to resell any shares you may purchase, if at all.

MS. WEAVER, A DIRECTOR OF THE COMPANY, BENEFICIALLY OWNS 100% OF THE OUTSTANDING
SHARES OF OUR COMMON STOCK. AFTER THE COMPLETION OF THIS OFFERING SHE WILL OWN
60% OF THE OUTSTANDING SHARES. IF SHE CHOOSES TO SELL HER SHARES IN THE FUTURE,
IT MIGHT HAVE AN ADVERSE EFFECT ON THE PRICE OF OUR STOCK.

Due to the amount of Ms. Weaver's share ownership in our company, if she chooses
to sell her shares in the public market, the market price of our stock could
decrease and all shareholders suffer a dilution of the value of their stock. If
she does sell any of her common stock, she will be subject to Rule 144 under the
1933 Securities Act which will restrict her ability to sell her shares.

FORWARD LOOKING STATEMENT

This prospectus contains forward-looking statements that involve risk and
uncertainties. We use words such as "anticipate", "believe", "plan", "expect",
"future", "intend", and similar expressions to identify such forward-looking
statements. Investors should be aware that all forward-looking statements
contained within this filing are good faith estimates of management as of the
date of this filing. Our actual results could differ materially from those
anticipated in these forward-looking statements for many reasons, including the
risks faced by us as described in the "Risk Factors" section and elsewhere in
this prospectus.

                                 USE OF PROCEEDS

Assuming sale of all of the shares offered herein, of which there is no
assurance, the net proceeds from this offering will be $25,000. The proceeds are
expected to be disbursed, in the priority set forth below, during the first
twelve (12) months after the successful completion of the offering:

                                                     Planned Expenditures Over
            Category                                    The Next 12 Months
            --------                                    ------------------
     Phase 1 Exploration Program                             $ 6,500
     Phase 2 Exploration Program                             $11,000
     Legal and Accounting                                    $ 4,500
     Administrative Expenses                                 $ 3,000
     TOTAL PROCEEDS TO COMPANY                               $25,000

We will establish a separate bank account and all proceeds will be deposited
into that account until the total amount of the offering is received and all
shares are sold, at which time the funds will be released to us for use in our
operations. In the event we do not sell all of the shares before the expiration
date of the offering, all funds will be returned promptly to the subscribers,
without interest or deduction. If necessary, Ms. Weaver, our director, has
verbally agreed to loan the company funds to complete the registration process
but we will require full funding to implement our complete business plan.

                                       9

                         DETERMINATION OF OFFERING PRICE

The offering price of the share has been determined arbitrarily by us. The price
does not bear any relationship to our assets, book value, earnings, or other
established criteria for valuing a privately held company. In determining the
number of shares to be offered and the offering price, we took into
consideration our cash on hand and the amount of money we would need to
implement our business plans. Accordingly, the offering price should not be
considered an indication of the actual value of the securities.

                                    DILUTION

Dilution represents the difference between the offering price and the net
tangible book value per share immediately after completion of this offering. Net
tangible book value is the amount that results from subtracting total
liabilities and intangible assets from total assets. Dilution arises mainly as a
result of our arbitrary determination of the offering price of the shares being
offered. Dilution of the value of the shares you purchase is also a result of
the lower book value of the shares held by our existing shareholders.

As of February 29, 2008, the net tangible book value of our shares was $6,000 or
$.004 per share, based upon 1,500,000 shares outstanding.

Upon completion of this offering, but without taking into account any change in
the net tangible book value after completion of this offering other than that
resulting from the sale of the shares and receipt of the total proceeds of
$25,000, the net tangible book value of the 2,500,000 shares to be outstanding
will be $31,000, or approximately $.012 per share. Accordingly, the net tangible
book value of the shares held by our existing stockholder (1,500,000 shares)
will be increased by $.016 per share without any additional investment on her
part. The purchasers of shares in this offering will incur immediate dilution (a
reduction in the net tangible book value per share from the offering price of
$.025 (per share) or $.009 per share. As a result, after completion of the
offering, the net tangible book value of the shares held by purchasers in this
offering would be $.016 per share, reflecting an immediate reduction in the
$.025 price per share they paid for their shares. After completion of the
offering, the existing shareholder will own 60.0% of the total number of shares
then outstanding, for which she will have made an investment of $15,000 or $.01
per share. Upon completion of the offering, the purchasers of these shares
offered hereby will own 40.0% of the total number of shares then outstanding,
for which they will have made a cash investment of $25,000, or $.025 per share.

The following table illustrates the per share dilution to the new investors:

     Public Offering Price Per Share                         $.025
     Net Tangible Book Value Prior to this Offering          $.004
     Net Tangible Book Value After Offering                  $.016
     Immediate Dilution per Share to New Investors           $.009

The following table summarizes the number and percentages of shares purchased,
the amount and percentage of consideration paid and the average price per share
paid by our existing stockholder and by new investors in this offering:

                      Price Per   Total Number of    Percent of    Consideration
                        Share       Shares Held      Ownership         Paid
                        -----       -----------      ---------         ----
Existing Shareholder    $.01         1,500,000          60.0          $15,000
Investors in this
 Offering               $.025        1,000,000          40.0          $25,000

                                       10

                              PLAN OF DISTRIBUTION

OFFERING WILL BE SOLD BY OUR OFFICER AND/OR DIRECTOR

This is a self-underwritten offering. This prospectus permits our officer and/or
director to sell the shares directly to the public, with no commission or other
remuneration payable to her for any shares she may sell. There are no plans or
arrangement to enter into any contracts or agreements to sell the shares with a
broker or dealer. Our officer and director, Ms. Nan E. Weaver, will sell the
shares and intends to offer them to friends, family members and business
acquaintances. In offering the securities on our behalf, she will rely on the
safe harbor from broker dealer registration set out in Rule 3a4-1 under the
Securities Exchange Act of 1934.

Our officer and/or director will not register as a broker-dealer pursuant to
Section 15 of the Securities Exchange Act of 1934, in reliance upon Rule 3a4-1,
which sets forth those conditions under which a person associated with an Issuer
may participate in the offering of the Issuer's securities and not be deemed to
be a broker-dealer.

     a.   Our officer and/or director is not subject to a statutory
          disqualification, as that term is defined in Section 3(a)(39) of the
          Act, at the time of their participation; and,
     b.   Our officer and/or director will not be compensated in connection with
          her participation by the payment of commissions or other remuneration
          based either directly or indirectly on transaction in securities; and
     c.   Our officer and/or director is not, nor will she be at the time of her
          participation in the offering, an associated person of a
          broker-dealer; and
     d.   Our officer and/or director meets the conditions of paragraph
          (a)(4)(ii) of Rule 3a4-1 of the Exchange Act, in that she (A)
          primarily performs or is intended primarily to perform at the end of
          the offering, substantial duties for or on behalf of our company,
          other than in connection with transactions in securities; and (B) is
          not a broker or dealer, or been an associated person of a broker or
          dealer, within the preceding twelve months; and (C) has not
          participated in selling and offering securities for any Issuer more
          than once every twelve months other than in reliance on Paragraphs
          (a)(4)(i) or (a) (4)(iii).

Our officer and/or director, control persons and affiliates of same do not
intend to purchase any shares in this offering.

TERMS OF THE OFFERING

The shares will be sold at the fixed price of $.025 per share until the
completion of this offering. There is no minimum amount of subscription required
per investor, and subscriptions, once received, are irrevocable.

This offering will commence on the date of this prospectus and will continue for
a period of 180 days (the "Expiration Date"), unless extended by our Board of
Directors for an additional 90 days.

DEPOSIT OF OFFERING PROCEEDS

This is a "best efforts", "all or none" offering and, as such, we will not be
able to spend any of the proceeds unless all the shares are sold and all
proceeds are received. We intend to hold all funds collected from subscriptions
in a separate bank account until the total amount of $25,000 has been received.
At that time, the funds will be transferred to our business account for use in
implementation of our business plan. In the event the offering is not sold out
prior to the Expiration Date, all money will be promptly returned to the
investors, without interest or deduction. We determined the use of the standard
bank account was the most efficient use of our current limited funds. Please see
the "Risk Factors" section to read the related risk to you as a purchaser of any
shares.

                                       11

PROCEDURES AND REQUIREMENTS FOR SUBSCRIPTION

If you decide to subscribe to any shares in this offering, you will be required
to execute a Subscription Agreement and tender it, together with a check or bank
money order made payable to Green Star Mining Corp. Subscriptions, once received
by the company, are irrevocable.

            MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

NO PUBLIC MARKET FOR COMMON STOCK

There is currently no public market for our common stock. There has been no
public trading of our securities, and, therefore, no high and low bid pricing.

As of the date of this prospectus, Green Star Mining Corp. has one shareholder
of record. We have paid no cash dividends and have no outstanding options. We
have no securities authorized for issuance under equity compensation plans.

The SEC has adopted rules that regulate broker-dealer practices in connection
with transactions in penny stocks. Penny stocks are generally equity securities
with a price of less than $5.00, other than securities registered on certain
national securities exchanges or quoted on the NASDAQ system, provided that
current price and volume information with respect to transactions in such
securities is provided by the exchange or quotation system. The penny stock
rules require a broker-dealer, prior to a transaction in a penny stock, to
deliver a standardized risk disclosure document prepared by the SEC, that: (a)
contains a description of the nature and level of risk in the market for penny
stocks in both public offerings and secondary trading; b) contains a description
of the broker's or dealer's duties to the customer and of the rights and
remedies available to the customer with respect to a violation to such duties or
other requirements of Securities' laws; (c) contains a brief, clear, narrative
description of a dealer market, including bid and ask prices for penny stocks
and the significance of the spread between the bid and ask price; (d) contains a
toll-free telephone number for inquiries on disciplinary actions; (e) defines
significant terms in the disclosure document or in the conduct of trading in
penny stocks; and (f) contains such other information and is in such form,
including language, type, size and format, as the SEC shall require by rule or
regulation. The broker-dealer also must provide, prior to effecting any
transaction in a penny stock, the customer with: (a) bid and offer quotations
for the penny stock; (b) the compensation of the broker-dealer and its
salesperson in the transaction; (c) the number of shares to which such bid and
ask prices apply, or other comparable information relating to the depth and
liquidity of the market for such stock; and (d) monthly account statements
showing the market value of each penny stock held in the customer's account. In
addition, the penny stock rules require that prior to a transaction in a penny
stock not otherwise exempt from those rules; the broker-dealer must make a
special written determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written acknowledgment of the receipt
of a risk disclosure statement, a written agreement to transactions involving
penny stocks, and a signed and dated copy of a suitably written statement.

These disclosure requirements may have the effect of reducing the trading
activity in the secondary market for our stock if it becomes subject to these
penny stock rules. Therefore, if our common stock becomes subject to the penny
stock rules, stockholders may have difficulty selling those securities.

REGULATION M

Our officer and/or director, who will sell the shares, is aware that she is
required to comply with the provisions of Regulation M, promulgated under the
Securities and Exchange Act of 1934, as amended. With certain exceptions,
Regulation M precludes the officer and/or director, sales agent, any
broker-dealer or other person who participate in the distribution of shares in
this offering from bidding for or purchasing, or attempting to induce any person
to bid for or purchase any security which is the subject of the distribution
until the entire distribution is complete.

                                       12

            MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

PLAN OF OPERATION

Our cash balance is $15,000 as of February 29, 2008. We believe our cash balance
is sufficient to fund our limited levels of operations until June, 2008. If we
experience a shortage of funds prior to funding we may utilize funds from our
director, who has informally agreed to advance funds to allow us to pay for
offering costs, filing fees, and professional fees, however she has no formal
commitment, arrangement or legal obligation to advance or loan funds to the
company. In order to achieve our business plan goals, we will need the funding
from this offering. We are an exploration stage company and have generated no
revenue to date. We have sold $15,000 in equity securities to pay for our
minimum level of operations.

Our auditor has 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 revenues and no revenues are anticipated until we
begin removing and selling minerals. There is no assurance we will ever reach
that stage.

Our plan of operation is to conduct mineral exploration activities on the Golden
Princess Property in order to assess whether the property contains mineral
reserves capable of commercial extraction. Our exploration program is designed
to explore for commercially viable deposits of silver, gold and other minerals.
We have not, nor has any predecessor, identified any commercially exploitable
reserves of these minerals on the Golden Princess Property.

Our plan of operation for the twelve months following the date of this
prospectus is to complete the first phase of the exploration program on our
claim consisting of geological mapping, soil sampling and rock sampling. In
addition to the $17,500 we anticipate spending for Phase 1 and 2 for the
exploration program as outlined below, we anticipate spending an additional
$7,500 on professional and administrative fees, including fees payable in
connection with the filing of this registration statement and complying with
reporting obligations. Total expenditures over the next 12 months are therefore
expected to be approximately $25,000, which is the amount to be raised in this
offering and our cash on hand. If we experience a shortage of funds prior to
funding during the next 12 months, we may utilize funds from our director, who
has informally agreed to advance funds to allow us to pay for professional fees,
including fees payable in connection with the filing of this registration
statement and operation expenses, however she has no formal commitment,
arrangement or legal obligation to advance or loan funds to the company. We will
require the funds from this offering to proceed.

We engaged Mr. Laurence Sookochoff, P. Eng., to prepare a geological evaluation
report on the Golden Princess Property. Mr. Sookochoff's report summarizes the
results of the history of the exploration of the mineral claims, the regional
and local geology of the mineral claims and the mineralization and the
geological formations identified as a result of the prior exploration in the
claim areas. The geological report also gives conclusions regarding potential
mineralization of the mineral claims and recommends a further geological
exploration program on the mineral claims. The exploration program recommended
by Mr. Sookochoff is as follows:



 Phase           Exploration Program                    Cost                       Status
 -----           -------------------                    ----                       ------
                                                           
Phase I    VLF-EM and magnetometer surveys             $ 6,500      Expected to be completed in summer, 2008
                                                                    (dependent on consulting geologist's
                                                                    schedule).

Phase II   Localized soil surveys, trenching           $11,000      Expected to be completed in fall, 2008
           and sampling over known and indicated                    (depending on the results of Phase 1, and
           mineralized zones                                        consulting geologist's schedule).


                                       13



                                                           
Phase III  Test Diamond drilling outlined by Phase 1   $65,000      Expected to be completed in spring, 2009
           and 2 programs.                                          (depending on the results of Phase 2, and
                                                                    consulting geologist's schedule.)

