6-K

U.S. SECURITIES AND EXCHANGE COMMISSION

Washington D.C.  20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

March 17, 2009

Commission File No.:  0-13966

GRAND PEAK CAPITAL CORP.

(Translation of Registrant's name into English)

900-555 Burrard Street, Vancouver, B.C.  V7X 1M8

(Address of principal executive office)

Indicate by check mark whether the Registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

x Form 20-F o Form 40-F

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): [    ]

Indicate by check mark if the Registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): [    ]

Indicate by check mark whether the Registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

o Yes x No

If "Yes" is marked, indicate below the file number assigned to the Registrant in connection with Rule 12g3-2(b): n/a

SIGNATURES

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

Registrant:            GRAND PEAK CAPITAL CORP.

By:                          /s/ Navchand Jagpal

NAVCHAND JAGPAL, PRESIDENT

Date:                     March 17, 2009

EXHIBIT INDEX

Exhibit No.	Description
99.1	Consolidated Financial Statements for the three and six months ended March 31, 2008
99.2	Management's Discussion and Analysis of Financial Condition and Results of Operations for the six months ended March 31, 2008
99.3	Certification of Interim Filings by Chief Executive Officer
99.4	Certification of Interim Filings by Chief Financial Officer

EX-99.1

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Consolidated Financial Statements

(Stated in U.S. Dollars)

March 31, 2008

NOTICE TO SHAREHOLDERS

Under National Instrument 51-102, Part 4, subsection 4.3 (3)(a), if an auditor has not performed a review of the interim financial statements, they must be accompanied by a notice indicating that the financial statements have not be reviewed by an auditor.

The accompanying unaudited interim consolidated financial statements of Grand Peak Capital Corp. (the "Company") have been prepared by and are the responsibility of the Company's management.

The Company's independent auditor has not performed a review of these financial statements in accordance with the standards established by the Canadian Institute of Chartered Accountants for a review of interim financial statements by an entity's auditor.

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Consolidated Balance Sheets

As at March 31, 2008 and 2007

(Stated in U.S. Dollars)

	March 31,       2008			March 31,       2007
ASSETS
Current Assets
Cash and cash equivalents	$	1,187,682		$	438,536
Marketable securities – (Note 4)		602,165			2,340
Deposit on asset – (Note 5)		111,605			-
GST receivable		22,490			-
Accounts receivable		19,094			-
		1,943,036			440,875
Equipment - (Note 6)		5,401			-
Mineral properties - (Note 7)		40,330			-
Deferred exploration and development expenses (see schedule)		235,584			-
Other		429			-
	$	2,224,780		$	440,875
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities	$	241,751			67,835
Loan payable – (Note 8)		404,000			342,936
		645,751			410,771
SHAREHOLDERS’ EQUITY (DEFICIENCY)
Share capital - (Note 9 (a))		4,350,079			2,649,089
Contributed surplus		971,859			971,859
Accumulated other comprehensive income – (Note 17)		380,937			383,820
Deficit		(4,123,846	)		(3,974,664	)
		1,579,029			30,104
	$	2,224,780		$	440,875

Continuance of Operations – (Note 1)

Contingencies – (Note 10)

See accompanying notes to the financial statements

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Consolidated Statements of Operations and Deficit

For the six month period March 31, 2008 and

three month period ended March 31, 2007

(Stated in U.S. Dollars)

	March 31,      2008			March 31,      2007
Expenses
Amortization	$	-		$	-
Bank charges and interest		342			(3,078	)
Consulting		-			11,906
Office		1,000			7,424
Professional fees		47,733			-
Transfer agent and regulatory filing fees		32,964			-
		(82,039	)		(16,252	)
Loss before other items:
Interest and royalty income		25,024			2,081
Write-down of marketable securities		-			-
Gain (loss) on sale of long-term investments		-			-
Gain on debt settlement – (Note 12)		-			-
Net loss for the year		57,015			14,171
Deficit, beginning of year		4,066,831			3,960,493
Deficit, end of year		4,123,846			3,974,664
Basic and diluted loss per common share	$	(0.006	)	$	(0.002	)
Weighted average number of common shares outstanding		8,466,702			7,940,089

See accompanying notes to the financial statements

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Consolidated Statement of Cash Flows

For the six month period March 31, 2008 and

three month period ended March 31, 2007

(Stated in U.S. Dollars)

