UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 20-F

[]	REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934.
[X]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the fiscal year ended September 30, 2007
[]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from ______________to ___________________
[]	SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	Date of event requiring this shell company report______________

Commission File Number 0-13966

GRAND PEAK CAPITAL CORP.
(Exact name of Company as specified in its charter)

Yukon Territory, Canada
(Jurisdiction of Incorporation or Organization)

Suite 900, 555 Burrard Street
Vancouver, British Columbia V7X 1M8 Canada
(Address of principal executive offices)

Securities registered or to be registered pursuant to Section 12(b) of the Act: None

Securities registered or to be registered pursuant to Section 12(g) of the Act:

Common Shares, without par value
(Title of Class)

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

17,333,514 Common Shares without par value outstanding as at September 30, 2007

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

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. [ ] Yes [X] No

     Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No

*Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of "accelerated filer and large accelerated filer" in Rule 12b-2 of the Exchange Act. (Check on):
Large Accelerated File [ ]       Accelerated Filer       [ ] Non-Accelerated Filer [X]

Indicate by check mark which financial statement item the registrant has elected to follow. Item 17 [X] Item 18 [ ]

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

(APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS.)

Indicate by check mark whether the Registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. NOT APPLICABLE

TABLE OF CONTENTS

	Page No.
PART I
ITEM 1.	IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS	3
ITEM 2.	OFFER STATISTICS AND EXPECTED TIMETABLE	3
ITEM 3.	KEY INFORMATION	4
ITEM 4.	INFORMATION ON THE COMPANY	8
ITEM 4A	UNRESOLVED STAFF COMMENTS	12
ITEM 5.	OPERATING AND FINANCIAL REVIEW AND PROSPECTS	12
ITEM 6.	DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES	15
ITEM 7.	MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS	21
ITEM 8.	FINANCIAL INFORMATION	22
ITEM 9.	THE OFFER AND LISTING	23
ITEM 10.	ADDITIONAL INFORMATION	24
ITEM 11.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	30
ITEM 12.	DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES	30
PART II
ITEM 13.	DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES	31
ITEM 14.	MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS	31
ITEM 15.	CONTROLS AND PROCEDURES	31
ITEM 16.	[RESERVED]	32
ITEM 16A.	AUDIT COMMITTEE FINANCIAL EXPERT	32
ITEM 16B.	CODE OF ETHICS	32
ITEM 16C.	PRINCIPAL ACCOUNTANT FEES AND SERVICES	32
ITEM 16D.	EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES	32
ITEM 16E.	PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS	33
PART III
ITEM 17.	FINANCIAL STATEMENTS	33
ITEM 18.	FINANCIAL STATEMENTS	54
ITEM 19.	EXHIBITS	54

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INTRODUCTION

     In this annual report on Form 20-F, referred to as the "Annual Report", references to the "Company", "we", or "us" refer to Grand Peak Capital Corp. and its subsidiaries unless the context clearly suggests otherwise.

     Unless otherwise indicated in this Annual Report, all references to "USD$" or "$" are to the lawful currency of the United States and all references to "Canadian Dollars" or "C$" are to the lawful currency of Canada.

Forward-Looking Statements

     Statements in this Annual Report, 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 Annual Report 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. Although we believe that the expectations conveyed by the forward-looking statements are reasonable based on information available to us on the date such forward-looking statements were made, no assurances can be given as to future results, levels of activity, achievements or financial condition. 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 (often, but not always, using words or phrases such as "expects" or "does not expect", "is expected", "anticipates", "does not anticipate", "plans", "estimates", or "intends", or stating that certain actions, events or results "may", "could", "would" or "will" be taken, occur or be achieved). 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. Readers should not place undue reliance on any forward-looking statements and should recognize that the statements are predictions of future results, which may not occur as anticipated. Actual results could differ materially from those anticipated in the forward-looking statements and from historical results due to the risks and uncertainties described herein, as well as others not now anticipated. The foregoing statements are not exclusive and further information concerning us, including factors that could materially affect our financial results, may emerge from time to time. We do not intend to update forward-looking statements to reflect actual results or changes in factors or assumptions affecting such forward-looking statements. Investors are advised that these cautionary remarks expressly qualify in their entirety all forward-looking statements attributable to the Company or persons acting on its behalf.

PART I

ITEM 1. IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

     Not applicable.

ITEM 2. OFFER STATISTICS AND EXPECTED TIMETABLE

     Not applicable.

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ITEM 3. KEY INFORMATION

A. Selected Financial Data

     The following table summarizes selected consolidated financial data for the Company prepared in accordance with Canadian generally accepted accounting principles, referred to as "GAAP". Additional information is presented to show the difference which would result from the application of United States GAAP to the Company's financial information. For a description of the differences between Canadian GAAP and United States GAAP, see Note 16 of the Company's audited consolidated financial statements included elsewhere in this Annual Report. The information in the following table is extracted from the more detailed financial statements and related notes included herein, referred to as the "Financial Statements", and should be read in conjunction with such Financial Statements.

Canadian GAAP

		Year Ended September 30,			Year Ended December 31,
		2007			2006			2005			2004			2003
		(in thousands, other than per share amounts)
Revenues	$	29		$	31		$	52		$	61		$	76
Net loss		(106	)		(77	)		(300	)		(1,829	)		(518	)
Net loss per share
Basic		(0.01	)		(0.01	)		(0.05	)		(0.31	)		(0.09	)
Fully diluted		(0.01	)		(0.01	)		(0.05	)		(0.31	)		(0.09	)
Total assets		1,180			448			149			797			2,108
Net assets		566			38			(361	)		(49	)		2,039
Debt		615			411			510			847			69
Shareholders' equity		565			38			(361	)		(49	)		2,039
Capital stock		3,279			2,649			3,456			3,456			3,456
Dividends		–			–			–			269	(1)		–
Weighted average
common stock
outstanding, fully
diluted (in thousands
of shares)		13,700			7,940			5,934			5,934			5,934

________________
(1)	The Company announced a special dividend consisting of 0.42 common shares of North Group Finance Limited (TSX Venture Exchange: NOR) for each common share of the Company. The Company distributed approximately 2,492,076 common shares of North Group Finance Limited to shareholders of record as of August 31, 2004.

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U.S. GAAP

		Year Ended September 30,			Year Ended December 31,
		2007			2006			2005			2004			2003
		(in thousands, other than per share amounts)
Revenues	$	29		$	31		$	52		$	61		$	76
Net loss		(106	)		(77	)		(300	)		(1,829	)		(518	)
Net loss per share
Basic		(0.01	)		(0.01	)		(0.05	)		(0.31	)		(0.09	)
Fully diluted		(0.01	)		(0.01	)		(0.05	)		(0.31	)		(0.09	)
Total assets		1,180			448			149			797			2,108
Net assets		566			38			(361	)		(49	)		2,039
Debt		615			411			510			847			69
Shareholders' equity		565			38			(361	)		(49	)		2,039
Capital stock		3,279			2,649			3,456			3,456			3,456
Dividends		–			–			–			269	(1)		–
Weighted average
common stock
outstanding, fully
diluted (in
thousands of
shares)		13,700			7,940			5,934			5,934			5,934

_____________
(1)	The Company announced a special dividend consisting of 0.42 common shares of North Group Finance Limited (TSX Venture Exchange: NOR) for each common share of the Company. The Company distributed approximately 2,492,076 common shares of North Group Finance Limited to shareholders of record as of August 31, 2004.

Exchange Rates

     The following table sets forth information as to the period end, average, high and low exchange rate data for Canadian Dollars and United States Dollars for the periods indicated based on the noon buying rate in New York City for cable transfers in Canadian Dollars as certified for customs purposes by the Federal Reserve Bank of New York (C$ = USD$1).

Year Ended
December 31,	Average	Period End	High	Low
2003	1.4008	1.2923	1.5750	1.2923
2004	1.3017	1.2034	1.3970	1.1775
2005	1.2116	1.1656	1.2703	1.1507
2006	1.1340	1.1652	1.1726	1.0989

Year Ended
September 30,	Average	Period End	High	Low
2007	1.1048	.9959	1.1852	.9959

     The following table sets forth the high and low exchange rate for the past six months. As of March 25, 2008, the exchange rate was C$1.0146 for each USD$1.

Month	High	Low
September 2007	1.0546	.9959
October 2007	1.0002	.9496
November 2007	1.0007	.9168
December 2007	1.0216	.9784
January 2008	1.0294	.9905
February 2008	1.0180	.9747

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B.	Capitalization and Indebtedness
Not Applicable.
C.	Reasons for Offer and Use of Proceeds
Not Applicable.
D.	Risk Factors

     The Company's primary risks are transaction risks. In addition, the Company has been and may continue to be affected by many other factors, including but not limited to: (1) economic and market conditions, including the liquidity of capital markets; (2) the volatility of market prices, rates and indices; (3) the timing and volume of market activity; (4) inflation; (5) the cost of capital, including interest rates; (6) political events, including legislative, regulatory and other developments; (7) competitive forces, including the Company's ability to attract and retain personnel; (8) support systems; and (9) litigation. In determining whether to make an investment in the Company's capital stock, investors should consider carefully all of the information set forth in this Annual Report and, in particular, the following risk factors.

Transaction Risks

     The Company manages transaction risk through allocating and monitoring its capital investments and carefully screening clients and transactions. Nevertheless, transaction risks can arise from, among other things, the Company's merchant banking and private equity activities and relate to the risks of the proposed transaction. These risks include market risks associated with the Company's role in providing advisory services.

     The Company often makes investments in highly unstructured situations and in companies undergoing severe financial stress. Such investments also often involve severe time constraints. These investments may expose the Company to significant transaction risks and place the Company's funds in illiquid situations. An unsuccessful investment may result in the total loss of such investment and may have a material adverse effect on the Company's business, results of operations and financial condition.

     Additionally, in order to grow its business, the Company may seek to acquire or invest in new companies. The Company's failure to make such acquisitions may limit its growth. In pursuing acquisition opportunities, the Company may be in competition with other companies having similar growth and investment strategies. Competition for these acquisitions or investment targets could result in increased acquisition or investment prices and a diminished pool of businesses, technologies, services or products available for acquisition or investment.

Competition Risks

     The Company conducts its business in a highly competitive environment. Many of its competitors have far greater resources, capital and access to information than the Company. Competition includes firms traditionally engaged in financial services, such as banks, broker-dealers and investment dealers. Increased competition may lead the Company to become involved in transactions with more risk.

Market Risks

     Market risk relates to fluctuations in the liquidity of securities, as well as volatility in market conditions generally. The markets for securities and other related products are affected by many factors over which the Company has little or no control. These factors include the financial performance and

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prospects of specific companies and industries, world markets and economic conditions, the availability of credit and capital, political events and perceptions of market participants.

The Company is exposed to the risk of a market downturn.

     As a financial services company, the Company's business is materially affected by conditions in the financial markets and economic conditions generally. In the event of a market downturn, the Company's business, results of operations and financial condition could be adversely affected. In addition, there is no assurance that an active public market for the Company's securities will continue.

     A market downturn could lead to a decline in the number and size of the transactions that the Company executes for its clients, including transactions in which the Company provides financial advisory and other services, and to a corresponding decline in the revenues the Company receives from fees.

     A market downturn could further result in losses to the extent that the Company owns assets in such market. Conversely, to the extent that the Company has sold assets the Company does not own (i.e., if the Company has short positions) in any market, an upturn in such market could expose the Company to potentially unlimited losses as it attempts to cover its short positions by acquiring assets in a rising market.

     Even in the absence of a market downturn, the Company is exposed to substantial risk of loss due to market volatility.

Our share price has been volatile in recent years.