            TOTAL ESTIMATED COST                       $82,500


If we are successful in raising the funds from this offering, we plan to
commence Phase I of the exploration program on the claim in summer, 2008. We
expect this phase to take 14 days to complete and an additional two months for
the consulting geologist to receive the results of the assay lab and prepare his
report.

The above program costs are management's estimates based upon the
recommendations of the professional consulting geologist's report and the actual
project costs may exceed our estimates. To date, we have not commenced
exploration.

Following Phase I of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with Phase II of our
exploration program. The estimated cost of this program is $11,000 and will take
approximately 10 days to complete and an additional two months for the
consulting geologist to receive the results from the assay lab and prepare his
report.

Following Phase II of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with Phase III of our
exploration program if we are able to raise the funds necessary. The estimated
cost of this program is $65,000 and will take approximately 2 weeks to complete
and an additional two months for the consulting geologist to receive the results
from the assay lab and prepare his report.

We anticipate commencing Phase II of our exploration program in fall, 2008,
depending on whether Phase 1 program proves successful in identifying mineral
deposits. Subject to financing, we anticipate commencing Phase III of our
exploration program in 2009, depending on whether Phase II program proves
successful in identifying mineral deposits. We have a verbal agreement with
Laurence Sookochoff, P. Eng., the consulting geologist who prepared the geology
report on our claim, to retain his services for our planned exploration program.
We will require additional funding to proceed with Phase III and any subsequent
work on the claim, we have no current plans on how to raise the additional
funding. We cannot provide investors with any assurance that we will be able to
raise sufficient funds to proceed with any work after the first two phases of
the exploration program.

OFF-BALANCE SHEET ARRANGEMENTS

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

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITAL

There is no historical financial information about us on which to base an
evaluation of our performance. We are an exploration stage company and have not
generated 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 property, and possible cost overruns
due to increases in the cost of services.

To become profitable and competitive, we must conduct the exploration of our
properties before we start into production of any minerals we may find. We are
seeking funding from this offering to provide the capital required for the first
two phases of our exploration program. We believe that the funds from this
offering will allow us to operate for one year.

We have no assurance that future financing will materialize. If that financing
is not available to use for the third phase of our exploration program we may be
unable to continue.

                                       14

LIQUIDITY AND CAPITAL RESOURCES

To meet our need for cash we are attempting to raise money from this offering.
We cannot guarantee that we will be able to sell all the shares required. If we
are successful, any money raised will be applied to the items set forth in the
Use of Proceeds section of this prospectus. If the first two phases of our
exploration program are successful in identifying mineral deposits we will
attempt to raise the necessary funds to proceed with phase three, and any
subsequent drilling and extraction. The sources of funding we may consider to
fund this work include a public offering, a private placement of our securities
or loans from our director or others.

Our director has agreed to advance funds as needed until the offering is
completed or failed and has agreed to pay the cost of reclamation of the
property should exploitable minerals not be found and we abandon the third phase
of our exploration program and there are no remaining funds in the company.
While she has agreed to advance the funds, the agreement is verbal and is
unenforceable as a matter of law.

The one property in the Company's portfolio, on which the net proceeds of the
offering will be spent, is the Golden Princess Lode Claim consisting of one
located mineral claim comprising a total of approximately 20 acres. We have not
carried out any exploration work on the claims and have incurred no exploration
costs.

We received our initial funding of $15,000 through the sale of common stock to
Ms. Weaver, our director, who purchased 1,500,000 shares of our common stock at
$0.01 per share on January 25, 2008. From inception until the date of this
filing we have had no operating activities. Our financial statements from
inception (January 22, 2008) through the year ended February 29, 2008 report no
revenues and a net loss of $9,000.

SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Company reports revenues and expenses using the accrual method of accounting
for financial and tax reporting purposes.

USE OF ESTIMATES

Management uses estimates and assumption in preparing these financial statements
in accordance with generally accepted accounting principles. Those estimates and
assumptions affect the reported amounts of assets and liabilities, the
disclosure of contingent assets and liabilities, and the reported revenues and
expenses.

MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS

The Company expenses all costs related to the acquisition and exploration of
mineral properties in which it has secured exploration rights prior to
establishment of proven and probable reserves. To date, the Company has not
established the commercial feasibility of any exploration prospects; therefore,
all costs are being expensed.

DEPRECIATION, AMORTIZATION AND CAPITALIZATION

The Company records depreciation and amortization when appropriate using both
straight-line and declining balance methods over the estimated useful life of
the assets (five to seven years). Expenditures for maintenance and repairs are
charged to expense as incurred. Additions, major renewals and replacements that
increase the property's useful life are capitalized. Property sold or retired,
together with the related accumulated depreciation is removed from the
appropriated accounts and the resultant gain or loss is included in net income.

                                       15

INCOME TAXES

The Company accounts for its income taxes in accordance with Statement of
Financial Accounting Standards No. 109, "Accounting for Income Taxes." Under
Statement 109, a liability method is used whereby deferred tax assets and
liabilities are determined based on temporary differences between basis used of
financial reporting and income tax reporting purposes. Income taxes are provided
based on tax rates in effect at the time such temporary differences are expected
to reverse. A valuation allowance is provided for certain deferred tax assets if
it is more likely than not, that the Company will not realize the tax assets
through future operations.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Financial Accounting Standards statements No. 107, "Disclosures About Fair Value
of Financial Instruments", requires the Company to disclose, when reasonably
attainable, the fair market values of its assets and liabilities which are
deemed to be financial instruments. The Company's financial instruments consist
primarily of cash and certain investments.

PER SHARE INFORMATION

The Company computes per share information by dividing the net loss for the
period presented by the weighted average number of shares outstanding during
such period.

                             DESCRIPTION OF BUSINESS

ORGANIZATION WITHIN THE LAST FIVE YEARS

Green Star Mining Corp. was incorporated on January 22, 2008 under the laws of
the State of Delaware. We are engaged in the business of acquisition,
exploration and development of natural resource properties.

NanE. Weaver serves as officer and director of our company from inception
(January 22, 2008) to current date. No other person other than Ms. Weaver has
acted as a promoter of Green Star Mining Corp. since our inception. Other than
Ms. Weaver's purchase of 1,500,000 shares of our common stock on January 25,
2008, Ms. Weaver has not entered into any agreement with us in which she is to
receive from us or provide to us anything of value. Ms. Weaver purchased the
1,500,000 shares of our common stock at a price of $.01 per share for a total of
$15,000.

IN GENERAL

We are an exploration stage company engaged in the acquisition and exploration
of mineral properties. We currently own a 100% undivided interest in the Golden
Princess Mineral Claim located in Clark County, State of Nevada that we call the
"Golden Princess Property." We are currently conducting mineral exploration
activities on the Golden Princess Property in order to assess whether it
contains any commercially exploitable mineral reserves. Currently there are no
known mineral reserves on the Golden Princess Property.

We have not earned any revenues to date. Our independent auditor has issued an
audit opinion which includes a statement expressing substantial doubt as to our
ability to continue as a going concern. The source of information contained in
this discussion is our geology report prepared by Laurence Sookochoff, P. Eng.
dated February 13, 2008.

There is the likelihood of our mineral claim containing little or no economic
mineralization or reserves of silver and other minerals. We are presently in the
exploration stage of our business and we can provide no assurance that any
commercially viable mineral deposits exist on our mineral claims, that we will
discover commercially exploitable levels of mineral resources on our property,
or, if such deposits are discovered, that we will enter into further substantial
exploration programs. Further exploration is required before a final
determination can be made as to whether our mineral claims possess commercially
exploitable mineral deposits. If our claim does not contain any reserves all
funds that we spend on exploration will be lost.

                                       16

ACQUISITION OF THE GOLDEN PRINCESS PROPERTY

In February, 2008, we purchased a 100% undivided interest in a mineral claim
known as the Golden Princess Lode Claim for a price of $6,000. The claims are in
good standing until September 1, 2008.

We engaged Laurence Sookochoff, P. Eng., to prepare a geological evaluation
report on the Golden Princess Property. Mr. Sookochoff is a consulting
professional geologist in the Geological Section of the Association of
Professional Engineers and Geoscientists of British Columbia. Mr. Sookochoff
attended the University of British Columbia and holds a Bachelor of Science
degree in geology.

The work completed by Mr. Sookochoff in preparing the geological report
consisted of a review of geological data from previous exploration within the
region. The acquisition of this data involved the research and investigation of
historical files to locate and retrieve data information acquired by previous
exploration companies in the area of the mineral claims.

We received the geological evaluation report on the Golden Princess Property
entitled "Geological Evaluation Report on the Golden Princess Lode Mining Claim,
Sunset Mining District, Clark County, Nevada, USA" prepared by Mr. Sookochoff on
February 13, 2008. The geological report summarizes the results of the history
of the exploration of the mineral claims, the regional and local geology of the
mineral claims and the mineralization and the geological formations identified
as a result of the prior exploration. The geological report also gives
conclusions regarding potential mineralization of the mineral claims and
recommends a further geological exploration program on the mineral claims. The
description of the Golden Princess Property provided below is based on Ms.
Sookochoff's report.

                                       17





                        [MAP SHOWING THE CLAIM LOCATION]




                                       18

DESCRIPTION OF PROPERTY

The property owned by Green Star Mining Corp., on which the net proceeds of the
offering will be spent, is the Golden Princess Claim which is comprised of one
located mineral claim. The Golden Princess Lode Claim is located within Township
28S, Range 60E, Section 6 in the Sunset Mining District of Clark County Nevada.
Access from Las Vegas, Nevada to the Golden Princess Lode Claim is southeastward
to Boulder City, thence southward via Highway 95 to Search light, thence
westward via Highway 164 to Crescent from where a sub-standard road is taken
northward to the Golden Princess Lode Claim. The entire distance from Las Vegas
to the Golden Princess Lode Claim is approximately 84 miles.

The claim was recorded with the Recorder's Office in Clark County, NV and the
Bureau of Land Management.



                        [MAP SHOWING THE CLAIM LOCATION]




PHYSIOGRAPHY, CLIMATE, VEGETATION AND WATER

The Golden Princess Lode Claim is situated midway through the approximate 14
mile Lucy Grey Mountain Range, a north-south trending range of mountains with
crests reaching elevations up to 2,500 feet. The Claim covers a central
northerly trending ridge which extends into a bisected east-west trending valley
proximally at the north end of the Claim. Topography on the Claim is moderate
with an elevation of 960 feet within the valley in the north to an elevation of
1,100 feet along the central ridge in the south.

The claim area is of a typically desert climate with relatively high
temperatures and low precipitation. Vegetation consists mainly of desert shrubs
and cactus. Sources of water would be available from valley wells.

                                       19

PROPERTY HISTORY

The Sunset Mining District was established in 1867 within an area comprised of a
group of hills (Lucy Grey Range) of relatively low relief about 16 miles south
of Jean, Nevada in the extreme southern part of T27S, R60E. The Sunset Mining
District is south of the Goodsprings Mining District which ranks second only to
Tonopah in total Nevada lead and zinc production. In the Sunset Mining District
the Lucy Grey mine, the District's chief and only producing property, did not
begin operation until 1905. Total production from the Lucy Grey mine is
estimated at $50,000, principally in gold with lesser amounts of silver, lead
and copper.

There is no recorded production from the ground covered by the Golden Princess
Lode Claim; however, inclusive prospect pits indicate the exploration of
mineralized zones.

REGIONAL GEOLOGY

Geologically, the Sunset district is the southern extension of the Yellow Pine
District where the Mountain Ranges consist mainly of Paleozoic sediments which
have undergone intense folding accompanied by faulting. A series of
Carboniferous sediments consist largely of siliceous limestones and include
strata of pure crystalline limestone and dolomite with occasional intercalated
beds of fine grained sandstone. These strata have a general west to southwest
dip of from 15 to 45 degrees which is occasionally disturbed by local folds.
Igneous rocks are scarce and are represented chiefly by quartz-monzonite
porphyry dikes and sills. The quartz-monzonite porphyry is intruded into these
strata and is of post-Jurassic age, perhaps Ter

STRATIGRAPHY

Sedimentary rocks in the Sunset Mining District range in age from Upper Cambrian
to Recent. The Paleozoic section includes the Cambrian Golden Princess King and
Nopah Formations, the Devonian Sultan, Mississippian Monte Cristo Limestone,
Pennsylvanian/Mississippian Bird Spring Formation and Permian Kaibab Limestone.

Permian:
     Red beds

Mississippian to Permian:
     Bird Spring Formation
     Local erosional unconformity

Mississippian:
     Monte Cristo Limestone:
         Yellowpine Limestone Member Arrowhead Limestone Member Bullion Dolomite
         Member Anchor Limestone Member Dawn Limestone Member

Devonian:
     Sultan Limestone:
         Crystal Pall Limestone Member; Valentine Limestone Member; Ironside
         Dolomite Member

Cambrian to Devonian(?):
     Goodsprings Dolomite

Precambrian:
     Schist, gneiss, and coarse-grained igneous rocks

The Mesozoic section is comprised only of the Triassic Moenkopi and Chinle
Formations and an upper Mesozoic unit of uncertain age termed the Lavinia Wash
Formation. The Paleozoic rocks are dominantly carbonates while the Mesozoic
units are continental clastics. Tertiary rocks include gravels and minor
volcanic tuffs.

Only tow varieties of intrusive rocks are known in the district. The most
abundant is granite porphyry which forms three large sill-like masses. The sills
generally lie near major thrust faults and are thought to have been emplaced
along breccia zones at the base of the upper plate of the thrust fault. Locally,
small dikes of basaltic composition and uncertain age have been encountered in
some of the mine workings.

                                       20

STRUCTURE

The region reveals a record of folding, thrust faulting and normal faulting.
Folding began in the early Jurassic, resulting in broad flexures in the more
massive units and tight folds in the thinly bedded rocks. The thrust faults in
the district are part of a belt of thrust faulted rocks, the Foreland Fold and
Thrust Belt that stretches from southern Canada to southern California.

Deformation within the belt began in the Jurassic and continued until Cretaceous
time. Within the Sunset District thrust faulting appears to post-date much of
the folding, but despite intensive study the actual age of thrusting continues
to be the subject of contentious debate. Three major thrusts have been mapped;
from west to east, the Green Monster, Keystone and Contact thrusts.