	March 31,      2008			March 31,      2007
Operating Activities
Net Loss for the year	$	(57,015	)	$	(14,171	)
Adjustment for items which do not involved cash:
Write-down of long-term investments		-			-
(Gain) loss on sale of long-term investments		-			-
Gain on debt settlement		-			-
		(57,015	)		(14,171	)
Changes in non-cash working capital components:
GST receivable		(22,490	)		-
Marketable securities		-			-
Accounts receivable		(19,094	)		-
Accounts payable and accrued liabilities		173,916			(140	)
Loan payable		61,064			-
		136,381			(14,311	)
Investing Activities
Deposits on asset		(111,605	)		-
Purchase of marketable securities		(599,825	)		-
Equipment		(5,401	)		-
Mineral properties		(40,330	)		-
Deferred exploration and development		(235,584	)		-
Other		(429	)		-
		(993,174	)		-
Financing Activities
Common shares issued for cash		1,700,990			-
Effect of foreign exchange on cash		(95,051	)		6,735
Net cash provided (used) during the year		749,146			(7,576	)
Cash and cash equivalents, beginning of year		438,536			446,112
Cash and cash equivalents, end of year	$	1,187,682		$	438,536

See accompanying notes to the financial statement

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Schedule of Deferred Exploration and Development Expenses

For the six month period March 31, 2008

(Stated in U.S. Dollars)

	Amos		Vassan		Nico		Total
Balance, March 31, 2007	$	-	$	-	$	-	$	-
Assaying, geological and general		40,400		40,400		63,332		144,132
Balance, March 31, 2008	$	40,400	$	40,400	$	63,332	$	144,132

See accompanying notes to the financial statements

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Notes to the Consolidated Financial Statements

March 31, 2008 and 2007

(Stated in U.S. Dollars) – Page

1.      NATURE AND CONTINUANCE OF OPERATIONS

The Company was incorporated on December 28, 2001 in the Yukon Territory, Canada and is listed on the TSX Venture exchange. The Company changed its name to Grand Peak Capital Corp. on November 15, 2007. The Company changed its year end from December 31 to September 30 in 2007.

These consolidated financial statements have been prepared assuming the Company will continue on a going-concern basis.  The Company has an accumulated operating deficit of $4.1 million at March 31, 2008 (2007 - $4.0 million). The ability of the Company to continue as a going-concern depends upon its ability to develop profitable operations and to continue to raise adequate equity financing.

There can be no assurance that the Company will be able to continue to raise funds in which case the Company may be unable to meet its obligations.  Should the Company be unable to continue as a going-concern, the net realizable values of its net assets may be materially less than the amounts recorded on the balance sheets.

2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Basis of Accounting and Consolidation

These consolidated financial statements are prepared in accordance with generally accepted accounting principles in Canada (“Canadian GAAP”).  Summarized below are those policies considered particularly significant to the Company. References to the Company included herein are inclusive of the accounts of the parent company and its wholly-owned subsidiaries. All intercompany balances have been eliminated.

The Company’s wholly-owned subsidiaries and operating status are as follows:

Subsidiary	Status
Lucky Minerals Inc.	Active
2801 Shangri-La Ltd.	Active
0808964 B.C. Ltd.	Active
0809411 B.C. Ltd.	Active

Use of Estimates

The preparation of financial statements and related disclosures in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the period.  Estimates are based on historical experience and on other assumptions that are believed at the time to be reasonable under the circumstances. The actual results may differ from those previously estimated.

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Notes to the Consolidated Financial Statements

March 31, 2008 and 2007

(Stated in U.S. Dollars) – Page

2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - cont’d

Key areas where management has made complex or subjective judgements include fair value of certain assets; accounting for amortization; mineral asset impairment assessments; environmental obligations; income taxes and contingencies.

Financial Instruments

The Company adopted the provisions of CICA Sections 3855, Financial Instruments – Recognition and Measurement, and 1530, Comprehensive Income, on October 1, 2006 which address the classification, recognition and measurement of financial instruments in the financial statements and the inclusion of other comprehensive income.

The Company’s financial instruments comprise cash and cash equivalents, marketable securities, accounts payable and accrued liabilities, and loan payable.

Cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities approximate their fair values on the Consolidated Balance Sheet.  The fair values are the same as the carrying values due to their short-term nature.

Cash and cash equivalents include highly liquid investments with a maturity date of three months or less from the date of acquisition.

The fair value of marketable securities, and loan payable are disclosed in the respective notes to the financial statements.