      In recent years, the securities markets in the United States and Canada have experienced a high level of price and volume volatility, and the market price of securities of many companies in our sector have experienced wide fluctuations in price which have not necessarily been related to the operating performance, underlying asset values or prospects of such companies. In particular, the per share price of the Company's common shares fluctuated from a high of $0.59 to a low of $0.28 on the TSX Venture Exchange, referred to as the "TSX-V," within the twelve month period preceding the date of this Annual Report. There can be no assurance that continual fluctuations in price will not occur.

Operating history and significant historical operating losses.

     In fiscal 2003, 2004, 2005, 2006 and 2007, we reported losses of $518,000, $1,829,000, $300,000, $77,000 and, 106,000 respectively. As at September 30, 2007, we had an accumulated deficit of $4,066,831. 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.

A rise in inflation may affect the Company's results.

     The Company does not believe that inflation has had a material impact on its revenues or income over the past three fiscal years. In addition, since the Company's assets to a large extent are liquid in nature, they are not significantly affected by inflation. However, increases in inflation could result in increases in the Company's expenses. To the extent that inflation results in rising interest rates and has other adverse effects on capital markets, it could adversely affect the Company's business, results of operations and financial condition.

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Market risk may increase the other risks that the Company faces.

     In addition to the market risks described above, market risks could exacerbate the other risks that the Company faces. For example, if the Company incurs substantial trading losses, its need for liquidity could rise sharply while its access to liquidity could be impaired.

Legal and Regulatory Risks

     The Company is exposed to legal risks in its business and the volume and amount of damages claimed in litigation against financial intermediaries is increasing. These risks include potential liability under securities or other laws for materially false or misleading statements made in connection with securities and other transactions and potential liability for advice the Company provides to participants in corporate transactions. These risks often may be difficult to assess or quantify and their existence and magnitude often remain unknown for substantial periods of time. See Note 10 of the Financial Statements for additional information with respect to the Company's legal and regulatory proceedings.

Enforcement Risks

     The enforcement of civil liabilities by investors under applicable United States federal and state securities laws may be adversely affected because the Company is organized under the laws of the Yukon Territory, Canada and none of its officers or directors are residents of the United States. As a result, it may be difficult or impossible for United States investors to effect service of process upon the Company's officers or directors within the United States. It may also be difficult to realize against the Company or its officers or directors in the United States upon judgments of United States courts for civil liabilities under applicable United States federal and state securities laws. Courts in Canada or elsewhere may not enforce: (1) judgments of United States courts obtained in actions against the Company or its officers or directors predicated upon the civil liability provisions of applicable United States federal and state securities laws; and (2) in original actions, liabilities against the Company or officers or directors predicated upon such laws.

     Additionally, the Company's principal operating assets are located outside of the United States. Under bankruptcy laws in the United States, courts typically have jurisdiction over a debtor's property, wherever it is located, including property situated in other countries. Courts outside of the United States may not recognize the United States bankruptcy court's jurisdiction. Accordingly, investors may have difficulty administering a United States bankruptcy case involving a Canadian debtor with property located outside of the United States. Any orders or judgments of a bankruptcy court in the United States may not be enforceable.

Other Risks

     Certain provisions of the Company's charter documents and the applicable corporate legislation may discourage, delay or prevent a change of control or changes in its management that shareholders consider favourable. These include provisions that authorize the board of directors of the Company to issue preferred stock in series, provide for the election of the directors of the Company with staggered, three-year terms and limit the persons who may call special meetings of shareholders.

     In addition, the Investment Canada Act, referred to as the "ICA", may impose limitations on the rights of non-Canadians to acquire the Company's common shares.

ITEM 4. INFORMATION ON THE COMPANY

A. History and Development of the Company

     The Company's principal place of business is Suite 900, 555 Burrard Street, Vancouver, British Columbia, Canada V7X 1M8 and its telephone number is (604) 443-5059.

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     The Company was originally incorporated in 1952 under the Canada Corporations Act and was continued under the Canada Business Corporations Act in 1980. The Company amalgamated with Metanetix Corporation and Canadian Capital Financial Markets Inc. on January 1, 1995. The Company changed its name on January 22, 1999 from "Hariston Corporation" to "Midland Holland Inc." On January 24, 2000, the Company was continued under the Business Corporations Act (Yukon) under the name "Mercury Partners & Company Inc." On December 28, 2001, the Company completed an amalgamation with Pacific Mercantile Company Limited, referred to as "PMCL". The Company changed its name on April 29, 2005 from "Mercury Partners & Company Inc." to "Black Mountain Capital Corporation." At the Company's 2006 annual and special meeting of shareholders, which we refer to as the "2006 Annual Meeting", held on July 16, 2007, shareholders of the Company passed a special resolution approving an amendment to the Company's articles to change the name of the Company. Subsequently, on November 20, 2007, the Company changed its name to "Grand Peak Capital Corp."

     At a special meeting of shareholders of the Company held on August 25, 1998, the slate of nominee directors proposed by a dissident shareholder was elected. Following the change in directorship, the Company initiated a comprehensive restructuring plan, which included, among other things, monetizing all non-cash assets, reducing corporate overhead expenses, consolidating the Company's share capital and settling all outstanding litigation. In addition, the Company changed the focus of its business from investing in a wide variety of start-up or early stage businesses to engaging primarily in private equity and merchant banking activities.

     On September 26, 2001, shareholders of PMCL and the Company approved the amalgamation between the companies, referred to as the "Amalgamation". Prior to the Amalgamation, PMCL was the largest shareholder of the Company, owning 2,250,219 common shares or approximately 49.5% of the Company. Under the terms of an amalgamation agreement between the Company, PMCL and 940296 Alberta Ltd., a wholly owned subsidiary of the Company, each common share of PMCL was exchanged for five common shares of the Company following the amalgamation of PMCL and 940296 Alberta Ltd., resulting in 3,681,310 shares of the Company being issued to the shareholders of PMCL. The 2,250,219 common shares of the Company owned by PMCL, which had a carrying value of $322,191, were canceled in June 2007.

     In August 2004, the Company announced a special dividend consisting of 0.42 common shares of North Group Finance Limited (TSX-V: NOR) for each common share of the Company. The Company distributed approximately 2,492,076 common shares of North Group Finance Limited to shareholders as of the record date of August 31, 2004. For registered shareholders with addresses in the United States, the shares of North Group Finance Limited which they would otherwise be entitled to were sold on their behalf and the proceeds of the sale were distributed.

     During the year ended December 31, 2005, the Company settled with the Alberta Securities Commission, referred to as the "ASC", in respect of an alleged breach of takeover bid rules and control persons’ reporting obligations. Pursuant to the terms of the settlement, the Company paid $40,693 to the ASC to, among other things, mitigate the continuing expense of protracted litigation. This amount and related legal costs of $55,396 were recorded as a loss on settlement of lawsuits for the year ended December 31, 2005.

     Effective November 20, 2007, the Company consolidated, referred to as the "Consolidation", all of the issued and outstanding common shares of the Company at a ratio of five currently issued and outstanding common shares for one new common share, so that the 17,333,514 common shares without par value issued and outstanding were consolidated into approximately 3,466,702 common shares without par value. Any fractional common share(s) resulting from the Consolidation were rounded down to the nearest whole number. In conjunction with the Consolidation, the Company changed its name to "Grand Peak Capital Corp." The new trading symbol for the common shares following the effective date is "GPK-U" on the TSX-V and "GPKUF" on the NASD Over-the-Counter Bulletin Board, referred to as the "OTCBB".

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B. Business Overview

     The Company is a publicly traded financial services company engaging primarily in private equity and merchant banking activities in Canada and the United States. The Company's shares are quoted on the OTCBB in the United States under the symbol "GPKUF" and on the TSX-V, in United States dollars, under the symbol "GPK.U". The Company's investment objective is to acquire influential ownership in companies and, through direct involvement, bring about changes required to realize their potential value. The Company concentrates on return on investment and cash flow to build long-term shareholder value. Accordingly, the Company continually evaluates its existing investments and operations and investigates the possible acquisition of new businesses.

     The Company assists companies in developing their businesses through active involvement in capital financings, acquisitions and business strategy development. The Company develops innovative solutions for projects that are practical, responsible and pragmatic in their implementation. However, the Company takes a cautious approach to new initiatives, selectively allocating capital and concentrating on areas where its financial and management expertise can be best applied. In addition, in the normal course of its business, Grand Peak continues to make various portfolio investments from time to time as such opportunities arise.

     The Company's principal sources of funds are its available cash resources, bank financing, public financing and revenues generated from the Company's merchant banking activities and realized investment gains from the Company's private equity operations. The Company has no recurring cash requirements other than repayment of interest and principal on its debt, tax payments and corporate overhead.

Private Equity

     The Company's private equity operations include reviewing investment opportunities in undervalued companies or assets, management or leveraged buy-outs and turn around or workout situations. In furtherance of this strategy, the Company often advises and invests in the restructuring of businesses that are having financial distress or have defaulted on their debt obligations. The Company earns advisory fees by providing strategic and financial advice for clients. The following is a brief description of the Company's private equity operations.

Undervalued companies or assets.

     The Company seeks influential ownership in companies or assets whose intrinsic values are not fully reflected in their price. Specifically, the Company invests in businesses that demonstrate consistently high earnings and free cash flow and companies priced at a significant discount in terms of net asset value, earnings multiples or other valuation criteria. The Company works to bring about the changes required to realize the strategic value of those companies.

Management and leveraged buy-outs.

     The Company invests and assists in arranging financing for a management or succession-leveraged buy-out of a business. The Company invests in equity and mezzanine securities arising from leveraged acquisitions and recapitalizations and other similar types of transactions, which involve significant financial leverage. The Company structures transactions that allow owners to sell part of their equity in advance of their departure while maintaining management continuity.

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Turn-arounds or workouts.

     The Company invests in the securities of distressed or troubled companies or assets where the business value is evident but the company suffers from financial or non-financial difficulties. The Company also invests in companies with underperforming management, where the underlying business value is still evident. The Company works to bring about the change required to realize the strategic value of these businesses.

Merchant Banking

     The Company's merchant banking operations include financial and management services for corporate finance transactions, including mergers and acquisitions and corporate restructurings. Through merchant banking partnerships, the Company provides companies and their management with investment capital and financial direction. The Company receives fees for services provided including options and other conversion privileges to participate as an equity investor in businesses to which merchant banking services have been provided. The following is a brief description of the Company's merchant banking operations.

Mergers & acquisitions.

     The Company is active in public company mergers and acquisitions transactions, including unsolicited take-over bids. The Company assists companies in identifying and financing acquisitions and provides recommendations regarding financial restructuring.

Corporate restructuring.

     The Company provides creative and responsible solutions to restructure businesses and their balance sheets so as to improve profitability. In certain circumstances, a company's financial flexibility is enhanced by the Company acquiring loans owing to the Company's traditional lenders, which are then restructured on financial terms consistent with the Company's immediate requirements.

Competition

     The Company currently competes against brokerage firms, investment bankers, merchant banks and other investment managers for appropriate investments. Such businesses are highly competitive and are subject to fluctuations based upon many factors over which the Company has no control, such as the condition of public markets, interest rates and the state of capital markets. Many of the Company's competitors are national or international companies with far greater resources, capital and access to information than the Company. As a result, the Company may become involved in transactions with more risk than if it had greater resources.

C. Organizational Structure

     The following is a list of the Company's significant operating subsidiaries as of September 30, 2007:

Subsidiary	Jurisdiction of Incorporation	Proportion of Ownership Interest
Lucky Minerals Inc.	Canada	100%

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D. Property, Plants and Equipment

     The Company's principal executive office is located in Vancouver, British Columbia, Canada, and is leased.

     In May 2007, the Company, through a wholly-owned subsidiary, exercised its previously announced option to acquire a 100% interest in two prospective nickel properties in the Abitibi region of Quebec, Canada. The two properties include 75 claims that cover approximately 3,200 acres of terrain in a region with two significant nickel deposits and one past-producing mine. The Company has completed the first stage of a preliminary exploration program on the properties and intends to continue its exploration program into 2008.