Of these, the Keystone is the most persistent along strike having been mapped
for a distance of over 50 kilometers. The stratigraphic relationships along the
Keystone fault are similar to those for all the major thrusts in the area,
Cambrian Bonanza King Formation has been thrust eastward over younger Paleozoic
rocks.



                       [MAP SHOWING THE CLAIM TOPOGRAPHY]




                                       21

PROPERTY GEOLOGY

The Golden Princess Lode Claim is indicated to be underlain in part by basement
Precambrian rocks overlain by the Cambrian to Devonian(?) Goodsprings dolomite

REGIONAL MINERALIZATION

In the Goodsprings District proximally north of the Sunset Mining District, the
ore deposits can at best be characterized as enigmatic. They appear to fall into
two distinct types, which may or may not related, gold-copper deposits and
lead-zinc deposits. Gold-copper deposits are clearly related to sill-like masses
of granite porphyry. All existing mines worked the contact between the intrusive
and surrounding sedimentary rocks. Gold occurred in both the intrusive and the
carbonate wall rocks. It appears any carbonate unit was a suitable host.

The lead-zinc deposits are often distant from intrusives and occur as veins or
replacements of brecciated rocks along fault zones, either thrust faults or
normal faults. Unlike the gold deposits, the productive lead-zinc deposits are
restricted to the Monte Cristo Formation.

Mineralogy of gold-copper deposits consists of native gold, pyrite, limonite,
cinnabar, malachite, azurite and chrysocolla. Lead-zinc deposits are comprised
of hydrozincite, calamine, smithsonite, cerrusite, anglesite, galena and iron
oxides. The rather unusual mineralogy of the district is due to the great depth
of surface oxidation, exceeding 600 feet.

ORE MINERALOGY AND ALTERATION

Typical sulfides such as chalcopyrite, sphalerite and pyrite have been partially
or completely altered to more stable hydrated carbonates and sulfates. Only the
highly insoluble lead sulfide, galena has successfully resisted surface
oxidation.

Primary alteration is difficult to characterize due to the super-gene overprint,
but again appears to differ for gold-copper deposits and lead-zinc deposits.
Gold-copper ores have been extensively sericitized and kaolinized, altering the
host pluton to a rock that can be mined through simple excavation with little or
not blasting. The rock is so thoroughly altered it decrepitates on exposure to
the atmosphere. On the other hand, lead-zinc deposits appear to be characterized
by dolomitization and minor silicification.

LOCAL MINERALIZATION

Mineralization at the Lucy Grey mine is reported as gold, silver, lead, and zinc
within a breccia pipe in Precambrian gneiss. The minerals are concentrated in
secondary fractures which cut the quartz veins.

PROPERTY MINERALIZATION

The mineralization on the Golden Princess Lode Claim is not known, however, the
indicated exploratory workings within the Claim may have explored mineralization
gold, silver, lead and copper hosted by fractures within a breccia pipe of the
Precambrian gneiss as at the nearby Lucy Grey mine.

CONCLUSIONS AND RECOMMENDATIONS

The Golden Princess Lode Claim covers exploratory workings on indicated mineral
zones hosting potentially economic mineralization. These mineral zones may be
comparable to the mineral zone at the nearby Lucy Grey mine where historic
production is reported. As the mineralization, the nature of neither the
mineralization nor the controlling structures to the mineralization have been
defined, the indicated mineralized zones of the Golden Princess Lode Claim
should be explored for potentially economical mineral zones.

It is recommended that Green Star Mining Corp. complete a three phased
exploration program on the Golden Princess Lode Claim. Phase I would consists of
VLF-EM and magnetometer surveys along the expansions of the known mineral zones

                                       22

to determine the potential structural controls to the known mineral zones. Phase
II would consist of localized soil surveys, trenching, and sampling over the
indicated extensions of the mineral zones. Phase III would consist of test
diamond drilling of the prime indicated mineral zones.

RECOMMENDED EXPLORATION PROGRAM AND ESTIMATED COST



 Phase           Exploration Program                    Cost                       Status
 -----           -------------------                    ----                       ------
                                                           
Phase I    VLF-EM and magnetometer surveys             $ 6,500      Expected to be completed in summer, 2008
                                                                    (dependent on consulting geologist's
                                                                    schedule).

Phase II   Localized soil surveys, trenching           $11,000      Expected to be completed in fall, 2008
           and sampling over known and indicated                    (depending on the results of Phase 1, and
           mineralized zones                                        consulting geologist's schedule).

Phase III  Test Diamond drilling outlined by Phase 1   $65,000      Expected to be completed in spring, 2009
           and 2 programs.                                          (depending on the results of Phase 2, and
                                                                    consulting geologist's schedule.)

            TOTAL ESTIMATED COST                       $82,500


COMPETITION

We are an explorations stage company. We do not compete directly with anyone for
the exploration or removal of minerals from our property as we hold all interest
and rights to the claim. Readily available commodities markets exist in the U.S.
and around the world for the sale of gold, silver and other minerals. Therefore,
we will likely be able to sell any gold, silver or other minerals that we are
able to recover.

We will be subject to competition and unforeseen limited sources of supplies in
the industry in the event spot shortages arise for supplies such as dynamite,
and certain equipment such as bulldozers and excavators that we will need to
conduct exploration. We have not yet attempted to locate or negotiate with any
suppliers or products, equipment or services and will not do so until funds are
received from this offering. If we are unsuccessful in securing the products,
equipment and services we need we may have to suspend our exploration plans
until we are able to do so.

We compete with other mineral resource exploration and development companies for
financing and for the acquisition of new mineral properties. Many of the mineral
resource exploration and development companies with whom we compete have greater
financial and technical resources than us. Accordingly, these competitors may be
able to spend greater amounts on acquisitions of mineral properties of merit, on
exploration of their mineral properties and on development of their mineral
properties. In addition, they may be able to afford greater geological expertise
in the targeting and exploration of mineral properties. This competition could
result in competitors having mineral properties of greater quality and interest
to prospective investors who may finance additional exploration and development.
This competition could adversely impact on our ability to finance further
exploration and to achieve the financing necessary for us to develop our mineral
properties.

RESEARCH AND DEVELOPMENT EXPENDITURES

We have not incurred any research expenditures since our incorporation.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

                                       23

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or
purchase or sale of a significant amount of assets not in the ordinary course of
business.

COMPLIANCE WITH GOVERNMENT REGULATION

We will be required to comply with all regulations, rules and directives of
governmental authorities and agencies applicable to the exploration of minerals
in the United States generally, and in the state of Nevada specifically. We will
also be subject to the regulations of the Bureau of Land Management, Department
of the Interior.

PATENTS AND TRADEMARKS

We do not own, either legally or beneficially, any patents or trademarks.

NEED FOR GOVERNMENT APPROVAL FOR ITS PRODUCTS OR SERVICES

We are not required to apply for or have any government approval for our product
or services.

                                   FACILITIES

We currently do not own any physical property or own any real property. We
purchased the Golden Princess Property at a cost of $6,000. Title to the Golden
Princess Property mineral claims is held by Green Star Mining Corp.

We currently utilize space provided to us on a rent free basis from our officer
and director, Nan E. Weaver at 1624 South Lincoln Street, Spokane, WA 99203.
Management believes the current premises are sufficient for its needs at this
time.

                       EMPLOYEES AND EMPLOYMENT AGREEMENTS

We have no employees other than our officer and director as of the date of this
prospectus. Ms. Weaver currently devotes approximately 5 hours per week to
company matters and after receiving funding, she plans to devote as much time as
the Board of Directors determines is necessary to manage the affairs of the
company. There are no formal employment agreements between the company and our
current employees. We conduct our business largely through consultants.

                                LEGAL PROCEEDINGS

We are not currently a party to any legal proceedings, and we are not aware of
any pending or potential legal actions.

            DIRECTOR, EXECUTIVE OFFICER, PROMOTER AND CONTROL PERSON

The names, ages and titles of our executive officers and director are as
follows:

Name and Address of Executive
  Officer and/or Director          Age                  Position
  -----------------------          ---                  --------
Nan E. Weaver                      61     President, Secretary, Treasurer and
1624 South Lincoln Street                 Director
Spokane, WA  99203

Ms. Nan E. Weaver is the promoter of Green Star Mining Corp., as that term is
defined in the rules and regulations promulgated under the Securities and
Exchange Act of 1933.

Ms. Weaver has no formal training as a geologist or in the technical or
managerial aspects of management of a mineral exploration company. Her prior
business experiences have primarily been within the computer component sales

                                       24

industry and not in the mineral exploration industry. Accordingly, we will have
to rely on the technical services of others to advise us on the managerial
aspects specifically associated with a mineral exploration company. We do not
have any employees who have professional training or experience in the mining
industry. We rely on independent geological consultants to make recommendations
to us on work programs on our property, to hire appropriately skilled persons on
a contract basis to complete work programs and to supervise, review, and report
on such programs to us.

TERM OF OFFICE

Our director is appointed to hold office until the next annual meeting of our
stockholders or until her successor is elected and qualified, or until she
resigns or is removed in accordance with the provisions of the Delaware Revised
Statutes. Our officer is appointed by our Board of Directors and holds office
until removed by the Board.

SIGNIFICANT EMPLOYEES

We have no significant employees other than our officer and/or director, Ms. Nan
E. Weaver. Ms. Weaver currently devotes approximately 5 hours per week to
company matters. After receiving funding per our business plan Ms. Weaver
intends to devote as much time as the Board of Directors deem necessary to mange
the affairs of the company.

Ms. Weaver has not been the subject of any order, judgment, or decree of any
court of competent jurisdiction, or any regulatory agency permanently or
temporarily enjoining, barring, suspending or otherwise limited her from acting
as an investment advisor, underwriter, broker or dealer in the securities
industry, or as an affiliated person, director or employee of an investment
company, bank, savings and loan association, or insurance company or from
engaging in or continuing any conduct or practice in connection with any such
activity or in connection with the purchase or sale of any securities.

Ms. Weaver has not been convicted in any criminal proceeding (excluding traffic
violations) nor is she subject of any currently pending criminal proceeding.

We conduct our business through agreements with consultants and arms-length
third parties. Currently, we have no formal consulting agreements in place. We
have a verbal arrangement with the consulting geologist currently conducting the
exploratory work on the Golden Princess Property. We pay the consulting
geologist the usual and customary rates received by geologists performing
similar consulting services.

RESUME

NAN E. WEAVER serves as President, Secretary and Treasurer of Green Star Mining
Corp. since January 22, 2008 (inception). From 1998 to 2006, Ms. Weaver was sole
proprietor of her own company Life Adventure Group, a computer parts
retail/wholesale sales company in La Jolla, CA. Ms. Weaver received a J.D. in
Law from Thomas Jefferson School of Law, San Diego, CA in 1992 and a B.S.
degree, Social Science from Fresno State University, Fresno, CA in 1974.

                             EXECUTIVE COMPENSATION

MANAGEMENT COMPENSATION

Our current director and officer is Nan E. Weaver.

The table below summarizes all compensation awarded to, earned by, or paid to
our executive officers by any person for all services rendered in all capacities
to us for the period from our inception through to February 29, 2008:

                                       25



                                            Annual Compensation                 Long Term Compensation
                                     ---------------------------------    ---------------------------------
                                                                          Restricted
                                                          Other Annual      Stock     Options/*    LTIP         All Other
Name               Title      Year   Salary($)   Bonus    Compensation     Awarded     SARs(#)   Payouts($)   Compensation
- ----               -----      ----   ---------   -----    ------------     -------     -------   ----------   ------------
                                                                                        
Nan E. Weaver    President,   2008     $0         $0           $0            $0         $0          $0             $0
                 Secretary,
                 Treasurer,
                 and Director


There are no current employment agreements between the company and its
officer/director.

On January 25, 2008, a total of 1,500,000 shares of common stock were issued to
Ms. Nan E. Weaver in exchange for cash in the amount of $15,000 or $0.01 per
share. The terms of this stock issuance was as fair to the company, in the
opinion of the board of director, as if it could have been made with an
unaffiliated third party.

Ms. Weaver currently devotes approximately 5 hours per week to manage the
affairs of the company. She has agreed to work with no remuneration until such
time as the company receives sufficient revenues necessary to provide management
salaries. At this time, we cannot accurately estimate when sufficient revenues
will occur to implement this compensation, or what the amount of the
compensation will be.

There are no annuity, pension or retirement benefits proposed to be paid to the
officer or director or employees in the event of retirement at normal retirement
date pursuant to any presently existing plan provided or contributed to by the
company or any of its subsidiaries, if any.

                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Ms. Weaver will not be paid for any underwriting services that she performs on
our behalf with respect to this offering. She will also not receive any interest
on any funds that she may advance to us for expenses incurred prior to the
offering being closed. Any funds loaned will be repaid from the proceeds of the
offering.

On January 25, 2008, a total of 1,500,000 shares of Common Stock was issued to
Ms. Weaver in exchange for $15,000, or $0.01 per share. All of such shares are
"restricted" securities, as that term is defined by the Securities act of 1933,
as amended, and are held by a director of the Company. (See "Dilution".)

         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information concerning the number of
shares of our common stock owned beneficially as of April 22, 2008 by: (i) each
person (including any group) known to us to own more than five percent (5%) of
any class of our voting securities, (ii) our director, and or (iii) our officer.
Unless otherwise indicated, the stockholder listed possesses sole voting and
investment power with respect to the shares shown.

                                       26



                                                               Amount and Nature      Percentage of
                                                                 of Beneficial           Common
Title of Class     Name and Address of Beneficial Owner            Ownership             Stock(1)
- --------------     ------------------------------------            ---------             --------
                                                                             
Common Stock           Nan E. Weaver, Director                     1,500,000               100%
                       1624 South Lincoln Street                     Direct
                       Spokane, WA  99203

Common Stock           Officer and/or director as a Group          1,500,000               100%

HOLDERS OF MORE THAN 5% OF OUR COMMON STOCK


- ----------
(1)  A beneficial owner of a security includes any person who, directly or
     indirectly, through any contract, arrangement, understanding, relationship,
     or otherwise has or shares: (i) voting power, which includes the power to
     vote, or to direct the voting of shares; and (ii) investment power, which
     includes the power to dispose or direct the disposition of shares. Certain
     shares may be deemed to be beneficially owned by more than one person (if,
     for example, persons share the power to vote or the power to dispose of the
     shares). In addition, shares are deemed to be beneficially owned by a
     person if the person has the right to acquire the shares (for example, upon
     exercise of an option) within 60 days of the date as of which the
     information is provided. In computing the percentage ownership of any
     person, the amount of shares outstanding is deemed to include the amount of
     shares beneficially owned by such person (and only such person) by reason
     of these acquisition rights. As a result, the percentage of outstanding
     shares of any person as shown in this table does not necessarily reflect
     the person's actual ownership or voting power with respect to the number of
     shares of common stock actually outstanding on April 22, 2008. As of April
     22, 2008, there were 1,500,000 shares of our common stock issued and
     outstanding.