Mineral Properties and Deferred Exploration and Development Cost

Mineral properties, including options to mineral claims, are stated at cost.  The recorded cost of mineral properties and exploration and development interests is based on cash paid and assigned value, if any, of share considerations given for mineral properties and exploration and development costs incurred.

All direct and indirect costs relating to the acquisition of mineral properties are capitalized on the basis of specific claim blocks or areas of geological interest until the properties to which they relate are placed into production, sold or when management has determined that there is an impairment in the carrying values of those mineral properties.

The Company defers expenditures directly attributable to the exploration and development of mineral properties, pending a decision as to the commercial viability of a property.  At such times as the Company loses or abandons title on its interest in property, the accumulated expenditures on such property are charged to operations.  If any property reaches commercial production, the applicable costs of the mineral property and the deferred exploration and development expenditures will be amortized against related production revenues on the unit of production method, based on the property’s estimated reserves.  Properties which have reached a production stage will have a gain or loss calculated.

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Notes to the Consolidated Financial Statements

March 31, 2008 and 2007

(Stated in U.S. Dollars) – Page

2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - cont’d

Based on the information available to date, the Company has not yet determined whether the mineral properties it is exploring and developing contain economically recoverable reserves.  The recoverability of the amounts capitalized as mineral properties and deferred exploration and development costs is dependent upon the confirmation of economically recoverable reserves, the ability of the Company to obtain necessary financing to successfully complete its exploration and development programs and upon future profitable production.

The amounts shown for mineral properties and deferred exploration and development expenses represent costs incurred to date, and do not necessarily represent present or future values as they are entirely dependent upon various factors as noted above.

The Company does not accrue the estimated future costs of maintaining its mineral properties in good standing.

Environmental Protection and Rehabilitation Costs

The Company’s policy relating to environmental protection and land rehabilitation programs is charged to income for any such costs incurred during the year.  Presently, the Company does not foresee the necessity to make any material expenditures in this area.

Impairment of Long-Lived Assets

The company reviews long-lived assets for impairment if events or changes in circumstances indicate that the carrying value may not be recoverable.  Recoverability is measured by a comparison of the carrying amount of an asset to future undiscounted net cash flows expected to be generated by the asset or net realizable value.

Equipment

Equipment consists of office equipment, computer equipment and leaseholds.  The office equipment and computer equipment and leaseholds are recorded at cost and amortized at an annual rate of 20% to 45% using the declining balance method.

Risk Management

Environmental risk:

The Company is engaged in mineral exploration and development and is accordingly exposed to environmental risks associated with mining activity.  The Company is currently in the exploration stages with its mineral interests and has not determined whether significant site reclamation costs will be required.  The Company would record liability for site reclamation only when reasonably determinable and quantifiable.

Portfolio risk:

The Company has marketable securities which are subject to significant price and market volatility.

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Notes to the Consolidated Financial Statements

March 31, 2008 and 2007

(Stated in U.S. Dollars) – Page

2.      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - cont’d

Interest rate, foreign currency and credit risk:

The Company is not currently exposed to significant interest rate or credit concentration risk. The Company is currently exposed to foreign currency fluctuations.

Asset Retirement Obligations

The fair value of a liability for an asset retirement obligation is recognized on an undiscounted cash flow basis when a reasonable estimate of the fair value of the obligation can be made.  The asset retirement obligation is recorded as a liability with a corresponding increase to the carrying amount of the related long-lived asset. Subsequently, the asset retirement cost is allocated to expense using a systematic and rational method and is adjusted to reflect period-to-period changes in the liability resulting from the passage of time and from revisions to either expected payment dates or the amounts comprising the original estimate of the obligation.  As of March 31, 2008, the Company does not have any asset retirement obligations.

Future Income Taxes

The Company accounts for potential future net tax assets which are attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and which are measured using tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be settled.  When the future realization of income tax assets does not meet the test of being more likely than not to occur, a valuation allowance in the amount of potential future benefit is taken and no net asset is recognized. Such an allowance has been applied to all potential income tax assets of the Company.

Retirement of long-lived Assets

Long-lived assets are assessed for impairment when events and circumstances warrant, when the carrying amounts of the assets exceeds its estimated undiscounted net cash flow from use or its fair value, at which time the impairment is charged to earnings.