     The Company has also entered into an option agreement through a wholly-owned subsidiary to acquire a 100% interest in a third property in the same area of Quebec. The Company has concentrated its efforts of due diligence on this property and will continue its phase one work program to identify potential drilling targets.

     In the normal course of its business, Grand Peak continues to make investments in various real estate projects.

ITEM 4A. UNRESOLVED STAFF COMMENTS

     Not applicable.

ITEM 5. OPERATING AND FINANCIAL REVIEW AND PROSPECTS

     The following discussion and analysis of the financial condition and results of operations of the Company for the nine months ended September 30, 2007 and the fiscal years ended December 31, 2006 and 2005, should be read in conjunction with the Financial Statements and related notes included in this Annual Report. During fiscal year 2007, the Company changed its financial year end from December 31 to September 30. As such, the discussion pertaining to the fiscal year 2007 results herein is in reference to the nine month period ended September 30, 2007, and the comparative periods presented will reflect the fiscal years ended December 31, 2006 and 2005. The Company's Financial Statements included in this Annual Report were prepared in accordance with Canadian GAAP and are expressed in United States dollars. For a reconciliation of the Company's Financial Statements included herein to U.S. GAAP, see Note 16 to the Financial Statements. Certain reclassifications may have been made to the prior periods' Financial Statements to conform to the current period's presentation.

A. 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 United States dollars and translates assets and liabilities into United States dollars at the rate of exchange on the balance sheet date. Unrealized gains and losses from these translations are recorded on the consolidated balance sheet as "accumulated other comprehensive income".

     The Company's financial results for the past three fiscal years are summarized below.

		9 Months Ended Sept. 30,			Year Ended Dec. 31,
		2007			2006			2005
Revenue	$	29,386		$	31,280		$	51,865
Operating Expenses		135,724			136,139			220,130
Net loss		(106,338	)		(76,866	)		(300,279	)
Net loss per share		(0.01	)		(0.01	)		(0.05	)

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     Expenses decreased to $135,724 in fiscal 2007 compared to $136,139 in fiscal 2006 and $220,130 in fiscal 2005. For the period ended September 30, 2007, expenses consisted mainly of professional fees of $83,089, consulting fees of $2,645, bank charges and interest of $24,675 and regulatory, transfer agent and shareholder communication fees of $23,467.

     Other income before other items includes interest and royalty income of $29,386 for fiscal 2007 compared to revenues of $31,820 and $51,865, respectively for the fiscal years ending December 31, 2006 and 2005.

     The Company reported a net loss of $106,337 in fiscal 2007 compared to a net loss of $76,866 in fiscal 2006 and a net loss of $300,279 in fiscal 2005. Basic and diluted loss per common share was $0.01 in 2007 compared to losses of $0.01 and $0.05 in fiscal 2006 and 2005, respectively.

     The Company and certain of its subsidiaries have tax loss carry-forwards and other tax attributes, the amount and availability of which are subject to certain qualifications, limitations and uncertainties.

     In May, 2007, the Company, through a wholly-owned subsidiary, exercised its previously announced option to acquire a 100% interest in two prospective nickel properties in the Abitibi region of Quebec. The two properties include 75 claims that cover approximately 3,200 acres of terrain in a region with two significant nickel deposits and one past-producing mine. The Company has completed the first stage of a preliminary exploration program on the properties and intends to continue its exploration program into 2008.

     The Company has also entered into an option agreement through a wholly-owned subsidiary to acquire a 100% interest in a third party property in the same area of Quebec. The Company has concentrated its efforts of due diligence on this property and will continue its phase one work program to identify potential drilling targets.

     In November, 2007, the Company entered into 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 C$10,000 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 C$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.

Inflation

     The Company does not believe that inflation has had a material impact on revenues or income over the past three fiscal years.

Foreign Currency

     The Company's operations are conducted in both Canada and the US and its consolidated financial results are therefore subject to currency exchange rate fluctuations. 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 all resulting exchange differences are reported as a separate component of shareholders’ equity under accumulated other comprehensive income.

Application of Critical Accounting Policies

     The preparation of financial statements in conformity with GAAP requires the Company's 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 periods.

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     Management routinely makes judgments and estimates about the effects of matters that are inherently uncertain. As the number of variables and assumptions affecting the probable future resolution of the uncertainties increase, these judgments become even more subjective and complex. The Company has identified certain accounting policies, described below, that are most important to the portrayal of its current financial condition and results of operations. The significant accounting policies are disclosed in Note 2 to the financial statements included in this Annual Report.

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.

Marketable securities

     Marketable securities are recorded at the lower of cost or quoted market value on a specific identification basis.

B. Liquidity and Capital Resources

      The Company's principal assets consist of cash. The Company's principal sources of funds are its available cash resources and its bank 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. In the opinion of the Company, current working capital is sufficient for its current requirements.

     At September 30, 2007, the Company's readily available cash increased to $756,652 compared to $466,112 at December 31, 2006. Total current assets at September 30, 2007 increased to $898,791 from $448,452 at December 31, 2006.

     Operating activities used cash of $50,923 in fiscal 2007 compared to $56,996 and $740,718 during fiscal 2006 and 2005, respectively, predominately from the net loss incurred during the year. Investing activities reduced cash in the amount of $374,235 from the purchase of short term investments and marketable securities during fiscal 2007 compared to investing activities generating cash of $13,452 in fiscal 2006 and investing activities generating cash of $84,929 in fiscal 2005. Financing activities generated cash of $630,000 from the issuance of common shares in fiscal 2007 compared to $487,000 in fiscal 2006. Financing activities provided no cash in fiscal 2005.

     In August 2007, the Company completed a non-brokered private placement for 3,800,000 units for a price of US$0.10 per unit. Each unit consisted of one common share of the Company and one share purchase warrant. Each share purchase warrant entitles the holder to purchase one common share of the Company at a price of US$0.135 for a term of two years from the date of issue of such share purchase warrant. The Company raised an aggregate of US$380,000 from the sale of the units. The Company is using the proceeds of the private placement for working capital.

     On December 17, 2007, the Company completed a non-brokered private placement for 5,000,000 units for a price of US$0.21 per unit. Each unit consists of one common share of the Company and one share purchase warrant. Each share purchase warrant entitles the holder to purchase one common share of the Company at a price of US$0.28 for a term of two years from the date of issue of such share purchase warrant. The Company raised in aggregate US$1,050,000 from the sale of the units.

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Financial position

     Total assets of the Company at September 30, 2007 increased to $1,180,193 compared to $448,452 at December 31, 2006, predominately from public financings. The Company's liabilities increased to $614,998 as of September 30, 2007 compared to $410,912 as of December 31, 2006 due largely to the payment of accounts payable and accrued liabilities during the year. The Company reported loans payable of $404,000 as of September 30, 2007.

Shareholders' equity

     Shareholders' equity as at September 30, 2007 was $565,054 compared to $37,540 as at December 31, 2006. The Company had 17,333,514 shares issued and outstanding and a weighted average number of common shares outstanding of 13,700,181 as at September 30, 2007.

C.	Research and Development, Patents and Licenses
Not applicable.
D.	Trend Information

     For the current financial year, the Company is not aware of any trends, uncertainties, demands, commitments or events that are reasonably likely to have a material effect on the Company's net sales or revenues, income from continuing operations, profitability, liquidity or capital resources, or that would cause reported financial information not necessarily to be indicative of future operating results or financial condition.

E.	Off-balance Sheet Arrangements
The Company does not have any off-balance sheet arrangements.
F.	Tabular Disclosure of Contractual Obligations
Not applicable.

ITEM 6. DIRECTORS, SENIOR MANAGEMENT AND EMPLOYEES

A. Directors and Senior Management

     The Company's Articles provide for three classes of directors with staggered terms. Each director holds office until the expiry of his term or until his successor is elected or appointed, unless his office is earlier vacated in accordance with the Bylaws of the Company or the provisions of the Business Corporations Act (Yukon). At each annual meeting of the Company, a class of directors is elected to hold office for a three year term. Successors to the class of directors whose term expires are identified as being of the same class as the directors they succeed and are elected to hold office for a term expiring at the third succeeding annual meeting of shareholders of the Company. A director appointed or elected to fill a vacancy on the board of directors holds office for the unexpired term of his predecessor. Officers of the Company serve at the discretion of the board of directors of the Company.

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     The following table sets out certain information concerning the directors and executive officers of the Company as at the date hereof:

				Expiration of
Name and Present Position				Current Term
with the Company	Age	Principal Occupation	Director Since	of Office
Navchand Jagpal(1) Chief Executive Officer, Chief Financial Officer, President, Secretary and Director	40	Chief Executive Officer, Chief Financial Officer, President and Secretary of the Corporation from July 2006 to present; Managing Director of JC Business Alliance Group from November 1996 to January 2003; Chief Financial Officer and Secretary of American United Gold Corp. from August 2004 to November 2005; Corporate Secretary of Anderson Gold Corp. from December 2003 to November 2006.	July 31, 2006	2009
J. Lewis Dillman(1) Director	50	President and Chief Executive Officer of Western Eagle Resources Corp. from 1995 to present; Funding Director of Mountainview Energy Ltd. from January 2001 to June 2002 and Abington Ventures Inc. from June 1999 to present; director of Zappa Resources Ltd. from July 2002 to Present; director of Abenteuer Resources Corp. from June 2006 to Present.	July 31, 2006	2008
Thomas J. Kennedy(1)(2) Director	58	Providing legal, management and financial services to several public companies, including Global Tree Technologies Inc. and Cache Exploration Inc.	March 27, 2008	2010

________________
(1)	The audit committee of the Company is comprised of Navchand Jagpal, J. Lewis Dillman and Thomas J. Kennedy. Mr. Kennedy was appointed as a member of the audit committee on March 27, 2008, upon the resignation of Mahmoud S. Aziz.
(2)	Mr. Kennedy was appointed as a director of the Company on March 27, 2008, upon the resignation of Mahmoud S. Aziz.

     There are no arrangements or understandings with major shareholders, customers or others pursuant to which any person referred to above was selected as a director or executive officer.

B. Compensation

     During the fiscal year ended September 30, 2007, the Company did not pay any compensation to its independent directors. The Company has not issued or granted any incentive stock options to either the Company's directors or officers or any other non-cash compensation, as more particularly described below. No other funds were set aside or accrued by the Company during the fiscal year ended September 30, 2007 to provide pension, retirement or similar benefits for directors or officers of the Company pursuant to any existing plan provided or contributed to by the Company.

     The Company is required, under applicable securities legislation in Canada, to disclose to its shareholders details of compensation paid to certain of its directors and executive officers. The following fairly reflects material information regarding compensation paid thereto.

Executive Compensation

     Pursuant to applicable securities legislation, the Corporation is required to provide a summary of all annual and long term compensation for services in all capacities to the Corporation and its subsidiaries for the three most recently completed financial years in respect of each individual who served as the Chief Executive Officer or Chief Financial Officer of the Corporation or acted in a similar capacity during the most recently completed financial year and the other three most highly compensated executive officers of the Corporation whose individual total compensation for the most recently completed financial year exceeded $150,000 and any individual who would have satisfied these criteria but for the fact that the individual was not serving as such an officer at the end of the most recently completed financial year, referred to as the "Named Executive Officers".

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     The following table states the name of each Named Executive Officer, his annual compensation, consisting of salary, bonus and other annual compensation, and long term compensation, including stock options paid, for each of the three most recently completed financial years of the Corporation.