                            DESCRIPTION OF SECURITIES

GENERAL

Our authorized capital stock consists of 100,000,000 shares of common stock,
with a par value of $0.0001 per share. As of April 22, 2008, there were
1,500,000 shares of our common stock of our common stock issued and outstanding
that was held of record by one (1) registered stockholder.

COMMON STOCK

The following is a summary of the material rights and restrictions associated
with our common stock. This description does not purport to be a complete
description of all of the rights of our stockholders and is subject to, and
qualified in its entirety by, the provisions of our most current Articles of
Incorporation and Bylaws, which are included as exhibits to this Registration
Statement.

The holders of our common stock currently have (i) equal ratable rights to
dividends from funds legally available therefore, when, as and if declared by
the Board of Directors of the Company; (ii) are entitled to share ratably in all
of the assets of the Company available for distribution to holders of common
stock upon liquidation, dissolution or winding up of the affairs of the Company
(iii) do not have preemptive, subscription or conversion rights and there are no
redemption or sinking fund provisions or rights applicable thereto; and (iv) are
entitled to one non-cumulative vote per share on all matters on which stock
holders may vote. All shares of common stock now outstanding are fully paid for
and non-assessable and all shares of common stock which are the subject of this
offering, when issued, will be fully paid for and non-assessable. Please refer
to the Company's Articles of Incorporation, By-Laws and the applicable statutes
of the State of Delaware for a more complete description of the rights and
liabilities of holders of the Company's securities.

                                       27

NON-CUMULATIVE VOTING

The holders of shares of common stock of the Company do not have cumulative
voting rights, which means that the holder of more than 50% of such outstanding
shares, voting for the election of director, can elect all of the directors to
be elected, if she so chooses, and, in such event, the holders of the remaining
shares will not be able to elect any of the Company's directors. After this
Offering is completed, the present stockholder will own 60% of the outstanding
shares. (See "Dilution").

DIVIDEND POLICY

We have never declared or paid any cash dividends on our common stock. We
currently intend to retain future earnings, if any, to finance the expansion of
our business. As a result, we do not anticipate paying any cash dividends in the
foreseeable future.

                 INDEMNIFICATION FOR SECURITIES ACT LIABILITIES

Our Articles of Incorporation provide that we will indemnify an officer,
director, or former officer or director, to the full extent permitted by law. We
have been advised that, in the opinion of the SEC, indemnification for
liabilities arising under the Securities Act is against public policy as
expressed in the Securities Act, and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities (other than the
payment of expenses incurred or paid by a director, officer or controlling
person in the successful defense of any action, suit or proceeding) is asserted
by one of our director, officers, or controlling persons in connection with the
securities being registered, we will, unless in the opinion of our legal counsel
the matter has been settled by controlling precedent, submit the question of
whether such indemnification is against public policy to a court of appropriate
jurisdiction. We will then be governed by the court's decision.

                                  LEGAL MATTERS

No expert or counsel named in this prospectus as having prepared or certified
any part of this prospectus or having given an opinion upon the validity of the
securities being registered or upon other legal matters in connection with the
registration or offering of the common stock was employed on a contingency
basis, or had, or is to receive, in connection with the offering, a substantial
interest, direct or indirect, in our company or any of its parents or
subsidiaries. Nor was any such person connected with our company or any of its
parents or subsidiaries as a promoter, managing or principal underwriter, voting
trustee, director, officer, or employee.

                                     EXPERTS

The law firm of Robert C. Weaver, Jr., has passed upon the validity of the
shares being offered and certain other legal matters and is representing us in
connection with this offering. Mr. Weaver's consent is attached to this
prospectus as an exhibit.

George Stewart, CPA, our independent registered public accountant, has audited
our financial statements included in this prospectus and registration statement
to the extent and for the periods set forth in their audit report. George
Stewart has presented its report with respect to our audited financial
statements. The report of George Stewart is included in reliance upon their
authority as experts in accounting and auditing, and his consent is attached to
this prospectus as an exhibit.

Laurence Sookochoff, P. Eng., Sookochoff Consultants Inc., is our consulting
geologist. Mr. Sookochoff is a consulting professional geologist in the
Geological Section and is a member in good standing of the Association of
Professional Engineers and Geoscientists in British Columbia, Canada. Mr.
Sookochoff's consent is attached to this prospectus as an exhibit.

                              AVAILABLE INFORMATION

We have not previously been required to comply with the reporting requirements
of the Securities Exchange Act. We have filed with the SEC a registration
statement on Form S-1 to register the securities offered by this prospectus. For
future information about us and the securities offered under this prospectus,
you may refer to the registration statement and to the exhibits filed as a part
of the registration statement.

                                       28

In addition, after the effective date of this prospectus, we will be required to
file annual, quarterly and current reports, or other information with the SEC as
provided by the Securities Exchange Act. You may read and copy any reports,
statements or other information we file at the SEC's public reference facility
maintained by the SEC at 100 F Street, N.E., Washington, D.C. 20549. You can
request copies of these documents, upon payment of a duplicating fee, by writing
to the SEC. Please call the SEC at 1-800-SEC-0330 for further information on the
operation of the public reference room. Our SEC filings are also available to
the public through the SEC Internet site at www.sec.gov.

                              FINANCIAL STATEMENTS

The financial statements of Green Star Mining Corp. for the year ended February
29, 2008, and related notes, included in this prospectus have been audited by
George Stewart, CPA, and have been so included in reliance upon the opinion of
such accountants given upon their authority as an expert in auditing and
accounting.

                CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
                      ACCOUNTING AND FINANCIAL DISCLOSURE

We have had no changes in or disagreements with our accountants.

                                       29

                            GREEN STAR MINING, CORP.

                                      INDEX

Report of Independent Registered Public Accounting Firm                      F-2

Financial Statements:

     Balance Sheet - February 29, 2008                                       F-3

     Statement of Operations - January 22, 2008 through
     February 29, 2008                                                       F-4

     Statement of Stockholders' Equity - January 22, 2008 through
     February 29, 2008                                                       F-5

     Statement of Cash Flows - January 22, 2008 through
     February 29, 2008                                                       F-6

Notes to Financial Statements                                                F-7

                                      F-1

                               GEORGE STEWART, CPA
                     2301 SOUTH JACKSON STREET, SUITE 101-G
                            SEATTLE, WASHINGTON 98144
                        (206) 328-8554 FAX(206) 328-0383


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors
Green Star Mining, Corp.

I have audited the  accompanying  balance sheet of Green Star Mining,  Corp. (An
Exploration Stage Company) as of February 29, 2008, and the related statement of
operations,  stockholders' equity and cash flows for the period from January 22,
2008  (inception),  to February 29, 2008.  These  financial  statements  are the
responsibility of the Company's  management.  My responsibility is to express an
opinion on these financial statements based on my audit.

I conducted my audit in  accordance  with the  standards  of the Public  Company
Accounting Oversight Board (United States).  Those standards require that I 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.  I believe that my audit provides a reasonable
basis for my opinion.

In my opinion, the financial statements referred to above present fairly, in all
material  respects,  the  financial  position of Green Star  Mining,  Corp.  (An
Exploration  Stage  Company) as of  February  29,  2008,  and the results of its
operations  and cash flows from  January 22, 2008  (inception),  to February 29,
2008 in conformity with generally accepted  accounting  principles in the United
States of America.

The accompanying  financial  statements have been prepared  assuming the Company
will  continue as a going  concern.  As discussed  in Note # 6 to the  financial
statements,  the Company has had no operations and has no established  source of
revenue.  This raises substantial doubt about its ability to continue as a going
concern.  Management's plan in regard to these matters is also described in Note
# 6. The financial  statements do not include any adjustments  that might result
from the outcome of this uncertainty.


/s/ George Stewart, CPA
- ---------------------------------
Seattle, Washington
April 22, 2008

                                      F-2

                            Green Star Mining, Corp.
                         (An Exploration Stage Company)
                                  Balance Sheet
- --------------------------------------------------------------------------------

                                                                      As of
                                                                   February 29,
                                                                      2008
                                                                    --------

                                     ASSETS

CURRENT ASSETS
  Cash                                                              $ 15,000
                                                                    --------
TOTAL CURRENT ASSETS                                                  15,000
                                                                    --------

TOTAL ASSETS                                                        $ 15,000
                                                                    ========

                       LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts Payable                                                  $  9,000
                                                                    --------
TOTAL CURRENT LIABILITIES                                              9,000
                                                                    --------

TOTAL LIABILITIES                                                      9,000
                                                                    --------

STOCKHOLDERS' EQUITY
  Common stock, ($0.0001 par value, 100,000,000 shares
   authorized; 1,500,000 shares issued and outstanding
   as of February 29, 2008                                               150
  Additional paid-in capital                                          14,850
  Deficit accumulated during exploration stage                        (9,000)
                                                                    --------
TOTAL STOCKHOLDERS' EQUITY                                             6,000
                                                                    --------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                      $ 15,000
                                                                    ========


                       See Notes to Financial Statements

                                      F-3

                            Green Star Mining, Corp.
                         (An Exploration Stage Company)
                             Statement of Operations
- --------------------------------------------------------------------------------

                                                                January 22, 2008
                                                                  (inception)
                                                                    through
                                                                  February 29,
                                                                     2008
                                                                  ----------
REVENUES
  Revenues                                                        $       --
                                                                  ----------
TOTAL REVENUES                                                            --

GENERAL & ADMINISTRATIVE EXPENSES                                      9,000
                                                                  ----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES                               (9,000)
                                                                  ----------

NET INCOME (LOSS)                                                 $   (9,000)
                                                                  ==========

BASIC EARNING (LOSS) PER SHARE                                    $    (0.01)
                                                                  ==========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                                         1,500,000
                                                                  ==========


                       See Notes to Financial Statements

                                      F-4

                            Green Star Mining, Corp.
                         (An Exploration Stage Company)
                  Statement of Changes in Stockholders' Equity
           From January 22, 2008 (Inception) through February 29, 2008
- --------------------------------------------------------------------------------



                                                                                       Deficit
                                                                                     Accumulated
                                                            Common     Additional      During
                                              Common        Stock       Paid-in      Exploration
                                              Stock         Amount      Capital         Stage         Total
                                              -----         ------      -------         -----         -----
                                                                                     
BALANCE, JANUARY 22, 2008                           --     $    --      $     --      $     --      $     --

Stock issued for cash on January 25, 2008
 @ $0.01 per share                           1,500,000         150        14,850                      15,000

Net loss,  February 29, 2008                                                            (9,000)       (9,000)
                                            ----------     -------      --------      --------      --------

BALANCE, FEBRUARY 29, 2008                   1,500,000     $   150      $ 14,850      $ (9,000)     $  6,000
                                            ==========     =======      ========      ========      ========



                       See Notes to Financial Statements

                                      F-5

                            Green Star Mining, Corp.
                         (An Exploration Stage Company)
                             Statement of Cash Flows
- --------------------------------------------------------------------------------

                                                                January 22, 2008
                                                                   (inception)
                                                                     through
                                                                   February 29,
                                                                      2008
                                                                    --------
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                 $ (9,000)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:

  Changes in operating assets and liabilities:
     Accounts Payable                                                  9,000
                                                                    --------
          NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES             --

CASH FLOWS FROM INVESTING ACTIVITIES

          NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES             --

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of common stock                                               150
  Additional paid-in capital                                          14,850
                                                                    --------
          NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES         15,000
                                                                    --------

NET INCREASE (DECREASE) IN CASH                                       15,000

CASH AT BEGINNING OF PERIOD                                               --
                                                                    --------

CASH AT END OF YEAR                                                 $ 15,000
                                                                    ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                          $     --
                                                                    ========
  Income Taxes                                                      $     --
                                                                    ========


                       See Notes to Financial Statements

                                      F-6

                             GREEN STAR MINING CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                February 29, 2008


NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Green Star Mining Corp.  (the  Company) was  incorporated  under the laws of the
State of Delaware on January 22,  2008.  The Company was formed to engage in the
acquisition, exploration and development of natural resource properties.

The  Company  is in the  exploration  stage.  Its  activities  to date have been
limited to capital formation, organization and development of its business plan.
The Company has not commenced operations.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected a February 28, year-end.

BASIC EARNINGS (LOSS) PER SHARE

In February  1997,  the FASB issued SFAS No. 128,  "Earnings  Per Share",  which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities  with  publicly  held common  stock.  SFAS No. 128
supersedes the provisions of APB No. 15, and requires the  presentation of basic
earnings (loss) per share and diluted earnings (loss) per share. The Company has
adopted  the  provisions  of SFAS No. 128  effective  January  22, 2008 (date of
inception).

Basic net  earnings  (loss) per share  amounts are  computed by dividing the net
earnings  (loss) by the weighted  average  number of common shares  outstanding.
Diluted  earnings  (loss)  per share are the same as basic  earnings  (loss) per
share due to the lack of dilutive items in the Company.

CASH EQUIVALENTS

The Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

USE OF ESTIMATES AND ASSUMPTIONS

The preparation of financial  statements in conformity  with 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. In accordance with FASB 16 all
adjustments are normal and recurring.

                                      F-7

                             GREEN STAR MINING CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                February 29, 2008


NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

INCOME TAXES

Income taxes are provided in accordance  with Statement of Financial  Accounting
Standards  No. 109 (SFAS 109),  "Accounting  for Income  Taxes".  A deferred tax
asset or liability is recorded for all temporary  differences  between financial
and tax  reporting and net operating  loss  carryforwards.  Deferred tax expense
(benefit) results from the net change during the year of deferred tax assets and
liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion of all of the deferred
tax assets will be realized.  Deferred tax assets and  liabilities  are adjusted
for the effects of changes in tax laws and rates on the date of enactment.