Foreign Currency Translation

The Company’s functional currency is the Canadian dollar and its reporting currency for the presentation of its consolidated financial statements is the US dollar. Under this method, the income statement and the cash flow statement items for each year are translated into the reporting currency using the rates in effect at the date of the transactions, and the assets and liabilities are translated using the exchange rate at the end of that year. All resulting exchange differences are reported as a separate component of shareholders’ equity under accumulated other comprehensive income.

Share Capital

Common shares issued for non-monetary consideration are recorded at their fair market value based upon the lower of the trading price of the Company’s shares on the TSX Venture Exchange on the date of the agreement to issue the shares and the date of share issuance.

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Notes to the Consolidated Financial Statements

March 31, 2008 and 2007

(Stated in U.S. Dollars) – Page

Royalty income

The Company records royalty income when earned.

Stock-based Compensation

The Company follows the Recommendations of the Canadian Institute of Chartered Accountants (“CICA”) in connection with accounting for stock option-based compensation.  The standard now requires that all stock option-based awards made to consultants and employees be recognized in these consolidated financial statements and measured using a fair value-based method.

Consideration received on the exercise of stock options and compensation options and warrants is recorded as share capital. The related contributed surplus originally recognized when the options were granted, is transferred to share capital.

Loss per share

Loss per share has been calculated using the weighted average number of common shares outstanding during the year. Diluted loss per share is not presented as it is anti-dilutive to the loss per share figures.

Comparative Figures

Certain of the prior years' figures have been reclassified to conform with the current year’s financial statement presentation.

3.    RELATED PARTY TRANSACTIONS

During the second quarter ended March 31, 2008, there were no related party transactions.

During 2006, the Company’s former President’s private company charged $38,463 in management fees and $22,327 in interest on the amounts advanced in 2006 and 2005. The former president received marketable securities and long-term investments valued at $71,138 for management fees, advance repayment and partial interest repayment. The Company recorded a gain on sale of long-term investments of $44,099, a write-down of marketable securities of $3,892 and a loss on sale of marketable securities of $81,597, a result of these settlements.

All transactions with related parties have occurred in the normal course of operations and are measured at their fair value as determined by management.

Refer to Note 8.

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Notes to the Consolidated Financial Statements

March 31, 2008 and 2007

(Stated in U.S. Dollars) – Page

4.    MARKETABLE SECURITIES

The Company owns publicly-traded securities classified as held for trading as follows:

	March 31, 2008				March 31, 2007
	Aggregate Cost		Market Value		Aggregate Cost		Market Value
Publicly traded securities	$	602,165	$	461,390	$	-	$	-

5.    DEPOSITS ON ASSET

The Company’s deposits consist of cash deposits of $111,605 on the purchase of a real estate condominium totalling $1,116,050 with the balance to be paid as follows:

- $111,605 on July 1, 2008;

- $55,803 on January 1, 2009; and

- $837,037 due upon closing of the sale.

6.    EQUIPMENT

	Cost		Accumulated Amortization		2008 Net		2007  Net
Computer equipment	$	56,638	$	51,237	$	5,401	$	–
Furniture and equipment		33,343		33,343		–		–
Leaseholds		3,880		3,880		–		–
	$	93,861	$	88,460	$	5,401	$	–

7.    MINERAL PROPERTIES

	Amos		Vassan		Nico		Bedford		Total
Balance, beginning of quarter	$	-	$	-	$	-	$	-	$	-
Cash		5,050		5,050		20,200		10,330		40,330
Balance, end of quarter	$	5,050	$	5,050	$	20,200	$	10,330	$	40,330

Amos and Vassan

Pursuant to an Option Agreement dated February 20, 2007, the Company acquired the right to acquire a 100% interest in two mineral properties located in the Abitibi region of the Province of Quebec, Canada, consisting of 75 mineral claims by paying cash of $10,000CDN. If an economic discovery is made on the property, the Company must issue $70,000 in common shares as a bonus. There is a 2% Net Smelter Return royalty ("NSR") of which 1% of the NSR may be purchased for $1,000,000.

Nico

Pursuant to an Option Agreement dated June 20, 2007, the Company acquired the right to acquire a 100% interest in 51 mineral claims located in the Abitibi region of the Province of Quebec, Canada by paying cash of $20,000CDN. The property is subject to the same economic discovery commitments and NSR as the above-noted February 20, 2007 Option Agreement.