SUMMARY COMPENSATION TABLE

Name and Principal Position	Fiscal Year	Annual Compensation			Long Term Compensation			All Other Compensa- tion ($)
		Salary ($)	Bonus(1) ($)	Other Annual Compen- sation ($)	Awards		Payouts
					Securities Under Options/ SARs Granted (#)	Shares or Units Subject to Resale Restrictions ($)	LTIP Payouts ($)
Navchand Jagpal(2) Chief Executive Officer, Chief Financial Officer and President	2007 2006	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil	Nil Nil
Tom S. Kusumoto(2) President & Secretary	2006 2005	Nil Nil	Nil Nil	44,782 (3) 72,636 (3)	Nil Nil	Nil Nil	Nil Nil	Nil Nil

1)	Includes commission.
2)	On July 31, 2006, Mr. Jagpal assumed the position of Chief Executive Officer, Chief Financial Officer, President and Secretary of the Corporation upon the resignation of Tom S. Kusumoto.
3)	Fees paid or accured to Harrop County Fair Limited, a company wholly owned by Tom S. Kusumoto.

Options to Purchase Securities

     During the year ended December 31, 2004, the Company’s shareholders approved and the Board adopted a stock option plan, referred to as the "SOP", whereby the Company is authorized to grant options to officers and directors, employees and consultants, enabling them to acquire up to 10% of the issued and outstanding common shares of the Company. The SOP is subject to the rules of the TSX-V. Under the SOP, the exercise price of each option cannot be less than the price permitted by the TSX-V. The options can be granted for a maximum term of five years or as allowed by the TSX-V. Requisite yearly approval of the SOP from shareholders of the Company, as required by the rules of the TSX-V, was obtained at the Company's 2006 Annual Meeting.

     During the fiscal year ended September 30, 2007 and the fiscal years ended December 31, 2006 and 2005, no stock options were granted or exercised.

Option Grants During the Most Recently Completed Fiscal Year

     The Company did not grant any options to any of the Named Executive Officers during the fiscal year ended September 30, 2007.

Aggregated Option Exercises During the Most Recently Completed Fiscal Year and Fiscal Year End Option Values

     The Named Executive Officers do not hold any options or freestanding stock appreciation rights, referred to as "SARs", to acquire securities of the Company and did not acquire any securities of the Company on the exercise of options or freestanding SARs during the financial year ended September 30, 2007.

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C. Board Practices

Employment Agreements and Termination of Employment on Change of Control

     There are no employment contracts between the Company and its directors or executive officers, nor are there any arrangements with the Company's directors or executive officers for compensation in the event of resignation, retirement or any other termination with the Company or change in the directors' or executive officers' responsibilities following a change of control.

     Mr. Kennedy was appointed as a director of the Company on March 27, 2008, upon the resignation of Mr. Aziz.

Remuneration Committee

     The Company does not have a remuneration committee of the Board. The Company's Board is primarily responsible for determining the compensation to be paid to the Company's executive officers and evaluating their performance. The compensation of executives is based upon, among other things, the responsibility, skills and experience required to carry out the functions of each position held by each executive officer and varies with the amount of time spent by each executive officer in carrying out his functions on behalf of the Company. The President's compensation is additionally based upon the responsibility, skills and experience required to conduct his functions and upon the time spent by him in relation to the affairs of the Company. In setting compensation rates for executive officers and the President, the Board compares the amounts paid to them with the amounts paid to executives in comparable positions at other comparable corporations.

Audit Committee

Mandate

     The primary function of the audit committee, referred to as the "Audit Committee", is to assist the Board in fulfilling its financial oversight responsibilities by reviewing the financial reports and other financial information provided by the Company to regulatory authorities and shareholders, the Company's systems of internal controls regarding finance and accounting and the Company's auditing, accounting and financial reporting processes. Consistent with this function, the Audit Committee will encourage continuous improvement of, and should foster adherence to, the Company's policies, procedures and practices at all levels. The Audit Committee's primary duties and responsibilities are to: (i) serve as an independent and objective party to monitor the Company's financial reporting and internal control system and review the Company's financial statements; (ii) review and appraise the performance of the Company's external auditors; and (iii) provide an open avenue of communication among the Company's auditors, financial and senior management and the Board.

Composition

     The members of the Audit Committee are Navchand Jagpal, J. Lewis Dillman and Thomas Kennedy, the majority of whom are free from any relationship that in the opinion of the Board would interfere with the exercise of his independent judgment as a member of the Audit Committee.

     Currently, the Audit Committee has at least one member with accounting or related financial management expertise. All members of the Audit Committee are financially literate. For the purposes of the Company's Charter, the definition of "financially literate" is the ability to read and understand a set of financial statements that present a breadth and level of complexity of accounting issues that are generally comparable to the breadth and complexity of the issues that can presumably be expected to be raised by the Company's financial statements.

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Meetings

     The Audit Committee meets annually or more frequently as circumstances dictate. As part of its mandate to foster open communication, the Audit Committee meets with the external auditors.

Responsibilities and Duties

     To fulfill its responsibilities and duties, the Committee:

Documents/Reports Review

(a)

Reviews and updates its Charter annually.

(b)

Reviews the Company's financial statements, MD&A, any annual and interim earnings and press releases before the Company's publicly discloses this information and any reports or other financial information (including quarterly financial statements), which are submitted to any governmental body, or to the public, including any certification, report, opinion or review rendered by the external auditors.

External Auditors

(a)	Reviews annually the performance of the external auditors who shall be ultimately accountable to the board of directors and the Committee as representatives of the shareholders of the Company.
(b)	Obtains annually a formal written statement of external auditors setting forth all relationships between the external auditors and the Company, consistent with Independence Standards Board Standard 1.
(c)	Reviews and discusses with the external auditors any disclosed relationships or services that may impact the objectivity and independence of the external auditors.
(d)	Takes or recommends that the full board of directors take appropriate action to oversee the independence of the external auditors.
(e)	Advises the board of directors on selection and, where applicable, the replacement of the external auditors nominated annually for shareholder approval.
(f)	At each meeting, consults with the external auditors, without the presence of management, about the quality of the Company's accounting principles, internal controls and the completeness and accuracy of the Company's financial statements.
(g)	Reviews and approves the Company's hiring policies regarding partners, employees and former partners and employees of the present and former external auditors of the Company.
(h)	Reviews with management and the external auditors the audit plan for the year-end financial statements and intended template for such statements.
(i)	Reviews and pre-approves all audit and audit-related services and the fees and other compensation related thereto, and any non-audit services, provided by the Company's external auditors. The pre-approval requirement is waived with respect to the provision of non-audit services if:

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(1)	The aggregate amount of all such non-audit services provided to the Company constitutes not more than five (5%) percent of the total amount of revenues paid by the Company to its external auditors during the fiscal year in which the non-audit services are provided;
(2)	Such services were not recognized by the Company at the time of the engagement to be non- audit services; and
(3)	Such services are promptly brought to the attention of the Committee by the Company and approved prior to the completion of the audit by the Committee or by one or more members of the Committee who are members of the board of directors to whom authority to grant such approvals has been delegated by the Committee.

     Provided the pre-approval of the non-audit services is presented to the Committee's first scheduled meeting following such approval such authority may be delegated by the Committee to one or more independent members of the Committee.

Financial Reporting Processes

(a)	In consultation with the external auditors, reviews with management the integrity of the Company's financial reporting process, both internal and external.
(b)	Considers the external auditor's judgments about the quality and appropriateness of the Company's accounting principles as applied in its financial reporting.
(c)	Considers and approves, if appropriate, changes to the Company's auditing and accounting principles and practices as suggested by the external auditors and management.
(d)	Reviews significant judgments made by management in the preparation of the financial statements and the view of the external auditors as to appropriateness of such judgments.
(e)	Following completion of the annual audit, reviews separately with management and the external auditors any significant difficulties encountered during the course of the audit, including any restrictions on the scope of work or access to required information.
(f)	Reviews any significant disagreement among management and the external auditors in connection with the preparation of the financial statements.
(g)	Reviews with the external auditors and management the extent to which changes and improvements in financial or accounting practices have been implemented.
(h)	Reviews any complaints or concerns about any questionable accounting, internal accounting controls or auditing matters.
(i)	Reviews the certification process.
(j)	Establishes a procedure for the confidential, anonymous submission by employees of the Company of concerns regarding questionable accounting or auditing matters.

Other

     Reviews any related party transactions.

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Audit Committee Oversight

     At no time since the commencement of the Company's most recently completed financial year was a recommendation of the Audit Committee to nominate or compensate an external auditor not adopted by the Board.

D. Employees

     As at September 30, 2007, the Company did not have any employees.

E. Share Ownership

     As at March 25, 2008, the Named Executive Officers did not own, directly or indirectly any shares of the Company.

ITEM 7. MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

A. Major Shareholders

     Other than as provided in the table below, to the knowledge of the Company's directors and officers, there are no persons that own, directly or indirectly, more than five percent of the Company's common shares as at March 25, 2008. All of the Company's common shares carry the same voting rights. None of the Company's officers and directors own or control, directly or indirectly, any of the Company's outstanding common shares. As at the date hereof, the Company has 9,266,702 common shares issued and outstanding.

NAME	NUMBER OF COMMON SHARES	PERCENTAGE OF COMMON SHARES
Kulwant Grewal	560,000	6.07%
Malkit Rai	555,000	6.02%
Avtar Nagra	555,000	6.02%
Faizal Tejani	555,000	6.02%
Balwant Jagpal	555,000	6.02%
Harp Mundie	555,000	6.02%
Fatin Herbert	555,000	6.02%
Kamaljit Kang	555,000	6.02%
Kulwant Gill	555,000	6.02%

     To the extent known to the Company, the Company is not, directly or indirectly, owned or controlled by another corporation, by any foreign government or by any other natural or legal person(s) severally or jointly.

     The Company is unaware of any arrangements which may at a subsequent date result in a change in control of the Company.

Shareholder Distribution

     As at March 27, 2008, there were approximately 3,938 holders of record of the Company’s common shares. Approximately 400,109 or 4.34% of the Company’s common shares are held of record by 63 United States holders.

B. 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 amounts advanced in 2006 and 2005. The former President received marketable securities and long-term investments valued at $71,138 for management fees, advance repayments 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, as a result of these settlements.

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     During 2005, the Company paid or accrued $91,370 in management and director fees to directors or their private companies and paid or accrued interest of $15,960 to the former President's private company for a loan advanced in 2005.

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

C. Interests of Experts and Counsel

     Not Applicable.

ITEM 8. FINANCIAL INFORMATION

A. Consolidated Statements and Other Financial Information

     See "Item 17. Financial Statements" for financial statements filed as part of this Annual Report.

Legal Proceedings

     The Company is subject to routine litigation incidental to the Company's business and is named from time to time as a defendant in various legal actions arising in connection with the Company's activities. The Company is also involved, from time to time, in investigations and proceedings by governmental and self-regulatory agencies. Some of these legal actions, investigations and proceedings may result in adverse judgments, penalties or fines. Please see Note 10 of the Financial Statements for further information.

     In view of the inherent difficulty of predicting the outcome of such matters, particularly in cases in which substantial damages are sought, the Company cannot state what the eventual outcome of pending matters will be. The Company is contesting the allegations made in each pending matter and believes, based on current knowledge and after consultation with counsel, that the outcome of such matters will not have a material adverse effect on the Company's consolidated financial condition, but may be material to the Company's operating results for any particular period, depending on the level of the Company's income for such period.

     The following is a description of material legal proceedings involving the Company.

Oil and Gas Properties.

     A statement of claim has been filed against the Company to recover certain oil and gas properties, which the claimant alleges were sold to it by the former management of the Company. The Company believes these oil and gas properties were not included as part of the properties sold to the claimant. The Company has offered to transfer certain of the interests in exchange for a waiver of court costs.

Cybersurf Litigation.