NOTE 3. RECENT ACCOUNTING PRONOUCEMENTS

In September 2006, the SEC issued SAB No. 108, "Considering the Effects of Prior
Year  Misstatements  when  Quantifying  Misstatements  in Current Year Financial
Statements."  SAB No. 108  addresses  how the effects of prior year  uncorrected
misstatements  should be considered when  quantifying  misstatements  in current
year  financial   statements.   SAB  No.  108  requires  companies  to  quantify
misstatements  using a  balance  sheet  and  income  statement  approach  and to
evaluate  whether  either  approach  results  in  quantifying  an error  that is
material in light of relevant  quantitative and qualitative factors. SAB No. 108
is effective for periods ending after November 15, 2006. The adoption of SAB No.
108 had no material effect on the Company's financial statements.

In September  2006,  the FASB issued SFAS No. 157, "Fair Value  Measures".  This
Statement  defines fair value,  establishes a framework for measuring fair value
in generally accepted  accounting  principles (GAAP),  expands disclosures about
fair value measurements,  and applies under other accounting pronouncements that
require or permit fair value measurements. SFAS No. 157 does not require any new
fair value measurements.  However,  the FASB anticipates that for some entities,
the  application of SFAS No. 157 will change current  practice.  SFAS No. 157 is
effective  for  financial  statements  issued for fiscal years  beginning  after
November  15,  2007,  which for the Company  would be the fiscal year  beginning
March 1, 2008.  The Company is currently  evaluating  the impact of SFAS No. 157
but does  not  expect  that it will  have a  material  impact  on its  financial
statements.

In September  2006,  the FASB issued SFAS No. 158,  "Employers'  Accounting  for
Defined  Benefit  Pension  and  Other  Post-retirement  Plans."  This  Statement
requires an employer to recognize  the over funded or under  funded  status of a
defined benefit post retirement  plan (other than a  multi-employer  plan) as an
asset or liability in its  statement  of  financial  position,  and to recognize
changes in that  funded  status in the year in which the changes  occur  through

                                      F-8

                             GREEN STAR MINING CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                February 29, 2008


NOTE 3. RECENT ACCOUNTING PRONOUCEMENTS (Continued)

comprehensive  income.  SFAS No. 158 is effective  for fiscal years ending after
December 15, 2006. The  implementation of SFAS No. 158 had no material impact on
the Company's financial position and results of operations.

In February  2007,  the FASB issued  SFAS No.  159,  "The Fair Value  Option for
Financial Assets and Financial Liabilities".  This statement permits entities to
choose to measure many financial assets and financial liabilities at fair value.
Unrealized  gains and losses on items for which the fair  value  option has been
elected are  reported in earnings.  SFAS No. 159 is  effective  for fiscal years
beginning after November 15, 2007. The Company is currently assessing the impact
of SFAS No. 159 on its financial position and results of operations.

NOTE 4. GOING CONCERN

The  accompanying  financial  statements are presented on a going concern basis.
The Company had no  operations  during the period from January 22, 2008 (date of
inception)  to  February  29,  2008 and  generated  a net loss of $ 9,000.  This
condition raises  substantial doubt about the Company's ability to continue as a
going concern. Because the Company is currently in the exploration stage and has
minimal  expenses,  management  believes  that the  company's  current cash of $
15,000 is  sufficient  to cover the  expenses  they will  incur  during the next
twelve months in a limited  operations  scenario or until they raise  additional
funding.

Management  plans to raise  additional  funds through debt or equity  offerings.
Management's  current plan includes an S-1 registration  statement with the U.S.
Securities  and Exchange  Commission  of 1,000,000  shares for sale at $.025 per
share to raise capital of $25,000 to implement their business plan.  There is no
guarantee that the Company will be able to raise any capital through this or any
other offerings.

NOTE 5. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common.

NOTE 6. RELATED PARTY TRANSACTIONS

Nan E. Weaver,  the sole officer and director of the Company may, in the future,
become involved in other business  opportunities as they become  available,  and
she may face a conflict in selecting  between the Company and her other business
opportunities.  The Company has not  formulated a policy for the  resolution  of
such conflicts.

Nan E. Weaver,  sole  officer and director of the Company,  will not be paid for
any  underwriting  services  that she  performs  on behalf of the  Company  with
respect to the Company's  upcoming S-1  offering.  She will also not receive any
interest on any funds that she  advances to the  Company for  offering  expenses
prior to the offering being closed which will be repaid from the proceeds of the
offering.

                                      F-9

                             GREEN STAR MINING CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                February 29, 2008


NOTE 7. INCOME TAXES

                                                         As of December 31, 2007
                                                         -----------------------
     Deferred tax assets:
     Net operating tax carry forwards                           $ 9,000
     Tax rate                                                        34%
                                                                -------
     Gross deferred tax assets                                    3,060
     Valuation allowance                                         (3,060)
                                                                -------

     Net deferred tax assets                                    $     0
                                                                =======

Realization of deferred tax assets is dependent upon  sufficient  future taxable
income  during  the  period  that  deductible  temporary  differences  and carry
forwards  are  expected  to be  available  to  reduce  taxable  income.  As  the
achievement of required future taxable income is uncertain, the Company recorded
a valuation allowance.

NOTE 8. NET OPERATING LOSSES

As of February 29, 2008,  the Company has a net operating loss carry forwards of
approximately  $9,000.  Net operating loss carry  forwards  expires twenty years
from the date the loss was incurred.

NOTE 9. STOCK TRANSACTIONS

Transactions,  other than  employees'  stock  issuance,  are in accordance  with
paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair
value of the consideration received. Transactions with employees' stock issuance
are in accordance with paragraphs  (16-44) of SFAS 123. These issuances shall be
accounted for based on the fair value of the consideration  received or the fair
value  of  the  equity   instruments   issued,  or  whichever  is  more  readily
determinable.

On January 25, 2008,  the Company  issued a total of 1,500,000  shares of common
stock to Nan E.  Weaver for cash in the amount of $0.01 per share for a total of
$15,000.

As of February 29, 2008 the Company had 1,500,000  shares of common stock issued
and outstanding.

NOTE 10. STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of February 29, 2008:

Common  stock,  $ 0.0001 par value:  100,000,000  shares  authorized;  1,500,000
shares issued and outstanding.

                                      F-10





                      DEALER PROSPECTUS DELIVERY OBLIGATION

Until ________, all dealers that effect transactions in these securities,
whether or not participating in this offering, may be required to deliver a
prospectus. This is in addition to the dealer's obligation to deliver a
prospectus when acting as underwriters and with respect to their unsold
allotments or subscriptions.




                                     PART II

                   INFORMATION NOT REQUIRED IN THE PROSPECTUS


ITEM 13. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

The estimated costs of this offering are as follows:

                           Expenses(1)                  US($)
                           -----------               ---------
                  SEC Registration Fee               $    0.98
                  Legal and Professional Fees        $2,500.00
                  Accounting and Auditing            $1,500.00
                  Printing of Prospectus             $  499.02
                                                     ---------
                  TOTAL                              $4,500.00
                                                     =========

- ----------
(1)  All amounts are estimates, other than the SEC's registration fee.

ITEM 14.  INDEMNIFICATION OF DIRECTOR AND OFFICERS

Green Star Mining Corp.'s By-Laws allow for the indemnification of the officer
and/or director in regards to her carrying out the duties of her office. The
Board of Directors will make determination regarding the indemnification of the
director, officer or employee as is proper under the circumstances if she has
met the applicable standard of conduct set forth in the Delaware General
Corporation Law.

As to indemnification for liabilities arising under the Securities Act of 1933
for a director, officer and/or person controlling Green Star Mining Corp., we
have been informed that in the opinion of the Securities and Exchange Commission
such indemnification is against public policy and unenforceable.

ITEM 15.  RECENT SALES OF UNREGISTERED SECURITIES

Set forth below is information regarding the issuance and sales of securities
without registration since inception. No such sales involved the use of an
underwriter; no advertising or public solicitation was involved; the securities
bear a restrictive legend; and no commission was paid in connection with the
sale of any securities.

We issued 1,500,000 shares of common stock on January 25, 2008 to Nan E. Weaver,
our director. These shares were issued pursuant to Section 4(2) of the
Securities Act at a price of $0.01 per share, for total proceeds of $15,000. The
1,500,000 shares of common stock are restricted shares as defined in the
Securities Act.

ITEM 16.  EXHIBITS

     Exhibit
     Number                  Description of Exhibits
     ------                  -----------------------
       3.1            Certificate of Incorporation.
       3.2            By - Laws
       5.1            Opinion re: Legality and Consent of Counsel
      23.1            Consent of Independent Auditor
      23.2            Consent of Professional Geologist
      99.1            Subscription Agreement
      99.2            Purchase Agreement

                                      II-1

UNDERTAKINGS

The undersigned Registrant hereby undertakes:

1.   To file, during any period in which offers or sales are being made, a
     post-effective amendment to this registration statement to:

     (a)  Include any prospectus required by Section 10(a)(3) of the Securities
          Act;

     (b)  Reflect in the prospectus any facts or events which, individually or
          together, represent a fundamental change in the information in the
          registration statement. Notwithstanding the foregoing, any increase or
          decrease in volume of securities offered (if the total dollar value of
          securities offered would not exceed that which was registered) and any
          deviation from the low or high end of the estimated maximum offering
          range may be reflected in the form of prospectus filed with the SEC
          pursuant to Rule 424(b) if, in the aggregate, the changes in the
          volume and price represent no more than a 20% change in the maximum
          aggregate offering price set forth in the "Calculation of Registration
          Fee" table in the effective registration statement; and

     (c)  Include any additional or changed material information on the plan of
          distribution.

2.   To, for the purpose of determining any liability under the Securities Act,
     treat each post-effective amendment as a new registration statement
     relating to the securities offered herein, and to treat the offering of
     such securities at that time to be the initial bona fide offering thereof.

3.   To remove from registration, by means of a post-effective amendment, any of
     the securities being registered hereby that remains unsold at the
     termination of the offering.

4.   For determining liability of the undersigned Registrant under the
     Securities Act to any purchaser in the initial distribution of the
     securities, that in a primary offering of securities of the undersigned
     Registrant pursuant to this registration statement, regardless of the
     underwriting method used to sell the securities to the purchaser, if the
     securities are offered or sold to such purchaser by means of any of the
     following communications, the undersigned Registrant will be a seller to
     the purchaser and will be considered to offer or sell such securities to
     such purchaser:

     (a)  Any preliminary prospectus or prospectus of the undersigned Registrant
          relating to the offering required to be filed pursuant to Rule 424;

     (b)  Any free writing prospectus relating to the offering prepared by or on
          behalf of the undersigned Registrant or used or referred to by the
          undersigned Registrant;

     (c)  The portion of any other free writing prospectus relating to the
          offering containing material information about the undersigned
          Registrant or its securities provided by or on behalf of the
          undersigned Registrant; and

     (d)  Any other communication that is an offer in the offering made by the
          undersigned Registrant to the purchaser.

Insofar as indemnification for liabilities arising under the Securities Act of
1933 (the "Act") may be permitted to our director, officers and controlling
persons pursuant to the provisions above, or otherwise, we have been advised
that in the opinion of the SEC such indemnification is against public policy as
expressed in the Securities Act, and is, therefore, unenforceable.

                                      II-2

In the event that a claim for indemnification against such liabilities, other
than the payment by us of expenses incurred or paid by one of our director,
officers, or controlling persons in the successful defense of any action, suit
or proceeding, is asserted by one of our director, officers, or controlling
person sin connection with the securities being registered, we will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification is against public policy as expressed in the Securities Act, and
we will be governed by the final adjudication of such issue.

For determining any liability under the Securities Act, we shall treat the
information omitted from the form of prospectus filed as part of this
registration statement in reliance upon Rule 430A and contained in a form of
prospectus filed by us under Rule 424 (b) (1), or (4), or 497(h) under the
Securities Act as part of this registration statement as of the time the
Commission declared it effective.

For determining any liability under the Securities Act, we shall treat each
post-effective amendment that contains a form of prospectus as a new
registration statement for the securities offered in the registration statement,
and that the offering of the securities at that time as the initial bona fide
offering of those securities.

For the purposes of determining liability under the Securities Act for any
purchaser, each prospectus filed pursuant to Rule 424(b) as part of a
registration statement relating to an offering, other than registration
statements relying on Rule 430B or other than prospectuses filed in reliance on
Rule 430A, shall be deemed to be part of and included in the registration
statement as of the date it is first used after effectiveness. Provided,
however, that no statement made in a registration statement or prospectus that
is part of the registration statement or made in a document incorporated or
deemed incorporated by reference into the registration statement or prospectus
that is part of the registration statement will, as to a purchaser with a time
of contract of sale prior to such first use, supersede or modify any statement
that was made in the registration statement or prospectus that was part of the
registration statement or made in any such document immediately prior to such
date of first use.

                                   SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements of filing on Form S-1 and authorized this registration
statement to be signed on its behalf by the undersigned, in Spokane, WA on April
22, 2008.

                           GREEN STAR MINING CORP.


                           By: /s/ Nan E. Weaver
                               -------------------------------------------------
                               NAN E. WEAVER
                               President, Secretary, Treasurer
                               Chief Executive Officer, Chief Financial Officer,
                               Principal Accounting Officer and Director

In accordance with the requirements of the Securities Act of 1933, this
registration statement was signed by the following persons in the capacities and
on the dates stated.

     Signature                           Title                         Date
     ---------                           -----                         ----


/s/ Nan E. Weaver               President and Director,           April 22, 2008
- ----------------------------    Chief Executive Officer, Chief
NAN E. WEAVER                   Financial Officer, Principal
                                Accounting Officer

                                      II-3

EX-3.1

                                                                     Exhibit 3.1

                                                               State of Delaware
                                                              Secretary of State
                                                        Division of Corporations
                                                    Delivered 04:35PM 01/22/2008
                                                     FILED 04:04PM PM 01/22/2008
                                                    SRV 080069401 - 4492927 FILE

                          CERTIFICATE OF INCORPORATION

     FIRST: The name of this corporation shall be: GREEN STAR MINING CORP.

     SECOND: Its registered office in the State of Delaware is to be located at
2711 Centerville Road, Suite 400, Wilmington, Country of New Castle, Delaware,
19808. The name of its registered agent at such address is THE COMPANY
CORPORATION.

     THIRD: The purpose or purposes of the corporation shall be:

     To engage in any lawful act or activity for which corporations may be
organized under the General Corporation Law of Delaware.

     FOURTH: The total number of shares of stock which this corporation is
authorized to issue, is One Hundred Million (100,000,000)shares of common stock
with a par value of $0.0001.