Bedford

In October, 2007, the Company concluded an option agreement with Bedford Resource Partners to acquire an iron ore exploration project in Northern Quebec.  The option was completed for an acquisition cost of $10,000 CDN to acquire up to a 90% interest ownership of the property.  For the Company to acquire the 90% interest, it must make additional payments totaling $36,000 over the next 3 years and bear 100% of the costs to develop the property to a pre-feasibility stage on or before December 31, 2012.

8.      LOAN PAYABLE

The Company owes the former President’s private company $342,936 as at March 31, 2008 (2007 - $342,936) plus accrued interest of 67,938 (2007 - $37,093), which has been included in accounts payable and accrued liabilities.  The loan is an unsecured demand loan bearing interest at 6% per annum.

Refer to Note 3.

9.     SHARE CAPITAL

a) Authorized share capital consists of unlimited common shares without par value.

	March 31,				March 31
	2008				2007
	Number of Shares				Shares
Balance, beginning of quarter		8,466,702	$	4,350,079		7,940,089	$	2,649,089
Shares issued for warrants		–		–		–		–
Private placement		–		–		–		–
Balance, end of  year		8,466,702	$	4,350,079		7,940,089	$	2,649,089

b) Stock Options

The Corporation has an incentive stock option plan authorizing the Company to grant options up to 10% of the issued and outstanding common stock of the Company to directors, officers, employees and consultants of the Company. No specific vesting terms are required. The term of each grant shall be no greater than 5 years from the date of grant. The option price shall be no less than the price permitted by the TSX Venture Exchange.

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Notes to the Consolidated Financial Statements

March 31, 2008 and 2007

(Stated in U.S. Dollars) – Page

9.     SHARE CAPITAL - cont’d

b) Stock Options

No options have been granted in 2007 nor the prior two fiscal years. During the year ended December 31, 2005, 120,000 stock options with a weighted-average exercise price of $1.25 expired, leaving no outstanding options at December 31, 2005.

c) Warrants

	March 31, 2008				March 31, 2007
	Number of Shares		Weighted Price		Number of Shares		Weighted Price
Opening balance		5,760,000		0.33		5,100,000		0.13
Expired		–		–		–		–
Granted during the year		–		–		–		–
Closing balance		5,760,000		0.33		5,100,000		0.13
Weighted remaining life in years				1.85				0.61

10.    EXCISE TAX RE-ASSESSMENT

Upon appeal, the Company received a Good and Services Tax refund of $52,809 during 2006 for prior input tax credits incurred and previously denied by the Canada Revenue Agency.

11.    WRITE-OFF OF LOAN RECEIVABLE

During 2006, the Company wrote-off as uncollectible a loan from a former consultant of $17,113 plus accrued interest of $2,337.

12.    SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING

There were no significant non-cash transactions in the quarter ended March 31, 2008.

During the year ended September 30, 2006, the Company settled $42,088 in loans payable and $29,050 in accounts payable and accrued liabilities to the former President’s private company by transferring marketable securities and long-term investments valued at a cost of $112,528.

EX-99.2

Management's Discussion and Analysis of Financial Condition and

Results of Operations of Grand Peak Capital Corp. as at May 28, 2008

 The following discussion and analysis of the financial condition and results of operations of Grand Peak Capital Corp. (the "Company") for the six month period ended March 31, 2008 should be read in conjunction with the Company's unaudited consolidated interim financial statements and related notes for the three months ended March 31, 2008. During fiscal year 2007, the Company changed its financial year end from December 31 to September 30.  As such, the discussion pertaining to the financial results herein is in reference to the six month period ended March 31, 2008, and the comparative periods presented will reflect the three month period ended March 31, 2007.  The Company's financial statements included herein were prepared in accordance with Canadian generally accepted accounting principles and are expressed in U.S. dollars.

Statements in this management's discussion and analysis, to the extent that they are not based on historical events, constitute forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements appear in a number of different places in this management's discussion and analysis and include statements regarding the intent, belief or current expectations of the Company and its directors or officers, primarily with respect to the future market size and future operating performance of the Company and its subsidiaries. Forward-looking statements include, without limitation, statements regarding the outlook for future operations, forecasts of future costs and expenditures, evaluation of market conditions, the outcome of legal proceedings, the adequacy of reserves, or other business plans. Investors are cautioned that any such forward-looking statements are not guarantees and may involve risks and uncertainties, and that actual results may differ from those in the forward-looking statements as a result of various factors such as general economic and business conditions, including changes in interest rates, prices and other economic conditions; actions by competitors; natural phenomena; actions by government authorities, including changes in government regulation; uncertainties associated with legal proceedings; technological development; future decisions by management in response to changing conditions; the ability to execute prospective business plans; and misjudgments in the course of preparing forward-looking statements.  These risks, as well as others, could cause actual results and events to vary significantly.  The Company does not undertake any obligation to release publicly any revision for updating any voluntary forward-looking statements.