     During the year ended December 31, 2003, Cybersurf Corp., referred to as "Cybersurf", filed a statement of claim claiming that the Company engaged in improper actions during the Company’s attempt to replace the board of directors of Cybersurf at its annual general meeting held on November 28, 2002. As a result of the statement of claim, Cybersurf postponed its annual general meeting for almost two years. The Company was Cybersurf’s largest shareholder until it sold its investment during the year

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ended December 31, 2005 for proceeds of $1,125,037. During the year ended December 31, 2004, the Company paid a court judgment of $79,003 for costs related to the Company’s legal challenge to the election of directors of Cybersurf at its November 28, 2002 annual general meeting

     On March 23, 2005, the Company announced it had entered into an agreement to settle and dismiss its litigation with Cybersurf. The Company did not admit to any liability or wrongdoing. Pursuant to the settlement, the Company contributed $601,760 in exchange for a full release of claims and a withdrawal of the complaints of Cybersurf. This amount and related legal costs of $699,793 (2005 -$118,827) were recorded as a loss on settlement of lawsuit for the year ended December 31, 2004.

Alberta Securities Commission Settlement.

     During the year ended December 31, 2005, the Company settled with the ASC in respect of an alleged breach of takeover bid rules and control persons’ reporting obligations. Pursuant to the terms of the settlement, the Company paid $40,693 to the ASC to, among other things, mitigate the continuing expense of protracted litigation. This amount and related legal costs of $55,396 were recorded as a loss on settlement of lawsuits for the year ended December 31, 2005.

Dividend Information

     In the year ended December 31, 2004, the Company paid a dividend-in-kind, valued at $268,729, to shareholders in the form of shares of North Group Finance Limited.

     Any decision to pay dividends on the common shares in the future will be made by the board of directors on the basis of earnings, financial requirements and other conditions existing at the time. Currently, the board does not intend to pay any dividends.

B. Significant Changes

     No significant changes have occurred since the date of the Financial Statements provided in Item 17 below, other than as disclosed elsewhere in this Annual Report.

ITEM 9. THE OFFER AND LISTING

A. Markets and Price History

     The Company's common shares are quoted on the TSX-V in United States dollars under the symbol "GPK.U" and on the OTCBB under the symbol "GPKUF". The following table sets forth the high and low sales price of the Company's common shares on the TSX-V and OTCBB for the periods indicated:

	TSX-V		OTCBB
	High	Low	High	Low
Annual Highs and Lows
2003	0.60	0.15	0.75	0.23
2004	0.22	0.09	0.25	0.05
2005	0.14	0.10	0.12	0.10
2006	0.23	0.05	0.25	0.06
2007	0.23	0.08	0.20	0.08
Quarterly Highs and Lows
2006
First Quarter	0.19	0.17	0.23	0.23
Second Quarter	0.14	0.12	0.12	0.10
Third Quarter	0.12	0.11	0.11	0.10
Fourth Quarter	0.14	0.10	0.11	0.11

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2007
First Quarter	0.23	0.125	0.45	0.08
Second Quarter	0.13	0.105	0.15	0.125
Third Quarter	0.23	0.08	0.12	0.08
Most Recent Six Months: Highs and Lows
2007
October	0.23	0.08	0.20	0.08
November	0.28	0.28	0.09	0.09
December (1)	0.45	0.45	-	-
2008
January	0.59	0.45	0.51	0.10
February (2)	-	-	-	-
March(3)	0.30	0.30	0.10	0.10

_______________
(1)	There was no trading in the Company's common shares on the OTCBB in December 2007.
(2)	As a result of a cease trade order issued against the Company for late filing of its annual financial statements in February 2008, there was no trading in the Company's common shares in this period. The cease trade order was subsequently lifted in March 2008.
(3)	As of March 25, 2008.

ITEM 10. ADDITIONAL INFORMATION

A. Articles and Bylaws

     The Company is organized under the laws of the Yukon Territory, Canada and has been assigned corporate access number 31180.

     The Company's Articles and Bylaws do not contain a description of the Company's objects and purposes, except insofar as Section 5 of the Company's Articles restrict the Company from carrying on the business of a railway, steamship, air transport, canal, telegraph, telephone or irrigation company. The Company may perform any and all corporate activities permissible under the laws of the Yukon Territory.

     The Company's Articles and Bylaws do not restrict a director's power to vote on a proposal, arrangement or contract in which the director is materially interested, vote compensation to themselves or any other members of their body in the absence of an independent quorum or exercise borrowing powers. There is no mandatory retirement age for the Company's directors and the Company's directors are not required to own securities of the Company in order to serve as directors.

     The Company's authorized capital consists of an unlimited number of common shares without par value and an unlimited number of class A preferred shares. The Company's class A preferred shares may be issued in one or more series and the Company's directors may fix the number of shares which is to comprise each series and the designation, rights, privileges, restrictions and conditions attaching to each series. Currently, the Company has not issued any class A preferred shares.

     Holders of the Company's common shares are entitled to receive notice of, attend at and vote at all meetings of shareholders, except meetings at which only holders of a specified class of shares are entitled to vote, receive any dividend declared by the Company and, subject to the rights, privileges, restrictions and conditions attaching to any other class of shares of the Company, receive the remaining property of the Company upon dissolution, liquidation or winding-up.

     The Company's class A preferred shares of each series rank on parity with the Company's class A preferred shares of any other series and are entitled to a preference over the Company's common shares with respect to the payment of dividends and the distribution of assets or return of capital in the event of the liquidation, dissolution or winding-up of the Company.

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     The provisions in the Company's Articles attaching to the Company's common shares and class A preferred shares may be altered, amended, repealed, suspended or changed by the affirmative vote of the holders of not less than two-thirds of the common shares and two-thirds of the class A preferred shares, respectively.

     The Company's Articles provide for three classes of directors with staggered terms. Each director holds office until the expiry of his term or until his successor is elected or appointed, unless his office is earlier vacated in accordance with the Company's Bylaws or with the provisions of the Business Corporations Act (Yukon). At each annual meeting of the Company, a class of directors is elected to hold office for a three year term. Successors to the class of directors whose term expires are identified as being of the same class as the directors they succeed and are elected to hold office for a term expiring at the third succeeding annual meeting of shareholders. A director appointed or elected to fill a vacancy on the board of directors holds office for the unexpired term of his predecessor.

     An annual meeting of shareholders must be held at such time in each year not later than 15 months after the last preceding annual meeting and at such place as the Company's board of directors, or failing it, the Company's Chairman, Managing Director or President, if any, may from time to time determine. The holders of not less than five percent of the Company's issued shares that carry the right to vote at a meeting may requisition the Company's directors to call a meeting of shareholders for the purposes stated in the requisition. The quorum for the transaction of business at any meeting of shareholders is two persons present in person or by proxy who together hold or represent by proxy in aggregate not less than one-third of the Company's outstanding shares entitled to vote at the meeting. Only persons entitled to vote, the Company's directors and auditors and others who, although not entitled to vote, are otherwise entitled or required to be present, are entitled to be present at a meeting of shareholders.

     Except as provided in the ICA, there are no limitations specific to the rights of non-Canadians to hold or vote the Company's common shares under the laws of Canada or the Yukon Territory, or in the Company's Articles or Bylaws. See "Exchange Controls" below for a discussion of the principal features of the ICA for non-Canadian residents proposing to acquire the Company's common shares.

     As set forth above, the Company's Articles and Bylaws contain certain provisions that would have an effect of delaying, deferring or preventing a change in control of the Company, including authorizing the issuance by the Company's board of directors of preferred stock in series, providing for a classified board of directors with staggered, three-year terms and limiting the persons who may call special meetings of shareholders. The Company's Articles and Bylaws do not contain any provisions that would operate only with respect to a merger, acquisition or corporate restructuring of the Company.

     The Company's Bylaws do not contain any provisions governing the ownership threshold above which shareholder ownership must be disclosed.

B. Material Contracts

     On June 14, 2005 the Company announced that it had entered into a settlement agreement with the ASC regarding the breach of Alberta securities laws respecting control persons, insiders, and takeover bids. The Company entered into the settlement agreement to, among other things, mitigate the ongoing expense of litigation. The Company has agreed to pay the ASC C$40,000 and an additional C$10,000 in partial satisfaction of the investigation costs to resolve this matter. See "Item 4. Information on the Company – History and Development of the Company".

     On March 23, 2005, the Company announced that it had entered into an agreement to settle and dismiss its litigation with Cybersurf. The Company did not admit to any liability or wrongdoing. Pursuant to the settlement, the Company contributed $601,760 in exchange for a full release of claims and a withdrawal of the complaints of Cybersurf. This amount and related legal costs of $699,793 have been recorded as a loss on settlement of lawsuit for the year ended December 31, 2004.

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     There have been no other material contracts entered into by the Company during the preceding two years.

C. Exchange Controls

     There are presently no governmental laws, decrees or regulations in Canada which restrict the export or import of capital, or which impose foreign exchange controls or affect the remittance of interest, dividends or other payments to non-resident holders of the Company's common shares. However, any remittances of dividends to United States residents are subject to a 15% withholding tax (five percent if the beneficial owner of the dividends is a corporation owning at least 10% of the Company's voting shares) pursuant to the Canada-United States Tax Convention (1980), as amended, referred to as the "Treaty". See "Item 10. Additional Information – Taxation".

     Except as provided in the ICA, there are no limitations specific to the rights of non-Canadians to hold or vote the Company's common shares under the laws of Canada or the Yukon Territory, or in the Company's charter documents. The following summarizes the principal features of the ICA for non-Canadian residents proposing to acquire the Company's common shares. This summary is of a general nature only and is not intended to be, and should not be construed to be, legal advice to any holder or prospective holder of the Company's common shares, and no opinion or representation to any holder or prospective holder of the Company's common shares is hereby made. Accordingly, holders and prospective holders of the Company's common shares should consult with their own legal advisors with respect to the consequences of purchasing and owning the Company's common shares.

     The ICA governs the acquisition of Canadian businesses by non-Canadians. Under the ICA, non-Canadian persons or entities acquiring "control" (as defined in the ICA) of a corporation carrying on business in Canada are required to either notify, or file an application for review with, Industry Canada. Industry Canada may review any transaction which results in the direct or indirect acquisition of control of a Canadian business, where the gross value of corporate assets exceeds certain threshold levels (which are higher for investors from members of the World Trade Organization, referred to as the "WTO", including Americans, or WTO member-controlled companies) or where the activity of the business is related to Canada's cultural heritage or national identity. No change of voting control will be deemed to have occurred, for purposes of the ICA, if less than one-third of the voting control of a Canadian corporation is acquired by an investor.

     If an investment is reviewable under the ICA, an application for review in the form prescribed is normally required to be filed with Industry Canada prior to the investment taking place, and the investment may not be implemented until the review has been completed and the Minister responsible for the ICA is satisfied that the investment is likely to be of net benefit to Canada. If the Minister is not satisfied that the investment is likely to be of net benefit to Canada, the non-Canadian applicant must not implement the investment, or if the investment has been implemented, may be required to divest itself of control of the Canadian business that is the subject of the investment.

     Certain transactions relating to the Company's common shares would be exempt from the ICA, including:

(a)	the acquisition of the Company's common shares by a person in the ordinary course of that person's business as a trader or dealer in securities;
(b)	the acquisition of control of the Company in connection with the realization of security granted for a loan or other financial assistance and not for a purpose related to the provisions of the ICA; and

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(c) the acquisition of control of the Company by reason of an amalgamation, merger, consolidation or corporate reorganization following which the ultimate direct or indirect control in fact of the Company, through ownership of the Company's common shares, remains unchanged.

D. Taxation

Canadian Federal Income Tax Consequences

     The following summarizes the principal Canadian federal income tax consequences applicable to the holding and disposition of common shares in the capital of the Company by a United States resident, and who holds common shares solely as capital property, referred to as a "U.S. Holder". This summary is based on the current provisions of the Income Tax Act (Canada), referred to as the "Tax Act", the regulations thereunder, all amendments thereto publicly proposed by the government of Canada, the published administrative practices of Revenue Canada, Customs, Excise and Taxation, and on the current provisions of the Canada-United States Income Tax Convention, 1980, as amended, referred to as the "Treaty". Except as otherwise expressly provided, this summary does not take into account any provincial, territorial or foreign (including without limitation, any United States) tax law or treaty. It has been assumed that all currently proposed amendments will be enacted substantially as proposed and that there is no other relevant change in any governing law or practice, although no assurance can be given in these respects. Each U.S. Holder is advised to obtain tax and legal advice applicable to such U.S. Holder's particular circumstances.