     The powers, preferences and rights and the qualification, limitation and
restrictions thereof shall be determined by the board of directors.

     FIFTH: The name and mailing address of the incorporator is as follows:

                             The Company Corporation
                             2711 Centerville Road
                                   Suite 400
                              Wilmington, DE 19808

     SIXTH: The Board of Directors shall have the power to adopt, amend or
repeal the by-laws.

     SEVENTH: No director shall be personally liable to the Corporation or its
stockholders for monetary damages for any breach of fiduciary duty by such
director as a director. Notwithstanding the foregoing sentence, a director shall
be liable to the extent provided by applicable law, (i) for breach of the
director's duty of loyalty to the Corporation or its stockholders, (ii) for acts
or omissions not in good faith or which involve intentional misconduct or a
knowing violation of law, (iii) pursuant to Section 174 of the Delaware General
Corporation Law or (iv) for any transaction from which the director derived an
improper personal benefit. No amendment to or repeal of this Article Seventh
shall apply to or have an effect on the liability or alleged liability of any
director of the Corporation for or with respect to any acts of omissions of such
director occurring prior to such amendment.

     IN WITNESS WHEREOF, the undersigned, being the incorporator herein before
named, has executed signed and acknowledged this certificate of incorporation
this 22nd day of January, 2008.


                                  By: /s/ Margaret C. Dennis
                                      ---------------------------
                                      Margaret C. Dennis
                                      Assistant Secretary

EX-3.2

                                                                     Exhibit 3.2

                                     BYLAWS

                                       OF

                             GREEN STAR MINING CORP.

                            (a Delaware corporation)

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

                                    ARTICLE I

                                  STOCKHOLDERS

     1. CERTIFICATES  REPRESENTING STOCK. Certificates representing stock in the
corporation  shall be  signed  by,  or in the name of,  the  corporation  by the
Chairperson  or  Vice-Chairperson  of the Board of Directors,  if any, or by the
President or a Vice-President and by the Treasurer or an Assistant  Treasurer or
the Secretary or an Assistant  Secretary of the corporation shall sign by, or in
the name of, the corporation certificates representing stock in the corporation.
Any or all the signatures on any such  certificate  may be a facsimile.  In case
any officer,  transfer  agent,  or registrar  who has signed or whose  facsimile
signature  has been  placed  upon a  certificate  shall  have  ceased to be such
officer,  transfer agent, or registrar before such certificate is issued, it may
be issued by the  corporation  with the same  effect as if such person were such
officer, transfer agent, or registrar at the date of issue.

     Whenever the  corporation  shall be authorized to issue more than one class
of stock or more  than one  series  of any  class of  stock,  and  whenever  the
corporation  shall  issue any  shares of its stock as  partly  paid  stock,  the
certificates  representing  shares  of any such  class or  series or of any such
partly  paid stock  shall set forth  thereon the  statements  prescribed  by the
General  Corporation  Law. Any  restrictions  on the transfer or registration of
transfer  of any  shares  of  stock  of any  class  or  series  shall  be  noted
conspicuously on the certificate representing such shares.

     The  corporation  may issue a new  certificate  of stock or  uncertificated
shares in place of any  certificate  theretofore  issued by it,  alleged to have
been lost,  stolen,  or  destroyed,  and the Board of Directors  may require the
owner of the lost,  stolen,  or destroyed  certificate,  or such  owner's  legal
representative,  to give the  corporation  a bond  sufficient  to indemnify  the
corporation  against  any claim  that may be made  against  it on account of the
alleged loss,  theft, or destruction of any such  certificate or the issuance of
any such new certificate or uncertificated shares.

     2. UNCERTIFICATED  SHARES. Subject to any conditions imposed by the General
Corporation  Law,  the Board of  Directors  of the  corporation  may  provide by
resolution  or  resolutions  that some or all of any or all classes or series of
the stock of the corporation shall be uncertificated shares. Within a reasonable
time  after  the  issuance  or  transfer  of  any  uncertificated   shares,  the
corporation  shall send to the  registered  owner  thereof  any  written  notice
prescribed by the General Corporation Law.

     3.  FRACTIONAL  SHARE  INTERESTS.  The  corporation  may,  but shall not be
required  to,  issue  fractions of a share.  If the  corporation  does not issue
fractions of a share,  it shall (1) arrange for the  disposition  of  fractional
interests by those entitled thereto, (2) pay in cash the fair value of fractions
of a share as of the time when those  entitled  to receive  such  fractions  are
determined,   or  (3)  issue  scrip  or  warrants  in  registered  form  (either
represented by a certificate or uncertificated) or bearer form (represented by a
certificate)  which  shall  entitle  the holder to receive a full share upon the
surrender of such scrip or warrants  aggregating a full share. A certificate for
a fractional  share or an  uncertificated  fractional  share shall, but scrip or
warrants  shall not unless  otherwise  provided  therein,  entitle the holder to
exercise voting rights, to receive dividends thereon,  and to participate in any
of the  assets  of the  corporation  in the event of  liquidation.  The Board of
Directors  may cause scrip or warrants  to be issued  subject to the  conditions
that they shall become void if not exchanged for  certificates  representing the
full shares or uncertificated full shares before a specified date, or subject to
the conditions that the shares for which scrip or warrants are  exchangeable may
be sold by the corporation and the proceeds  thereof  distributed to the holders
of scrip or  warrants,  or  subject to any other  conditions  which the Board of
Directors may impose.

     4.  STOCK  TRANSFERS.  Upon  compliance  with  provisions  restricting  the
transfer or registration  of transfer of shares of stock,  if any,  transfers or
registration  of transfers of shares of stock of the  corporation  shall be made
only on the stock ledger of the corporation by the registered holder thereof, or
by the registered  holder's attorney  thereunto  authorized by power of attorney
duly executed and filed with the Secretary of the corporation or with a transfer
agent  or a  registrar,  if any,  and,  in the  case of  shares  represented  by
certificates, on surrender of the certificate or certificates for such shares of
stock properly endorsed and the payment of all taxes due thereon.

     5.  RECORD  DATE FOR  STOCKHOLDERS.  In  order  that  the  corporation  may
determine  the  stockholders  entitled to notice of or to vote at any meeting of
stockholders or any adjournment thereof, the Board of Directors may fix a record
date,  which  record date shall not  precede the date upon which the  resolution
fixing the record date is adopted by the Board of  Directors,  and which  record
date shall not be more than sixty nor less than ten days before the date of such
a meeting. If no record date is fixed by the Board of Directors, the record date
for  determining  stockholders  entitled to notice of or to vote at a meeting of
stockholders shall be at the close of business on the day next preceding the day
on which notice is given,  or, if notice is waived,  at the close of business on
the day next preceding the day on which the meeting is held. A determination  of
stockholders  of  record  entitled  to  notice  of or to  vote at a  meeting  of
stockholders shall apply to any adjournment of the meeting;  provided,  however,
that the Board of Directors may fix a new record date for the adjourned meeting.
In order that the corporation may determine the stockholders entitled to consent
to corporate action in writing without a meeting, the Board of Directors may fix

                                       2

a record  date,  which  record  date shall not  precede  the date upon which the
resolution  fixing the record  date is  adopted by the Board of  Directors,  and
which  date  shall  not be more  than ten days  after  the date  upon  which the
resolution  fixing the record date is adopted by the Board of  Directors.  If no
record  date has been  fixed by the  Board of  Directors,  the  record  date for
determining the stockholders  entitled to consent to corporate action in writing
without a meeting, when no prior action by the Board of Directors is required by
the General  Corporation  Law, shall be the first date on which a signed written
consent  setting  forth the action taken or proposed to be taken is delivered to
the  corporation by delivery to its registered  office in the State of Delaware,
its  principal  place of  business,  or an officer  or agent of the  corporation
having custody of the book in which  proceedings of meetings of stockholders are
recorded.  Delivery made to the corporation's registered office shall be by hand
or by certified or registered mail, return receipt requested.  If no record date
has been  fixed by the  Board of  Directors  and  prior  action  by the Board of
Directors  is  required  by the  General  Corporation  Law,  the record date for
determining  stockholders  entitled  to consent to  corporate  action in writing
without a  meeting  shall be at the  close of  business  on the day on which the
Board of Directors adopts the resolution taking such prior action. In order that
the  corporation may determine the  stockholders  entitled to receive payment of
any  dividend  or  other   distribution  or  allotment  of  any  rights  or  the
stockholders  entitled  to  exercise  any  rights  in  respect  of  any  change,
conversion, or exchange of stock, or for the purpose of any other lawful action,
the Board of  Directors  may fix a record  date,  which  record  date  shall not
precede  the date upon which the  resolution  fixing the record date is adopted,
and which record date shall be not more than sixty days prior to such action. If
no record date is fixed,  the record date for determining  stockholders  for any
such purpose  shall be at the close of business on the day on which the Board of
Directors adopts the resolution relating thereto.

     6.  MEANING OF  CERTAIN  TERMS.  As used  herein in respect of the right to
notice of a meeting of  stockholders  or a waiver  thereof or to  participate or
vote  thereat or to  consent or dissent in writing in lieu of a meeting,  as the
case may be,  the term  "share"  or  "shares"  or "share of stock" or "shares of
stock" or  "stockholder"  or  "stockholders"  refers to an outstanding  share or
shares of stock and to a holder or  holders of record of  outstanding  shares of
stock when the  corporation  is  authorized to issue only one class of shares of
stock,  and said reference is also intended to include any outstanding  share or
shares of stock and any  holder or holders  of record of  outstanding  shares of
stock of any class  upon  which or upon whom the  certificate  of  incorporation
confers  such rights  where there are two or more classes or series of shares of
stock or upon which or upon whom the General Corporation Law confers such rights
notwithstanding  that the certificate of incorporation may provide for more than
one class or series of  shares  of stock,  one or more of which are  limited  or
denied such rights there under; provided, however, that no such right shall vent
in the event of an increase or a decrease in the authorized  number of shares of
stock of any class or series which is otherwise  denied  voting rights under the
provisions of the certificate of  incorporation,  except as any provision of law
may otherwise require.

     7. STOCKHOLDER MEETINGS.

     - TIME. The annual meeting shall be held on the date and at the time fixed,
from time to time, by the  directors,  provided,  that the first annual  meeting
shall be held on a date within  thirteen  months after the  organization  of the
corporation,  and each successive  annual meeting shall be held on a date within
thirteen  months  after  the date of the  preceding  annual  meeting.  A special
meeting shall be held on the date and at the time fixed by the directors.

                                       3

     - PLACE.  Annual meetings and special meetings shall be held at such place,
within or without the State of  Delaware,  as the  directors  may,  from time to
time,  fix.  Whenever the  directors  shall fail to fix such place,  the meeting
shall  be held at the  registered  office  of the  corporation  in the  State of
Delaware.

     - CALL. Annual meetings and special meetings may be called by the directors
or by any officer instructed by the directors to call the meeting.

     - NOTICE OR WAIVER  OF  NOTICE.  Written  notice of all  meetings  shall be
given,  stating the place,  date,  and hour of the meeting and stating the place
within  the  city or  other  municipality  or  community  at  which  the list of
stockholders of the corporation may be examined. The notice of an annual meeting
shall state that the meeting is called for the election of directors and for the
transaction of other  business  which may properly come before the meeting,  and
shall (if any other  action  which could be taken at a special  meeting is to be
taken at such annual  meeting)  state the purpose or  purposes.  The notice of a
special  meeting shall in all instances  state the purpose or purposes for which
the  meeting is called.  The notice of any  meeting  shall also  include,  or be
accompanied by, any additional statements,  information, or documents prescribed
by the General  Corporation  Law.  Except as  otherwise  provided by the General
Corporation Law, a copy of the notice of any meeting shall be given,  personally
or by mail,  not less than ten days nor more than sixty days  before the date of
the meeting,  unless the lapse of the prescribed  period of time shall have been
waived, and directed to each stockholder at such stockholder's record address or
at such other address which such  stockholder  may have  furnished by request in
writing to the Secretary of the  corporation.  Notice by mail shall be deemed to
be given when  deposited,  with postage  thereon  prepaid,  in the United States
mail.  If a meeting is  adjourned  to another  time,  not more than  thirty days
hence,  and/or to another place,  and if an  announcement  of the adjourned time
and/or place is made at the meeting, it shall not be necessary to give notice of
the adjourned meeting unless the directors, after adjournment,  fix a new record
date for the adjourned meeting.  Notice need not be given to any stockholder who
submits a written  waiver of notice signed by such  stockholder  before or after
the  time  stated  therein.   Attendance  of  a  stockholder  at  a  meeting  of
stockholders  shall  constitute a waiver of notice of such meeting,  except when
the stockholder attends the meeting for the express purpose of objecting, at the
beginning of the meeting, to the transaction of any business because the meeting
is not lawfully  called or convened.  Neither the business to be transacted  at,
nor the purpose of, any regular or special meeting of the  stockholders  need be
specified in any written waiver of notice.

     - STOCKHOLDER  LIST.  The officer who has charge of the stock ledger of the
corporation  shall  prepare and make,  at least ten days before every meeting of
stockholders,  a complete  list of the  stockholders,  arranged in  alphabetical
order,  and  showing the  address of each  stockholder  and the number of shares
registered  in the  name of each  stockholder.  Such  list  shall be open to the
examination of any stockholder,  for any purpose germane to the meeting,  during
ordinary business hours, for a period of at least ten days prior to the meeting,
either at a place within the city or other  municipality  or community where the
meeting  is to be held,  which  place  shall be  specified  in the notice of the
meeting,  or if not so specified,  at the place where the meeting is to be held.
The list shall also be  produced  and kept at the time and place of the  meeting

                                       4

during the whole time thereof,  and may be inspected by any  stockholder  who is
present.  The  stock  ledger  shall  be the  only  evidence  as to who  are  the
stockholders  entitled to examine the stock  ledger,  the list  required by this
section  or  the  books  of the  corporation,  or to  vote  at  any  meeting  of
stockholders.

     - CONDUCT OF MEETING.  Meetings of the stockholders  shall be presided over
by one of the  following  officers in the order of seniority  and if present and
acting - the  Chairperson  of the Board,  if any,  the  Vice-Chairperson  of the
Board, if any, the President, a Vice-President,  or, if none of the foregoing is
in  office  and  present  and  acting,  by a  chairperson  to be  chosen  by the
stockholders.  The Secretary of the corporation, or in such Secretary's absence,
an Assistant Secretary,  shall act as secretary of every meeting, but if neither
the  Secretary  nor an  Assistant  Secretary is present the  chairperson  of the
meeting shall appoint a secretary of the meeting.