The following selected financial data for the past nine business quarters have been summarized from the Company’s unaudited quarterly financial statements and are qualified in their entirety by reference to, and should be read in conjunction with, such financial statements:

Summary of Quarterly Results

	2008						2007									2006
		Q2			Q1			Q3			Q2			Q1			Q4			Q3			Q2			Q1
Revenues	$	25		$	18		$	29		$	14		$	2		$	89		$	(73	)	$	6		$	9
Net income (loss)		(57	)		(26	)		(106	)		37			(14	)		(34	)		(59	)		(13	)		29
Net income (loss) per share
Basic		(0.01	)		(0.01	)		(0.01	)		(0.003	)		(0.002	)		(0.005	)		(0.008	)		(0.002	)		0.005
Fully diluted		(0.01	)		(0.01	)		(0.01	)		(0.003	)		(0.002	)		(0.005	)		(0.008	)		(0.002	)		0.005
Total assets		2,224			2,252			1,180			625			441			448			160			305			132
Net assets		1,579			1,610			566			465			30			38			(253	)		(191	)		(332	)
Debt		645			642			615			400			411			411			412			499			464
Shareholders' equity (deficit)		1,579			1,609			565			225			30			38			(253	)		(191	)		(332	)
Capital stock		4,350			4,350			3,279			2,899			3,456			2,649			3,631			3,631			3,456
Dividends		–			–			–			–			–			–			–			–			–
Weighted average common stock outstanding, fully diluted share		14,267			13,700			13,700			11,033			7,940			7,940			7,069			6,376			5,934

Liquidity and Capital Resources

The Company's principal assets consist of cash. The Company's principal sources of funds are its available cash resources, bank financing and public financing. The Company has no recurring cash requirements other than repayment of interest and principal on its debt, tax payments and corporate overhead.

At March 31, 2008, the Company's readily available cash totaled $1,187,682, while additional sources of liquidity included $713,770 in marketable securities and $41,584 of loans, prepaid expenses and other receivables.  The Company held cash and marketable securities of $438,536 and $2,340 respectively as at March 31, 2007.  The Company's accounting policy is to report the value of marketable securities at the lower of cost or market at the time of the financial reporting period.  The market value of marketable securities as at March 31, 2008 was $461,390.63.  Total current assets as at March 31, 2008 were $1,943,036 compared to $440,875 as at March 31, 2007.

Operating activities increased cash of $136,381 in the quarter ended March 31, 2008 due predominately to an increase in accounts payable and loans payable compared to a decrease of cash as a result of operating activities of $14,311 during the quarter ended March 31, 2007, predominately from the net loss incurred during such year.  Investing activities reduced cash in the amount of $993,174 from the purchase of short term investments and marketable securities and deferred exploration and development expenses during the quarter ended March 31, 2008 compared to investing activities generating cash of nil in the quarter ended March 31, 2007.  Financing activities generated cash of $1,700,991 from the issuance of common shares compared to nil in the quarter ended March 31, 2007.

Financial Position

Total assets of the Company as at March 31, 2008 increased to $2,224,780 compared to $440,875 at March 31, 2007, predominately from a private placement financing.   The Company's liabilities increased to $645,751 as at March 31, 2008 compared to $410,771 as at March 31, 2007, due largely to the increase of accounts payable and accrued liabilities during the year.  The Company reported loans payable of $404,000 as of March 31, 2008 compared to $342,936 at March 31, 2007.

Shareholders' Equity

Shareholders' equity as at March 31, 2008 was $1,579,029 compared to $31,104 as at March 31, 2007.  The Company had 8,466,702 shares issued and outstanding as at March 31, 2008.

Operating Results

The Company operates in both the United States and Canada and, as such, the Company's consolidated financial results are subject to foreign currency exchange rate fluctuations. The Company reports its results of operations in U.S. dollars and translates assets and liabilities into U.S. dollars at the rate of exchangeon the balance sheet date. Unrealized gains and losses from these translations are recorded on the consolidated balance sheet as "accumulated other comprehensive income".