     Every U.S. Holder is liable to pay a Canadian withholding tax on every dividend that is or is deemed to be paid or credited to the U.S. Holder on the U.S. Holder's common shares. The statutory rate of withholding tax is 25% of the gross amount of the dividend paid. The Treaty reduces the statutory rate with respect to dividends paid to a U.S. Holder for the purposes of the Treaty. Where applicable, the general rate of withholding tax under the Treaty is 15% of the gross amount of the dividend, but if the U.S. Holder is a company that owns at least 10% of the voting stock of the Company and beneficially owns the dividend, the rate of withholding tax is 5% for dividends paid or credited after 1996 to such corporate U.S. Holder. The Company is required to withhold the applicable tax from the dividend payable to the U.S. Holder, and to remit the tax to the Receiver General of Canada for the account of the U. S. Holder.

     Pursuant to the Tax Act, a U.S. Holder will not be subject to Canadian capital gains tax on any capital gain realized on an actual or deemed disposition of a common share, including a deemed disposition on death, provided that the U.S. Holder did not hold the common share as capital property used in carrying on a business in Canada, and that neither the U. S. Holder nor persons with whom the U.S. Holder did not deal at arms length (alone or together) owned or had the right or an option to acquire 25% or more of the issued shares of any class of the Company at any time in the five years immediately preceding the disposition.

United States Tax Consequences

Passive Foreign Investment Companies

     The Treaty essentially calls for taxation of shareholders by the shareholder's country of residence. In those instances in which a tax may be assessed by the other country, a corresponding credit against the tax owed in the country of residence is generally available, subject to limitations.

     Under Section 1296 of the Internal Revenue Code of the United States, referred to as the "Code", a foreign investment corporation is treated as a passive foreign investment company, referred to as a "PFIC", if it earns 75% or more of its gross income from passive sources or if 50% or more of the value of its assets produce passive income. The Company has not been a PFIC for United States federal income tax purposes for prior taxable years and believes that it will not be treated as a PFIC for the current and future taxable years, but this conclusion is a factual determination made annually and subject to change.

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Controlled Foreign Corporations

     Sections 951 through 964 and Section 1248 of the Code relate to controlled foreign corporations, referred to as "CFCs". A foreign corporation that qualifies as a CFC will not be treated as a PFIC with respect to a shareholder during the portion of the shareholder's holding period after December 31, 1997, during which the shareholder is a 10% United States shareholder and the corporation is a CFC. The PFIC provisions continue to apply in the case of PFIC that is also a CFC with respect to shareholders that are less than 10% United States shareholders.

     The 10% United States shareholders of a CFC are subject to current United States tax on their pro rata shares of certain income of the CFC and their pro-rata shares of the CFC's earnings invested in certain United States property. The effect is that the CFC provisions may impute some portion of such a corporation's undistributed income to certain shareholders on a current basis and convert into dividend income some portion of gains on dispositions of stock which would otherwise qualify for capital gains treatment.

     The Company does not believe that it will be a CFC. Even if the Company were classified as a CFC in a future year, however, the CFC rules referred to above would apply only with respect to 10% shareholders.

Personal Holding Company/Foreign Personal Holding Company/Foreign Investment Company

     A corporation will be classified as a personal holding company, referred to as a "PHC", if at any time during the last half of a tax year: (i) five or fewer individuals (without regard to their citizenship or residence) directly or indirectly or by attribution own more than 50% in value of the corporation's stock; and (ii) at least 60% of its ordinary gross income, as specially adjusted, consists of personal holding company income (defined generally to include dividends, interest, royalties, rents and certain other types of passive income). A PHC is subject to a United States federal income tax of 39.6% on its undistributed personal holding company income (generally limited, in the case of a foreign corporation, to United States source income).

     A corporation will be classified as a foreign personal holding company, referred to as an "FPHC", and not a PHC, if at any time during a tax year: (i) five or fewer individual United States citizens or residents directly or indirectly or by attribution own more than 50% of the total combined voting power or value of the corporation's stock; and (ii) at least 60% of its gross income consists of foreign personal holding company income (defined generally to include dividends, interest, royalties, rents and certain other types of passive income). Each United States shareholder in a FPHC is required to include in gross income, as a dividend, an allocable share of the FPHC's undistributed foreign personal holding company income (generally the taxable income of the FPHC, as specially adjusted).

     A corporation will be classified as a foreign investment company, referred to as an "FIC", if for any taxable year it: (i) is registered under the Investment Company Act of 1940, as amended, as a management company or share investment trust or is engaged primarily in the business of investing or trading in securities or commodities (or any interest therein); and (ii) 50% or more of the value or the total combined voting power of all the corporation's stock is owned directly or indirectly (including stock owned through the application of attribution rules) by United States persons. In general, unless an FIC elects to distribute 90% or more of its taxable income (determined under United States tax principles as specially adjusted) to its shareholders, gain on the sale or exchange of FIC stock is treated as ordinary income (rather than capital gain) to the extent of such shareholder's ratable share of the corporation's earnings and profits for the period during which such stock was held.

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     The Company believes that it is not and will not be a PHC, FPHC or FIC. However, no assurance can be given as to the Company's future status.

Other Consequences

     To the extent a shareholder is not subject to the tax regimes outlined above with respect to foreign corporations that are PFIC, PHC, FPHC or FIC, the following discussion describes the United States federal income tax consequences arising from the holding and disposition of the Company's common shares.

U.S. Holders

     A "U.S. Holder" includes a holder of common shares who is a citizen or resident of the United States, a corporation created or organized in or under the laws of the United States or of any political subdivision thereof and any other person or entity whose ownership of common shares is effectively connected with the conduct of a trade or business in the United States. A U.S. Holder does not include persons subject to special provisions of federal income tax laws, such as tax exempt organizations, qualified retirement plans, financial institutions, insurance companies, real estate investment trusts, regulated investment companies, broker-dealers, non-resident alien individuals or foreign corporations whose ownership of common shares is not effectively connected with the conduct of a trade or business in the United States and shareholders who acquired their stock through the exercise of employee stock options or otherwise as compensation.

Distribution of Common Shares

     U.S. Holders receiving dividend distributions (including constructive dividends) if any, with respect to the Company's common shares are required to include in gross income for United States federal income tax purposes the gross amount of such distribution to the extent that the Company has current or accumulated earnings or profits, without reduction for any Canadian income tax withheld from such distributions. Such Canadian tax withheld may be credited, subject to certain limitations, against the U.S. Holder's United States federal income tax liability or, alternatively, may be deducted in computing the U.S. Holder's United States federal income tax by those who itemize deductions. (See more detailed discussions at "Foreign Tax Credit" below). To the extent that distributions exceed current or accumulated earnings and profits of the Company, they will be treated first as a return of capital up to the U.S. Holder's adjusted basis in the common shares and thereafter as a gain from the sale or exchange of such shares. Preferential tax rates for the long-term capital gains are applicable to a U.S. Holder that is an individual, estate or trust. There are currently no preferential tax rates for long-term capital gains for a U.S. Holder which is a corporation.

     Dividends paid on the Company's common shares, if any, will not generally be eligible for the dividends received deduction provided to corporations receiving dividends from certain United States corporations. A U.S. Holder which is a corporation may, under certain circumstances, be entitled to a 70% deduction of the United States source portion of dividends received from the Company, if any, if such U.S. Holder owns shares representing at least 10% of the voting power and value of the Company.

Foreign Tax Credit

     A U.S. Holder who pays (or has withheld from distribution) Canadian income tax with respect to the ownership of the Company's common shares may be entitled, at the option of the U.S. Holder, to either a deduction or a tax credit for such foreign tax paid or withheld. Generally, it will be more advantageous to claim a tax credit, because a credit reduces United States federal income taxes on a dollar-for-dollar basis, while a deduction merely reduces the taxpayer's income subject to tax. This election is made on a year-by-year basis and generally applies to all foreign income taxes paid by (or withheld from) the U.S. Holder during that year. There are significant and complex limitations which apply to the credit, among which is the general limitation that the credit cannot exceed the proportionate share of the U.S. Holder's United States income tax liability that the U.S. Holder's foreign source income bears to his or its worldwide taxable income.

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In the determination of the application of this limitation, the various items of income and deduction must be classified into foreign and domestic sources. Complex rules govern this classification process. There are further limitations on the foreign tax credit for certain types of income, such as "passive income", "high withholding tax interest", "financial services income", "shipping income" and certain other classifications of income. The availability of foreign tax credit and the application of the limitations on the credit are fact specific and holders and prospective holders of common shares should consult their own tax advisors regarding their individual circumstances.

Disposition of Common Shares

     A U.S. Holder will recognize gain and loss upon the sale of the common shares equal to the difference, if any, between: (i) the amount of cash plus the fair market value of any property received; and (ii) the shareholder's tax basis in the common shares. The gain or loss will be capital gain or loss if the shares are a capital asset in the hands of the U.S. Holder, and will be a short-term or long-term capital gain or loss depending on each U.S. Holder's holding period. Gains and losses are netted and combined according to special rules in arriving at the overall capital gain or loss for a particular tax year. Deductions for net capital losses are subject to significant limitations. For U.S. Holders who are individuals, any unused portion of such net capital loss may be carried over to be used in later tax years until such net capital loss is thereby exhausted. For U.S. Holders which are corporations (other than corporations subject to Subchapter S of the Code), an unused capital loss may be carried back three years from the loss year and carried forward five years from the loss year to be offset against capital gains until such net capital loss is thereby exhausted.

     The foregoing discussion is based upon the sections of the Code, Treasury Regulations, published Internal Revenue Service rulings, published administrative positions of the Internal Revenue Service and court decisions that are currently applicable, any or all of which could be materially adversely changed, possibly on a retroactive basis, at any time. In addition, this discussion does not consider the potential effects, both adverse and beneficial, of proposed legislation which, if enacted could be applied, possibly on a retroactive basis, at any time. A holder or prospective holder of the Company's common shares should consult his or her own tax advisors about federal, state local and foreign tax consequences of purchasing, owning and disposing of the common shares of the Company.

E. Documents on Display

     The Company is subject to the informational requirements of the Securities Exchange Act of 1934, as amended, referred to as the "Exchange Act". In accordance with these requirements, the Company files reports and other information with the SEC. These materials, including this Annual Report and the exhibits hereto, may be inspected and copied at the public reference facilities maintained by the SEC at 450 Fifth Street, N.W., Washington, D.C. 20549 and at the SEC's regional offices at 175 West Jackson Boulevard, Suite 900, Chicago, Illinois 60604, and 233 Broadway, New York, New York 10279. Copies of the materials may be obtained from the principal office of the SEC at 450 Fifth Street, N.W., Washington, D.C. 20549 at prescribed rates. The public may obtain information on the operation of the SEC's public reference facilities by calling the SEC in the United States at 1-800-SEC-0330. The SEC also maintains a web site at http://www.sec.gov that contains reports, proxy statements and other information regarding registrants that file electronically with the SEC.

ITEM 11. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     Not Applicable.

ITEM 12. DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

     Not Applicable.

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PART II

ITEM 13. DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

     None.

ITEM 14. MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

     None.

ITEM 15. CONTROLS AND PROCEDURES

(a) As at the end of the period covered by this Form 20-F, our management, with the participation of our Chief Executive officer and our Chief Financial Officer, both positions held by the same person, performed an evaluation of the effectiveness of our disclosure controls and procedures that are designed to ensure that the material financial and non-financial information required to be disclosed by Rules 13a-15 and 15d-15 of the Exchange Act and filed with the Securities and Exchange Commission, referred to as the "SEC", is recorded, processed, summarized and timely reported. Disclosure controls and procedures include, without limitation controls and procedures designed to ensure that information required to be disclosed by us in our reports that we file or submit under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, both positions held by the same person, as appropriate to allow timely decisions regarding our required disclosure.