     - PROXY  REPRESENTATION.  Every stockholder may authorize another person or
persons  to act  for  such  stockholder  by  proxy  in all  matters  in  which a
stockholder  is  entitled  to  participate,  whether  by  waiving  notice of any
meeting,  voting or participating at a meeting, or expressing consent or dissent
without a  meeting.  Every  proxy must be signed by the  stockholder  or by such
stockholder's  attorney-in-fact.  No proxy  shall be voted or acted  upon  after
three years from its date unless such proxy provides for a longer period. A duly
executed proxy shall be irrevocable if it states that it is irrevocable and, if,
and only as long as, it is coupled with an interest sufficient in law to support
an irrevocable power. A proxy may be made irrevocable  regardless of whether the
interest  with  which it is  coupled is an  interest  in the stock  itself or an
interest in the corporation generally.

     - INSPECTORS.  The directors, in advance of any meeting, may, but need not,
appoint  one or  more  inspectors  of  election  to act  at the  meeting  or any
adjournment thereof. If an inspector or inspectors are not appointed, the person
presiding at the meeting may, but need not, appoint one or more  inspectors.  In
case any person who may be appointed as an inspector fails to appear or act, the
vacancy may be filled by  appointment  made by the  directors  in advance of the
meeting or at the meeting by the person presiding  thereat.  Each inspector,  if
any, before  entering upon the discharge of duties of inspector,  shall take and
sign an oath  faithfully to execute the duties of inspector at such meeting with
strict impartiality and according to the best of such inspector's  ability.  The
inspectors,  if any, shall  determine the number of shares of stock  outstanding
and the voting power of each,  the shares of stock  represented  at the meeting,
the existence of a quorum, the validity and effect of proxies, and shall receive
votes,  ballots,  or consents,  hear and determine all  challenges and questions
arising in  connection  with the right to vote,  count and  tabulate  all votes,
ballots,  or consents,  determine the result,  and do such acts as are proper to
conduct the election or vote with  fairness to all  stockholders.  On request of
the person presiding at the meeting, the inspector or inspectors,  if any, shall
make a report in writing of any  challenge,  question,  or matter  determined by
such inspector or inspectors and execute a certificate of any fact found by such
inspector or  inspectors.  Except as may otherwise be required by subsection (e)
of Section 231 of the General  Corporation  Law, the  provisions of that Section
shall not apply to the corporation.

                                       5

     - QUORUM.  The  holders of a majority  of the  outstanding  shares of stock
shall  constitute a quorum at a meeting of  stockholders  for the transaction of
any  business.  The  stockholders  present may  adjourn the meeting  despite the
absence of a quorum.

     - VOTING. Each share of stock shall entitle the holder thereof to one vote.
Directors  shall be elected by a plurality of the votes of the shares present in
person  or  represented  by proxy at the  meeting  and  entitled  to vote on the
election of directors. Any other action shall be authorized by a majority of the
votes cast  except  where the General  Corporation  Law  prescribes  a different
percentage of votes and/or a different  exercise of voting power,  and except as
may otherwise  prescribed by the provisions of the certificate of  incorporation
and these Bylaws. In the election of directors, and for any other action, voting
need not be by ballot.

     8.  STOCKHOLDER  ACTION  WITHOUT  MEETINGS.  Except as any provision of the
General  Corporation  Law may  otherwise  require,  any action  required  by the
General  Corporation  Law to be  taken  at any  annual  or  special  meeting  of
stockholders,  or any action which may be taken at any annual or special meeting
of  stockholders,  may be taken  without a  meeting,  without  prior  notice and
without a vote,  if a consent  in  writing,  setting  forth the action so taken,
shall be signed by the  holders of  outstanding  stock  having not less than the
minimum number of votes that would be necessary to authorize or take such action
at a meeting at which all shares  entitled  to vote  thereon  were  present  and
voted.  Prompt notice of the taking of the corporate action without a meeting by
less than unanimous  written  consent shall be given to those  stockholders  who
have not consented in writing.  Action taken pursuant to this paragraph shall be
subject to the provisions of Section 228 of the General Corporation Law.

                                   ARTICLE II

                                    DIRECTORS

     1. FUNCTIONS AND  DEFINITION.  The business and affairs of the  corporation
shall be  managed by or under the  direction  of the Board of  Directors  of the
corporation.  The  Board  of  Directors  shall  have  the  authority  to fix the
compensation of the members thereof.  The use of the phrase "whole board" herein
refers to the total number of  directors,  which the  corporation  would have if
there were no vacancies.

     2.  QUALIFICATIONS  AND NUMBER.  A director  need not be a  stockholder,  a
citizen  of the  United  States,  or a resident  of the State of  Delaware.  The
initial Board of Directors shall consist of one person. Thereafter the number of
directors  constituting  the whole board  shall be at least one.  Subject to the
foregoing  limitation  and except for the first Board of Directors,  such number
may be  fixed  from  time  to  time  by  action  of the  stockholders  or of the
directors,  or, if the number is not fixed,  the number shall be one. The number
of directors may be increased or decreased by action of the  stockholders  or of
the directors.

                                       6

     3.  ELECTION  AND TERM.  The first Board of  Directors,  unless the members
thereof  shall nave been named in the  certificate  of  incorporation,  shall be
elected by the  incorporator  or  incorporators  and shall hold office until the
first annual meeting of stockholders  and until their successors are elected and
qualified or until their earlier resignation or removal. Any director may resign
at any time upon written notice to the  corporation.  Thereafter,  directors who
are elected at an annual meeting of stockholders,  and directors who are elected
in the interim to fill  vacancies  and newly created  directorships,  shall hold
office until the next annual meeting of stockholders  and until their successors
are elected and qualified or until their earlier resignation or removal.  Except
as the General  Corporation  Law may otherwise  require,  in the interim between
annual meetings of stockholders  or of special  meetings of stockholders  called
for the  election of directors  and/or for the removal of one or more  directors
and  for  the  filling  of  any  vacancy  in  that  connection,   newly  created
directorships  and any vacancies in the Board of Directors,  including  unfilled
vacancies  resulting  from the removal of directors for cause or without  cause,
may be filled  by the vote of a  majority  of the  remaining  directors  then in
office, although less than a quorum, or by the sole remaining director.

     4. MEETINGS.

     - TIME.  Meetings shall be held at such time as the Board shall fix, except
that the first  meeting of a newly elected Board shall be held as soon after its
election as the directors may conveniently assemble.

     - PLACE.  Meetings  shall be held at such place within or without the State
of Delaware as shall be fixed by the Board.

     - CALL.  No call shall be required for regular  meetings for which the time
and place have been fixed. Special meetings may be called by or at the direction
of the Chairperson of the Board, if any, the  Vice-Chairperson  of the Board, if
any, of the President, or of a majority of the directors in office.

     - NOTICE OR ACTUAL OR CONSTRUCTIVE  WAIVER. No notice shall be required for
regular meetings for which the time and place have been fixed. Written, oral, or
any  other  mode of notice  of the time and  place  shall be given  for  special
meetings  in  sufficient  time  for the  convenient  assembly  of the  directors
thereat.  Notice  need  not be  given  to any  director  or to any  member  of a
committee of  directors  who submits a written  waiver of notice  signed by such
director or member  before or after the time stated  therein.  Attendance of any
such person at a meeting  shall  constitute a waiver of notice of such  meeting,
except when such person attends a meeting for the express  purpose of objecting,
at the beginning of the meeting,  to the transaction of any business because the
meeting  is  not  lawfully  called  or  convened.  Neither  the  business  to be
transacted  at,  nor the  purpose  of, any  regular  or  special  meeting of the
directors need be specified in any written waiver of notice.

     - QUORUM AND  ACTION.  A majority of the whole  Board  shall  constitute  a
quorum except when a vacancy or vacancies  prevents such  majority,  whereupon a
majority of the directors in office shall  constitute a quorum,  provided,  that
such majority shall constitute at least one-third of the whole Board. A majority

                                       7

of the  directors  present,  whether or not a quorum is  present,  may adjourn a
meeting to another  time and place.  Except as herein  otherwise  provided,  and
except as  otherwise  provided by the General  Corporation  Law, the vote of the
majority  of the  directors  present  at a meeting  at which a quorum is present
shall be the act of the Board.  The quorum and voting  provisions  herein stated
shall  not be  construed  as  conflicting  with any  provisions  of the  General
Corporation  Law and these Bylaws  which  govern a meeting of directors  held to
fill  vacancies  and  newly  created  directorships  in the  Board or  action of
disinterested directors.

     Any  member  or  members  of the  Board of  Directors  or of any  committee
designated by the Board may  participate in a meeting of the Board,  or any such
committee,  as the case may be,  by means of  conference  telephone  or  similar
communications  equipment  by means of which all  persons  participating  in the
meeting can hear each other.

     - CHAIRPERSON OF THE MEETING.  The  Chairperson of the Board, if any and if
present  and   acting,   shall   preside  at  all   meetings.   Otherwise,   the
Vice-Chairperson  of  the  Board,  if any  and if  present  and  acting,  or the
President,  if present and acting,  or any other  director  chosen by the Board,
shall preside.

     5. REMOVAL OF DIRECTORS. Except as may otherwise be provided by the General
Corporation  Law, any director or the entire Board of Directors  may be removed,
with or without cause,  by the holders of a majority of the shares then entitled
to vote at an election of directors.

     6. COMMITTEES. The Board of Directors may designate one or more committees,
each  committee to consist of one or more of the  directors of the  corporation.
The Board may  designate  one or more  directors  as  alternate  members  of any
committee,  who may replace any absent or disqualified  member at any meeting of
the  committee.  In the  absence or  disqualification  of any member of any such
committee or committees,  the member or members  thereof  present at any meeting
and not  disqualified  from  voting,  whether  or not  such  member  or  members
constitute a quorum,  may  unanimously  appoint  another  member of the Board of
Directors to act at the meeting in the place of any such absent or  disqualified
member.  Any such  committee,  to the extent  provided in the  resolution of the
Board,  shall have and may exercise all the powers and authority of the Board of
Directors in the management of the business and affairs of the corporation  with
the exception of any power or authority the delegation of which is prohibited by
Section 141 of the General  Corporation  Law, and may  authorize the seal of the
corporation to be affixed to all papers which may require it.

     7.  WRITTEN  ACTION.  Any action  required or  permitted to be taken at any
meeting of the Board of Directors or any committee  thereof may be taken without
a meeting if all members of the Board or committee,  as the case may be, consent
thereto in writing,  and the  writing or writings  are filed with the minutes of
proceedings of the Board or committee.

                                       8

                                  ARTICLE III

                                    OFFICERS

     The officers of the corporation shall consist of a President,  a Secretary,
a Treasurer,  and, if deemed necessary,  expedient, or desirable by the Board of
Directors,  a Chairperson  of the Board,  a  Vice-Chairperson  of the Board,  an
Executive  Vice-President,  one or  more  other  Vice-Presidents,  one  or  more
Assistant Secretaries, one or more Assistant Treasurers, and such other officers
with such titles as the resolution of the Board of Directors choosing them shall
designate. Except as may otherwise be provided in the resolution of the Board of
Directors  choosing  such  officer,  no officer  other than the  Chairperson  or
Vice-Chairperson  of the Board, if any, need be a director.  The same person may
hold any number of offices, as the directors may determine.

     Unless  otherwise  provided in the resolution  choosing such officer,  each
officer shall be chosen for a term which shall continue until the meeting of the
Board of Directors  following the next annual meeting of stockholders  and until
such officer's successor shall have been chosen and qualified.

     All officers of the corporation  shall have such authority and perform such
duties in the management and operation of the corporation as shall be prescribed
in the  resolutions  of the Board of Directors  designating  and  choosing  such
officers  and  prescribing  their  authority  and  duties,  and shall  have such
additional  authority  and duties as are incident to their office  except to the
extent that such resolutions may be inconsistent therewith.  The Secretary or an
Assistant  Secretary of the  corporation  shall record all of the proceedings of
all meetings and actions in writing of stockholders,  directors,  and committees
of  directors,  and shall  exercise such  additional  authority and perform such
additional  duties as the Board  shall  assign to such  Secretary  or  Assistant
Secretary. The Board of Directors may remove any officer, with or without cause.
The Board of Directors may fill any vacancy in any office.

                                   ARTICLE IV

                                 CORPORATE SEAL

     The  corporate  seal shall be in such form as the Board of Directors  shall
prescribe.

                                    ARTICLE V

                                   FISCAL YEAR

     The fiscal year of the corporation  shall be fixed, and shall be subject to
change, by the Board of Directors.

                                   ARTICLE VI

                               CONTROL OVER BYLAWS

                                       9

     Subject to the  provisions  of the  certificate  of  incorporation  and the
provisions of the General  Corporation Law, the power to amend, alter, or repeal
these  Bylaws and to adopt new Bylaws my be  exercised by the Board of Directors
or by the stockholders.

     I HEREBY  CERTIFY that the foregoing is a full,  true,  and correct copy of
the Bylaws of Green Star Mining Corp., a Delaware  corporation,  as in effect on
the date hereof.

DATED: January 23, 2008

                                            /s/ Nan E. Weaver
                                            ---------------------------------
                                            Nan E. Weaver, Secretary
                                            Green Star Mining Corp.


(SEAL)

                                       10

EX-5.1

                                                                     Exhibit 5.1

                             OPINION AS TO LEGALITY

                              ROBERT C. WEAVER, JR.
                                 ATTORNEY AT LAW
                                 721 Devon Court
                               San Diego, CA 92109
                                 (858) 488-4433
                           Facsimile: (858) 488-2555
                              Email: bob@bweave.com

April 22, 2008

United States Securities and Exchange Commission
100 F Street
Washington, D.C. 20549

     Re: Green Star Mining Corp. (the "Company")

Ladies and Gentlemen:

As counsel  for the  Company,  I have  examined  the  Company's  certificate  of
incorporation,   by-laws,  and  such  other  corporate  records,  documents  and
proceedings and such questions of laws I have deemed relevant for the purpose of
this opinion, including but not limited to, Delaware law including the statutory
provisions,  all applicable provisions of the Delaware Constitution and reported
judicial decisions  interpreting  those laws. In my examination,  I have assumed
the genuineness of all signatures,  the authenticity of all documents  submitted
to me as originals, and conformity with the originals of all documents submitted
to me as copies thereof. In addition, I have made such other examinations of law
and fact,  as I have  deemed  relevant  in order to form a basis for the opinion
hereinafter expressed.