Expenses for the quarter ended March 31, 2008 totaled $82,039 compared to $16,252 in the quarter ended March 31, 2007.  For the quarter ended March 31, 2008, expenses consisted mainly of professional fees of $47,733 and transfer agent and regulatory fees of $32,964, office expenses of $1,000 and bank charges and interest of $342.

Other income before other items includes interest and royalty income of $25,024 for the quarter ended March 31, 2008 compared to revenue of $2,081 for the quarter ended March 31, 2007.

The Company reported a net loss of $57,015 in the quarter ended March 31, 2008 compared toa net loss of $14,171 in the quarter ended March 31, 2007.  Basic and diluted loss per common share was $0.01 in the quarter ended March 31, 2008 compared to a loss of $0.002 in the same quarter last year.

Management assessment of Internal Controls

During the most recent interim quarter ending March 31, 2008, there have not been changes in the design of the Company's internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, the Company's internal controls over financial reporting.

Additional Information

Effective March 27, 2008 Thomas J. Kennedy was appointed as director of the Company upon the resignation of Mahmoud S. Aziz.  Mr. Aziz stepped down from the board of directors in order to dedicate his time to his principal business activities.

Additional Information relating to the Company is available on SEDAR at www.sedar.com.

EX-99.3

CERTIFICATION OF INTERIM FILINGS

VENTURE ISSUER BASIC CERTIFICATE

I, Navchand Jagpal, C.E.O. of Grand Peak Capital Corp. certify the following:

1. I have reviewed the interim financial statements and interim MD&A (together the Interim Filings) of Grand Peak Capital Corp. (the Issuer) for the interim period ending March 31, 2008.

2. Based on my knowledge, having exercised reasonable diligence, the Interim Filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, for the period covered by the Interim Filings.

3. Based on my knowledge, having exercised reasonable diligence, the interim financial statements together with the other financial information included in the Interim Filings fairly present in all material respects the financial condition, results of operations and cash flows of the Issuer, as of the date of and for the periods presented in the Interim Filings.

Date:  May 29, 2008

/s/ Navchand Jagpal                                                                

Navchand Jagpal

Chief Executive Officer

NOTE TO READER

In contrast to the certificate required under Multilateral Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (MI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in MI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of:

i) controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the Issuer in its annual filings, Interim Filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

ii) a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

The Issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate.

Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in MI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.

EX-99.4

CERTIFICATION OF INTERIM FILINGS

VENTURE ISSUER BASIC CERTIFICATE

I, Navchand Jagpal, C.F.O. of Grand Peak Capital Corp. certify the following:

1. I have reviewed the interim financial statements and interim MD&A (together the Interim Filings) of Grand Peak Capital Corp. (the Issuer) for the interim period ending March 31, 2008.

2. Based on my knowledge, having exercised reasonable diligence, the Interim Filings do not contain any untrue statement of a material fact or omit to state a material fact required to be stated or that is necessary to make a statement not misleading in light of the circumstances under which it was made, for the period covered by the Interim Filings.

3. Based on my knowledge, having exercised reasonable diligence, the interim financial statements together with the other financial information included in the Interim Filings fairly present in all material respects the financial condition, results of operations and cash flows of the Issuer, as of the date of and for the periods presented in the Interim Filings.

Date: May 29, 2008

/s/ Navchand Jagpal 

Navchand Jagpal

Chief Financial Officer

NOTE TO READER

In contrast to the certificate required under Multilateral Instrument 52-109 Certification of Disclosure in Issuers’ Annual and Interim Filings (MI 52-109), this Venture Issuer Basic Certificate does not include representations relating to the establishment and maintenance of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR), as defined in MI 52-109. In particular, the certifying officers filing this certificate are not making any representations relating to the establishment and maintenance of:

i) controls and other procedures designed to provide reasonable assurance that information required to be disclosed by the Issuer in its annual filings, Interim Filings or other reports filed or submitted under securities legislation is recorded, processed, summarized and reported within the time periods specified in securities legislation; and

ii) a process to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with the issuer’s GAAP.

The Issuer’s certifying officers are responsible for ensuring that processes are in place to provide them with sufficient knowledge to support the representations they are making in this certificate.

Investors should be aware that inherent limitations on the ability of certifying officers of a venture issuer to design and implement on a cost effective basis DC&P and ICFR as defined in MI 52-109 may result in additional risks to the quality, reliability, transparency and timeliness of interim and annual filings and other reports provided under securities legislation.