     Grand Peak's management is responsible for establishing and maintaining adequate internal control over the financial reporting of the Company. Internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act is a process designed by, or under the supervision of, our Chief Executive Officer and Chief Financial Officer, both positions held by the same person, and affected by our Board, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP, and includes those policies and procedures that: (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect transactions and dispositions of the assets of the Company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the Company are being made only in accordance with the authorizations of management and director's of the Company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on the Company's financial statements.

     There are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures. Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their control objectives.

     Grand Peak's management conducted an evaluation of the effectiveness of internal control over financial reporting based on the framework in Internal Control –Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, and as of September 30, 2007, our Chief Executive Officer and Chief Financial Officer, both positions held by the same person, concluded that the disclosure controls and procedures are effective to provide reasonable assurance that information required to be disclosed in the reports we file and submit to the SEC under the Exchange Act is recorded, processed, summarized and reported as and when required.

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(b) There have been no changes in our internal controls over financial reporting or other factors that could significantly affect these controls during fiscal 2007 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

ITEM 16.	[RESERVED]
ITEM 16A.	AUDIT COMMITTEE FINANCIAL EXPERT

     Our board of directors has determined that J. Lewis Dillman is an "audit committee financial expert" as defined in Item 16A of Form 20-F under the Exchange Act, and that Mr. Dillman is independent under the applicable rules promulgated by the SEC.

ITEM 16B. CODE OF ETHICS

     On May 18, 2004, our board of directors adopted a code of ethics, as defined in Item 16B of Form 20-F. Our code of ethics applies to our senior financial officers, including our Chief Executive Officer and persons performing similar functions, as well as to our directors and other officers and employees, if any.

ITEM 16C. PRINCIPAL ACCOUNTANT FEES AND SERVICES

     The following table summarizes the aggregate fees billed to us by our external auditors during the fiscal year ended September 30, 2007 and the fiscal year ended December 31, 2006:

		Year Ended September 30,		Year Ended December 31,
		2007		2006
		(Canadian dollars)
Audit Fees	$	25,000	$	15,000
Audit Related Fees		Nil		Nil
Tax Fees		5,000		6,400
All Other Fees		3,750		2,844
Total	$	33,750	$	24,244

     Effective November 21, 2007, De Visser Gray LLP, Chartered Accountants, resigned as auditors of the Company. Sam S. Mah Inc., Chartered Accountant was appointed as auditor of the Company by the Board on November 21, 2007.

     On June 15, 2007, the Company changed its financial year-end from December 31 to September 30.

Audit Committee's Pre-Approval Policies and Procedures

     We have adopted pre-approval policies and procedures under which all audit and non-audit services provided by our external auditors must be pre-approved by the Audit Committee. Any service proposals submitted by external auditors need to be discussed and approved by the Audit Committee. Once the proposed services are approved, we formalize the engagement of service. The approval of any audit and non-audit services to be provided by our external auditors is specified in the minutes of our Audit Committee meetings.

ITEM 16D. EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEES

Not applicable.

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ITEM 16E. PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

     None.

PART III

ITEM 17. FINANCIAL STATEMENTS

Index to Financial Statements and Schedules

1.	Independent Auditors' Report on the consolidated financial statements of the Company as at September 30, 2007 and December 31, 2006.
2.	Consolidated Balance Sheets as at September 30, 2007 and December 31, 2006.
3.	Consolidated Statements of Operations and Deficit for the year ended September 30, 2007 and the years ended December 31, 2006 and 2005.
4.	Consolidated Statements of Cash Flows for the year ended September 30, 2007 and the years ended December 31, 2006 and 2005.
5.	Schedule of Deferred Exploration and Development Expenses for the year ended September 30, 2007 and the year ended December 31, 2006.
6.	Notes to the Consolidated Financial Statements.

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GRAND PEAK CAPITAL CORP.
(formerly Black Mountain Capital Corporation)
MANAGEMENT’S REPSONSIBLITY FOR FINANCIAL REPORTING

The accompanying consolidated financial statements of the company have been prepared by management in accordance with accounting principles generally accepted in Canada and reconciled to accounting principles generally accepted in the United States as set out in Note 16 and contain estimates based on management’s judgment. Management maintains an appropriate system of internal controls to provide reasonable assurance that transactions are authorized, assets safeguarded, and proper records maintained.

The Company’s independent auditor, Sam S. Mah Inc., Chartered Accountant, is appointed by the Shareholders to conduct an audit in accordance with generally accepted auditing standards in Canada and the Public Company Accounting Oversight Board (United States), and his report follows.

The Audit Committee of the Board of Directors has met with the company’s independent auditor to review the scope and results of the annual audit, and to review the consolidated financial statements and related financial reporting matters prior to submitting the consolidated financial statements to the Board for approval.

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GRAND PEAK CAPITAL CORP.
(formerly Black Mountain Capital Corporation)

Consolidated Financial Statements
(Stated in U.S. Dollars)

September 30, 2007

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AUDITOR’S REPORT

To the Shareholders of Grand Peak Capital Corp.

I have audited the consolidated Balance Sheet of Grand Peak Capital Corp. as at September 30, 2007 and the consolidated statements of operations and deficit and cash flows for the year ended September 30, 2007. These consolidated financial statements are the responsibility of the Company’s management. My responsibly is to express an opinion on these consolidated financial statements based on my audit.

I conducted my audit in accordance with generally accepted auditing standards in Canada and the standards of the Public Company Accounting Oversight Board (United States). Those standards require that I plan and perform an audit to obtain reasonable assurance 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.

In my opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at September 30, 2007 and the results of its operations and cash flow for the year ended September 30, 2007 in accordance with generally accepted accounting principles in Canada.

The consolidated financial statements at December 31, 2006 and for each of the years in the two year period ended December 31, 2006 were audited by other auditors who expressed an opinion without reservation on these consolidated statements in their report to shareholders dated April 16, 2007 and February 22, 2006.

Vancouver, Canada	/s/"Sam S. Mah"
February 15, 2008	Chartered Accountant

COMMENTS BY AUDITORS FOR U.S. READERS ON CANADA – U.S. REPORTING CONFLICT.

In the United States, reporting standards for auditors require the addition of an explanatory paragraph (following the opinion paragraph) when the consolidated financial statements are affected by significant uncertainties and contingencies such as those referred to in Note 1 to these consolidated financial statements. Although we conducted our audit in accordance with both Canadian and U.S. generally accepted auditing standards, my report to the shareholders dated February 15, 2008 is expressed in accordance with Canadian reporting standards which do not require a reference to such matters when the uncertainties are adequately disclosed in the consolidated financial statements.

	/s/"Sam S. Mah"
Vancouver, Canada	Chartered Accountant
February 15, 2008

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GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Consolidated Balance Sheets

As at September 30, 2007 and 2006

(Stated in U.S. Dollars)

		Sept. 30,			Dec. 31,
		2007			2006
ASSETS
Current Assets
Cash and cash equivalents	$	756,652		$	446,112
Marketable securities – (Note 4)		101,000			2,340
GST receivable		15,388			-
Accounts receivable		15,146			-
		888,186			448,452
Deposits on asset – (Note 5)		111,605			-
Equipment - (Note 6)		5,401			-
Mineral properties - (Note 7)		30,300			-
Deferred exploration and development expenses (see schedule)		144,132			-
Other		429			-
	$	1,180,053		$	448,452
LIABILITIES
Current Liabilities
Accounts payable and accrued liabilities	$	210,999		$	67,976
Loan payable – (Note 8)		404,000			342,936
		614,999			410,912
SHAREHOLDERS’ EQUITY (DEFICIENCY)
Share capital - (Note 9 (a))		3,279,089			2,649,089
Contributed surplus		971,859			971,859
Accumulated other comprehensive income – (Note 17)		380,937			377,085
Deficit		(4,066,831	)		(3,960,493	)
		565,054			37,540
	$	1,180,053		$	448,452

Continuance of Operations – (Note 1)
Contingencies – (Note 10)

Approved by the Board:

“Navchand Jagpal”, Director

“Lewis Dillman”, Director

See accompanying notes to the financial statements

-37-

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Consolidated Statements of Operations and Deficit

For the Years Ended September 30, 2007 and 2006

(Stated in U.S. Dollars)

		Sept 30,			Dec. 31,			Dec. 31,
		2007			2006			2005
Expenses
Amortization	$	1,568		$	-		$	1,741
Bank charges and interest		24,675			22,694			15,967
Consulting		2,645			37,617			91,674
Office		280			561			12,074
Professional fees		83,089			65,330			85,378
Transfer agent and regulatory filing fees		23,467			9,937			13,296
		(135,724	)		(136,139	)		(220,130	)
Loss before other items:
Interest and royalty income		29,386			31,280			51,865
Write-down of marketable securities		-			(3,892	)		-
Write-down of long-term investments		-			-			(1	)
Gain (loss) on sale of long-term investments		-			57,338			82,903
Loss of sale of marketable securities		-			(82,445	)		-
Loss on settlement of lawsuits – (Note 10)		-			-			(214,916	)
Excise tax re-assessment – (Note 11)		-			52,809			-
Gain on debt settlement – (Note 12)		-			23,633			-
Write-off of loan receivable – (Note 13)		-			(19,450	)		-
Net loss for the year		(106,338	)		(76,866	)		(300,279	)
Deficit, beginning of year		(3,960,493	)		(3,883,627	)		3,583,348
Deficit, end of year	$	(4,066,831	)	$	(3,960,493	)	$	(3,383,627	)
Basic and diluted loss per common share	$	(0.01	)	$	(0.01	)	$	(0.05	)
Weighted average number of common
shares outstanding		13,700,181			7,940,089			5,933,514

See accompanying notes to the financial statements

-38-

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Consolidated Statement of Cash Flows

For the Years Ended September 30, 2007 and 2006

(Stated in U.S. Dollars)

		Sept 30,			Dec. 31,			Dec. 31,
		2007			2006			2005
Operating Activities
Net loss for the year	$	(106,338	)	$	(76,866	)	$	(300,279	)
Adjustment for items which do not involved cash:
Amortization		1,568			-			1,741
Unrealized foreign exchange		(33,566	)		-			-
Write-down of long-term investments		-			-			1
(Gain) loss on sale of long-term investments		-			(57,338	)		(82,903	)
Write-off of loan receivable		-			19,450			-
Gain on debt settlement		-			(23,633	)		-
Loss of sale of marketable securities		-			82,445			-
Write-down of marketable securities		-			3,892			-
		(138,336	)		(52,050	)		(381,440	)
Changes in non-cash working capital components:
GST receivable		(15,388	)		-			-
Marketable securities		2,340			-			4,338
Accounts receivable		(15,146	)		629			1,643
Accounts payable and accrued liabilities		122,823			(49,132	)		(708,312	)
Loan payable		61,064			43,557			343,053
		17,357			(56,996	)		(740,718	)
Investing Activities
Deposits on asset		(111,605	)		-			(617	)
Purchase of marketable securities		(101,000	)		13,452			85,546
Equipment		(6,969	)		-			-
Mineral properties		(10,100	)		-			-
Deferred exploration and development		(144,132	)		-			-
Other		(429	)		-			-
		(374,235	)		13,452			84,929
Financing Activities
Common shares issued for cash		630,000			487,000			-
Effect of foreign exchange on cash		37,418			(11,736	)		12,193
Net cash provided (used) during the year		310,540			431,720			(643,596	)
Cash and cash equivalents, beginning of year		446,112			14,392			657,988
Cash and cash equivalents, end of year	$	756,652		$	446,112		$	14,392

See accompanying notes to the financial statement

-39-

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

Schedule of Deferred Exploration and Development Expenses

For the Years Ended September 30, 2007 and 2006

(Stated in U.S. Dollars)

		Amos		Vassan		Nico		Total
Balance, December 31, 2006	$	-	$	-	$	-	$	-
Assaying, geological and general		40,400		40,400		63,332		144,132
Balance, September 30, 2007	$	40,400	$	40,400	$	63,332	$	144,132

See accompanying notes to the financial statements

-40-

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

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 $4.0 million at September 30, 2007 (2006 - $3.9 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”). As described in Note 16, these principles differ in certain respects from principles and practices generally accepted in the United Sates (or “US 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
Digital Labs Inc.	Inactive
Midland Holland Ltd.	Inactive
Person Finance Ltd	Inactive

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.