I have also,  as counsel for the Company,  examined the  Registration  Statement
(the  "Registration  Statement")  of your  Company  on Form  S-1,  covering  the
registration  under  the  Securities  Act  of  1933  of  1,000,000  shares  (the
"Registered  Shares") of the Company's  common stock (the "Common  Stock") to be
offered by the Company on a self-underwritten, best efforts, all or none basis.

My review has also  included  the form of  prospectus  for the  issuance of such
securities (the "Prospectus") filed with the Registration Statement.

On the basis of such examination, I am of the opinion that:

     1.   The Company is a corporation  duly authorized and validly existing and
          in good  standing  under  the  laws of the  State  of  Delaware,  with
          corporate   power  to  conduct  its   business  as  described  in  the
          Registration Statement.

     2.   The Company has an authorized  capitalization of 100,000,000 shares of
          Common Stock, $0.0001 par value and no shares of Preferred Stock.

     3.   The shares of Common Stock  currently  issued and outstanding are duly
          and validly issued as fully paid and  non-assessable,  pursuant to the
          corporate law of the State of Delaware  (Delaware General  Corporation
          Law).

     4.   The  1,000,000  shares of Common  Stock  offered  in the  Registration
          Statement, when issued, shall be duly and validly issued as fully paid
          and  non-assessable,  pursuant  to the  corporate  law of the State of
          Delaware (Delaware General Corporation Law).

This  opinion  includes  my opinion  on  Delaware  law  including  the  Delaware
Constitution,  all  applicable  provisions  of Delaware  statutes,  and reported
judicial decisions interpreting those laws.

This opinion letter is limited to the matters  stated herein,  and no opinion is
implied or may be inferred beyond the matters expressly stated. I hereby consent
to the use of my opinion  as herein set forth as an exhibit to the  Registration
Statement  and to the use of my name under the  caption  "Legal  Matters" in the
prospectus forming a part of the Registration Statement. In giving this consent,
I do not hereby admit that I come within the category of persons  whose  consent
is  required  under  Section  7 of the  Securities  Act of 1933 or the rules and
regulations of the SEC promulgated thereunder or Item 509 of Regulation S-K.

Very truly yours,


                                  /s/ Robert C. Weaver, Jr.
                                  --------------------------------------
                                  ROBERT C. WEAVER, JR., ESQUIRE

EX-23.1

                                                                    Exhibit 23.1

                               GEORGE STEWART, CPA
                     2301 SOUTH JACKSON STREET, SUITE 101-G
                            SEATTLE, WASHINGTON 98144
                        (206) 328-8554 FAX(206) 328-0383


To Whom It May Concern:

The  firm  of  George  Stewart,  Certified  Public  Accountant  consents  to the
inclusion of the Financial  Statements of Green Star Mining, Inc. as of February
29, 2008,  in any filings that are  necessary now or in the near future with the
U. S. Securities and Exchange Commission.

Very Truly Yours,


/s/ George Stewart
- --------------------------------
George Stewart, CPA

April 22, 2008

EX-23.2

                                                                    Exhibit 23.2

                          LAURENCE SOOKOCHOFF, P. Eng.
                        CONSENT OF GEOLOGICAL CONSULTANT

I hereby consent to the inclusion and reference of the following  reports in the
Registration  Statement on Form S-1 to be filed by Green Star Mining Corp.  with
the United States Securities and Exchange Commission:

     Report entitled  "Geological  Evaluation Report on the Golden Princess Lode
     Mining Claim" dated February 13, 2008.

In addition, I consent to the reference to me under the heading "Experts" in the
Registration Statement on Form S-1.

Dated the 22nd day of April, 2008.


/s/ Laurence Sookochoff
- ----------------------------------------
LAURENCE SOOKOCHOFF, P. Eng.

EX-99.1

                                                                    Exhibit 99.1

                             Green Star Mining Corp.
                            1624 South Lincoln Street
                                Spokane, WA 99203
                                 (509) 590-8995
                            greenstarmining@yahoo.com

STOCK SUBSCRIPTION OFFER

___________________________________________________________ (the "Undersigned"),
whose address is _______________________________________________________, hereby
offers to subscribe  for  (__________)  shares of Common Stock (the  "Stock") of
Green Star Mining Corp., a Delaware  corporation,  ("the Company") whose address
is 1624 South Lincoln  Street,  Spokane,  WA 99203.  The par value of the Common
Stock is $.0001. The Undersigned agrees to pay $0.025 per share.

REPRESENTATIONS AND WARRANTIES OF THE UNDERSIGNED:

The Undersigned hereby represents and warrants that:

1. The Undersigned is financially responsible,  able to meet his/her obligations
hereunder,  and  acknowledges  this  investment  may be long  term and is by its
nature speculative.  Further, the Undersigned acknowledges he/she is financially
capable of bearing the risk of this investment.

2. The Undersigned has had substantial  experience in business or investments in
one or more of the following:

     (i)  knowledge  of, and  investment  experience  with,  securities  such as
          stocks and bonds;

     (ii) ownership of interests in new ventures and/or start-up companies;

3. The  Undersigned  is capable of bearing the high degree of economic risks and
burdens of this  investment,  including,  but not limited to, the possibility of
complete loss of all his/her  investment capital and the lack of a liquid public
market,  such that he/she/it may not be able to readily liquidate the investment
whenever desired or at the then current asking price of the Stock.

At no time was the  Undersigned  presented  with or  solicited  by any  leaflet,
public promotional meeting,  circular,  newspaper or magazine article,  radio or
television  advertisement,  or any other form of general  advertising  otherwise
than in connection and concurrently with this Offer.

The Stock which the Undersigned  hereby  subscribes is being acquired solely for
his/her own account,  for investment,  and is not being purchased with a view to
or for the resale or  distribution  thereof and the  Undersigned  has no present
plans to enter into any contract, undertaking, agreement or arrangement for such
resale or distribution.

The foregoing  representations  and warranties  shall be true and accurate as of
the  date  hereof  and as of the  date of any  acceptance  of this  Offer by the
Company and shall survive the date of such acceptance by the Company.

ACCESS TO AND FURNISHING INFORMATION:
The Company has provided the  Undersigned  with a copy of the  Prospectus  filed
with the  U.S.  Securities  and  Exchange  Commission.  The  Undersigned  hereby
acknowledges  that he/she has had an  opportunity  to review and  understand the
foregoing and has, if he/she deemed necessary, consulted with a legal and/or tax
advisor.

REVOCATION
The undersigned agrees that he/she/it shall not cancel, terminate or revoke this
Agreement or any  provisions  hereof or any  agreement of the  Undersigned  made
hereunder.

NOTICES:
All notices or other  communications given or made hereunder shall be in writing
and shall be delivered or mailed by registered or certified mail, return receipt
requested,  postage  prepaid,  to the  Undersigned  or to the  Company  at their
respective addresses set forth below.

GOVERNING LAW:
This Agreement and other transactions  contemplated hereunder shall be construed
in accordance with and governed by the laws of the State of Delaware.

ENTIRE AGREEMENT:
This Offer  constitutes  the entire  agreement  among the  parties  hereto  with
respect  to the  subject  matter  hereof  and may be  amended  only by a writing
executed by all parties.

IN WITNESS  WHEREOF,  the parties hereto have executed this Offer as of the date
set forth below.

DATED this ________ day of __________,2008.


- ---------------------------------------------
Signature

- ---------------------------------------------
Name (Please Print)

- ---------------------------------------------
Address

- ---------------------------------------------
City                  State          Zip Code

- ---------------------------------------------
Telephone


ACCEPTED BY:


- ---------------------------------------------                 ---------------
Nan E. Weaver, President                                            Date

EX-99.2

                                                                    Exhibit 99.2

                               PURCHASE AGREEMENT

THIS AGREEMENT dated as of February 1, 2008, BETWEEN MULTI METAL MINING CORP., a
Nevada Corporation with an office at 3155 East Patrick Lane, Suite 1, Las Vegas,
NV 89120-3481, (hereinafter called the "Vendor") AND GREEN STAR MINING CORP., a
Delaware corporation having its office at 1624 South Lincoln Street, Spokane, WA
99203 (hereinafter called the "Purchaser")

WHEREAS:

A. The Vendor is the beneficial owner of the mineral claim described in Schedule
"A" hereto (the"Property");

B. The Vendor wishes to sell a 100% undivided interest in and to the Property to
the Purchaser and the Purchaser wishes to acquire such interest pursuant to the
terms and conditions hereinafter set out;

NOW THEREFORE, in consideration of the premises and of the mutual covenants and
agreements hereinafter contained, the parties hereto agree as follows:

1. VENDOR'S REPRESENTATIONS AND WARRANTIES. The Vendor represents and warrants
to the Purchaser that:

     (a) It is the sole recorded and beneficial owner of an undivided 100%
interest in and to the Property;

     (b) The claims comprising the Property have been, to the best of the
information and belief of the Vendor, properly located and staked and recorded
in compliance with the laws of the jurisdiction in which they are situated, area
accurately described in Schedule "A" and are valid and subsisting mineral claims
as at the date of this Agreement;

     (c) The Property is in good standing under all applicable laws and
regulations, all assessment work required to be performed and filed has been
performed and filed, all taxes and other payments have been paid and all filings
have been made;

     (d) the Property is free and clear of any encumbrances, liens or charges
and neither the Vendor nor, to the best of the Vendor's knowledge, any of her
predecessors in interest or title, have done anything whereby the Property may
be encumbered; and

     (e) it has the right to enter into this Agreement and to deal with the
Property in accordance with the terms of this Agreement, there are no disputes
over the title to the Property, and no other party has any interest in the
Property or the production therefrom or any right to acquire any such interest.

2. PURCHASER'S REPRESENTATIONS AND WARRANTIES. The Purchaser represents and
warrants to the Vendor that:

     (a) it has been duly incorporated, amalgamated or continued and validly
exists as a corporation in good standing under the laws of its jurisdiction of
incorporation, amalgamation or continuation;

     (b) it has duly obtained all corporate authorizations for the execution of
this Agreement and for the performance of this Agreement by it, and the
consummation of the transactions herein contemplated will not conflict with or
result in any breach of any covenants or agreements contained in, or constitute
a default under, or result in the creation of any encumbrance under the
provisions of the Articles or the constituting documents of the Purchaser or any
shareholders' or directors' resolution, indenture, agreement or other instrument
whatsoever to which the Purchaser is a party or by which it is bound or to which
it or the Property may be subject; and

     (c) no proceedings are pending for, and the Purchaser is unaware of any
basis for the institution of any proceedings leading to, the dissolution or
winding up of the Purchaser or the placing of the Purchaser in bankruptcy or
subject to any other laws governing the affairs of insolvent corporations.

3. SURVIVAL OF REPRESENTATIONS AND WARRANTIES. The representations and
warranties in this Agreement shall survive the closing of this transaction and
shall apply to all assignments, conveyances, transfers and documents delivered
in connection with this Agreement and there shall not be any merger of any
representations and warranties in such assignments, conveyances, transfers or
documents notwithstanding any rule of law, equity or statute to the contrary and
all such rules are hereby waived. The Vendor shall have the right to waive any
representation and warranty made by the Purchaser in the Vendor's favor without
prejudice to any of its rights with respect to any other breach by the Purchaser
and the Purchaser shall have the same right with respect to any of the Vendor's
representations in the Purchaser's favor.

4. PURCHASE AND SALE. The Vendor hereby sells and assigns and the Purchaser
hereby purchases a 100% undivided interest in and to the Property for the sum of
$6000.00 US payable on execution of this Agreement.

5. FURTHER ASSURANCES. Upon payment of the Purchase Price the Vendor shall cause
to be executed a Bill of Sale or such other documents as the Purchaser may
reasonably require transferring a 100% undivided interest in and to the Property
to the Purchaser or its nominee which the Purchaser shall be at liberty to
record forthwith. The parties shall execute all further documents or assurances
as may be required to carry out the full intent of this Agreement.

6. NOTICE. Each notice, demand or other communication required or permitted to
be given under this Agreement shall be in writing and shall be delivered,
telegraphed or telecopied to such party at the address for such party specified
above. The date of receipt of such notice, demand or other communication shall

                                       2

be the date of delivery thereof if delivered or telegraphed or, if given by
telecopier, shall be deemed conclusively to be the next business day. Either
party may at any time and from time to time notify the other party in writing of
a change of address and the new address to which notice shall be given to it
thereafter until further change.

7. PAYMENT. All references to monies hereunder will be in United States funds.
All payments to be made to any party hereunder may be made by check mailed or
delivered to such party to its address for notice purposes as provided herein.

8. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the
parties and replaces and supercedes all agreements, memoranda, correspondence,
communications, negotiations and representations, whether verbal or express or
implied, statutory or otherwise, between the parties with respect to the subject
matter herein.

9. GENDER. Wherever the singular or neuter are used herein the same shall be
deemed to include the plural, feminine or masculine.

10. ENUREMENT. This Agreement shall enure to the benefit of and be binding upon
the parties hereto and their respective successors and permitted assigns.

11. EXECUTION.

     (a) Counterparts. This Agreement may be executed in one or more
counterparts, all of which will be considered one and the same agreement and
will become effective when one or more counterparts have been signed by each of
the parties and delivered to the other parties, it being understood that all
parties need not sign the same counterpart.

     (b) Fax Execution. This Agreement may be executed by delivery of executed
signature pages by fax and such fax execution will be effective for all
purposes.

                                       3

IN WITNESS WHEREOF this Agreement has been executed by the parties hereto as of
the day and year first above written.

VENDOR: MULTI METAL MINING CORP.
by its authorized signatory:


/s/ Larry Sostad
- ----------------------------------------------
LARRY SOSTAD

PURCHASER: GREEN STAR MINING CORP.
by its authorized signatory:


/s/ Nan E. Weaver
- ----------------------------------------------
Nan E. Weaver, President

                                       4

                                  SCHEDULE "A"

                                  THE PROPERTY


Claim Name: Golden Princess Lode Mining Claim

Book and Instrument Numbers: 20071207-0002341

Filed: December 7, 2007 in the Clark County Recorder's Office

NMC Claim No: 980320

Located in the Sunset Mining District, Clark County, Nevada, USA