41

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

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.

42

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

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.

43

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

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 September 30, 2007, 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.

44

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

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 2007, there were no related party transactions other than the transaction referred to in Note 6.

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.

During 2005, the Company paid or accrued $91,370 (2004 - $76,360) in management and director fees to directors or their private companies and paid or accrued interest of $15,960 (2004 – nil) to the former President’s private company for a loan advanced in 2005.

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.

45

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

4. MARKETABLE SECURITIES

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

		September 30, 2007				December 31, 2006
		Aggregate		Market		Aggregate		Market
		Cost		Value		Cost		Value
Publicly-traded securities	$	101,000	$	101,000	$	-	$	-

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 completion.

6. EQUIPMENT

		Cost		Accumulated		2007		2006
				Amortization		Net		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		Total
Balance, beginning of year	$	–	–	–	$	–
Cash		5,050	5,050	20,200		30,300
Balance, end of year	$	5,050	5,050	20,200	$	30,300

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.

46

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

8. LOAN PAYABLE

The Company owes the former President’s private company $404,000 at September 30, 2007 (2006 - $342,936) plus accrued interest of 67,938 (2006 - $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.

	September 30, 2007			December 31,
	2007			2006			2005
	Number of
	Shares	$		Shares	$		Shares	$
Balance, beginning of year	11,033,514		2,649,089	5,933,514		2,162,089	5,933,514		2,162,089
Shares issued for warrants	2,500,000		250,000	–		–	–		–
Private placement	3,800,000		380,000	5,100,000		487,000	–		–
Balance, end of year	17,333,514		3,279,089	11,033,514		2,649,089	5,933,514		2,162,089

Private placement

Private placement consisted of 3,800,000 units at a price of $0.10 per unit. Each unit consisted of one share and one share purchase warrant. The one share purchase warrant entitles the holder to purchase one further share of the Company at a price of $0.13 within two years.

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.

47

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

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

	September 30, 2007			December 31, 2006
	Number of		Weighted	Number of	Weighted
	Shares		Price	Shares	Price
Opening balance	5,100,000		0.13	–	–
Expired	(2,500,000	)	0.10	–	–
Granted during the year	3,800,000		0.13	5,1000,000	0.13
Closing balance	6,4000,000		0.14	5,1000,000	0.13
Weighted remaining life in			1.03	0.61
years

10. CONTINGENCIES
a)	A statement of claim was filed against the Company to recover certain oil and gas properties which the claimant alleged was sold to it by the former management of the Company. The Company believed these oil and gas properties were not included as part of the properties sold to the claimant. The Company offered to transfer certain of the interests in exchange for a waiver of court costs.
b)	During the year ended December 31, 2003, the Cybersurf Corp. (“Cybersurf”) filed a statement of claim alleging that the Company engaged in improper actions during the Company’s attempt to replace the board of directors of Cybersurf at its annual general meeting held on November 28, 2002. The Company was Cybersurf’s largest shareholder until it sold its investment during the year ended December 31, 2004 for proceeds of $1,125,037 (CAD $1,575,000). During the year ended December 31, 2004, the Company paid a court judgment of $79,003 for costs related to the Company’s legal challenge to the election of directors of Cybersurf at its November 28, 2002 annual general meeting.
	On March 23, 2005, the Company announced it had entered into an agreement to settle and dismiss its litigation with Cybersurf. The Company did not admit to any liability or wrongdoing. Pursuant to the settlement, the Company contributed $601,760 (CAD $725,000) in exchange for a full release of claims and a withdrawal of the complaints by Cybersurf. This amount and related legal costs of $699,793 (2005 - $118,827) were recorded as a loss on settlement of lawsuit for the year ended December 31, 2004.
	During the year ended December 31, 2005, the Company settled with the Alberta Securities Commission (the "ASC") in respect of an alleged breach of takeover bid rules and control persons reporting obligations. Pursuant to the terms of the settlement, the Company paid $40,693 to the ASC to, among other things, mitigate the continuing expense of protracted litigation. This amount and related legal costs of $55,396 were recorded as a loss on settlement of lawsuits for the year ended December 31, 2005.

48

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

11. 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.

12. GAIN ON DEBT SETTLEMENT

The Company was forgiven $23,633 on amounts included in accounts payable and accrued liabilities at December 31, 2005.

13. 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.

14. SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING

There were no significant non-cash transactions in fiscal 2007.

During the year ended September 30^th, 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.

There were no significant transactions in fiscal 2005.

15. INCOME TAXES

A reconciliation of income taxes at statutory rates is as follows:

	September		December 31, 2006
	30,
	2007		2006		2005
Net loss for the year	(106,338	)	(76,866	)	(300,779	)
Expected income recovery	(36,262	)	(26,227	)	(104,707	)
Net adjustment for amortization,
deductible and non-deductible amounts	535		9,894		11,392
Unrecognized benefit of non-capital loss	35,727		16,333		93,315
Total income taxes	–		–		–

49

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

15. INCOME TAXES (cont’d)

The significant components of the Company’s future income tax assets are as follows:

		September 30,			December 31, 2006
		2007			2006			2005
Tax rates		(34.1%	)		(34.1%	)		(35.6%	)
Future income tax assets:
Canadian exploration and development		59,000			11,900		$	11,900
expenses
Equipment		96,000			82,800			80,000
Net-capital loss carry forwards		5,232,000			5,232,000			5,462,119
Non-capital loss carry forwards		1,028,000			868,000			823,000
		6,415,000			6,194,700			6,377,019
Valuation allowance		(6,415,000	)		(6,194,700	)		(6,377,019	)
Total income taxes	$	–		$	–		$	–

The Company has non-capital losses of approximately $3.0 million, which are available to reduce future taxable income in Canada and which expire between 2006 and 2027 The Company also has net capital losses of approximately $15.0 million, which can be carried forward indefinitely to reduce future taxable capital gains in Canada. The Company has not recognized any future benefit for these tax losses and resource deductions, as it is not considered likely that they will be utilized.

16. DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERLLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP)

These consolidated financial statements have been prepared in accordance with Canadian GAAP. The material variations in the accounting principles, practices, and method used in the preparation of these consolidated financial statements from principles, practices and methods accepted in the U.S. and described and quantified below:

The impact of the differences between Canadian GAAP and U.S. GAAP on the consolidated balance sheets, consolidated statements of operations and cash flows would be as follows:

		September 30,		December 31,
		2007		2006
Balance Sheet
Current assets, Canadian GAAP	$	888,186	$	448,452
Unrealized holding gain on trading securities		–		–
Current asset, U.S. GAAP		888,186	$	448,452
Long-term investments, Canadian GAAP		291,867		–
Unrealized holding gain (loss) on available-for-sale		–		–
securities
Total assets, U.S. GAAP	$	1,180,053	$	448,452

50

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

16. DIFFERENCES BETWEEN CANADIAN AND UNI’I`ED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) - cont’d

		September 30,			December 31,
		2007			2006
Liabilities
Current liabilities, Canadian GAAP and U.S. GAAP	$	614,999		$	410,912
Shareholder’s equity (deficiency) Canadian GAAP		565,054			37,540
Unrealized holding gain on available-for-sale securities		–			–
Unrealized holding gain on trading securities		–			–
Shareholders’ equity, U.S. GAAP		565,054			37,540
Statement of Operations
Net loss for the year, Canadian GAAP		(106,338	)		(76,886	)
Adjustment on trading securities		–			–
Net loss for the year, U.S. GAAP		(106,338	)		(76,886	)
Basic and diluted loss per common share, U.S. GAAP		(0.01	)		(0.01	)

At September 30, 2007 and 2006, potentially dilutive shares were excluded from net loss per share.

There is no impact on cash flows for the comparative years as the adjustments to the carrying values of marketable securities and long-term investments required under U.S GAAP are comprised of unrealized holding gains and losses only,

Marketable Securities

For Canadian GAAP purposes, short-term marketable securities are carried at the lower of cost or quoted market value on a specific identification basis, with any unrealized loss included in the statements of operations. Long-term investments are carried on the cost or equity basis and only written-down when there is evidence of a decline in value that is other than temporary.

Under U.S. GAAP, Statements of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities" ("SFAS l15") requires that certain investments be classified into available-for-sale or trading securities stated at fair market values. Any unrealized holding gains or losses are to be reported as a separate component of shareholder’s equity until realized for available-for sale securities and included in earnings for trading securities. Under FAS 115, at December 31, 2005, the Company’s investment in marketable securities in the amount of $112,234 would be classified as trading securities and its investment in long-term investment securities carried at cost in the amount of $337 would be classified as available-for-sale securities.

51

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

16. DIFFERENCES BETWEEN CANADIAN AND UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (GAAP) - cont’d

Marketable Securities

The Company does not own any securities at December 31, 2006.

				Gross		Gross
		Carrying		Unrealized		Unrealized		Market
		Value		Gain		Loss		Value
December 31, 2005
Trading securities	$	112,234	$	255,411	$	–	$	367,645
Available-for-sale securities		337		147,176		–		147,513
		112,571		402,587		–		515,158
December 31, 2006
Trading securities	$	–		–		–		–
Available-for-sale securities		–		–		–		–
	$	–	$	–	$	–	$	–
September 30, 2007
Trading securities	$	101,000		–		–		101,000
Available-for-sale securities		–		–		–		–
	$	101,000	$	–	$	–	$	101,000

52

GRAND PEAK CAPITAL CORP.

(formerly Black Mountain Capital Corporation)

17. ACCUMULATED OTHER COMPREHENSIVE INCOME

		$
		Amount
Balance, beginning of year	$	377,085
Cumulative translation adjustments		3,852
Balance, beginning of year		380,937

18. SUBSEQUENT EVENTS

Subsequent to September 30, 2007:

a)	On November 15, 2007, the Company changed its name to Grand Peak Capital Corp. See Note l.
b)	On November 20, 2007, the Company announced it will consolidate all of the issued and outstanding shares of the Company at a ratio of 5 currently issued shares for one new share.
c)	Subject to regulatory approval, on December 17, 2007, the Company completed a non-brokered private placement for 5,000,000 units at a price of $0.21 per unit. Each unit consists of one common share and one share purchase warrant. Each warrant entitles the holder to purchase one common share at a price of $0.28 within two years.
d)	On November 20, 2007, the Company entered into an Option Agreement with Bedford Resource Partners to acquire a 90% interest for a cost of $10,000 CDN and additional payments totalling $36,000 CDN over the next 3 years and to bear 100% of the costs to develop the property to a pre-feasibility stage on or before December 31, 2012.
e)	2,600,000 share purchase warrants with an exercise price of $0.165 per share expired.

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ITEM 18. FINANCIAL STATEMENTS

     Not applicable.

ITEM 19. EXHIBITS

1.1	Articles of Continuance and Bylaws(1)
1.2	Articles of Amalgamation(2)
4.1	Amalgamation Agreement dated August 24, 2001 between the Company, Pacific Mercantile Company Limited and 940296 Alberta Ltd.(3)
4.2	Share Purchase Agreement dated December 27, 2001 between Mercury Finance Group Inc., Pacific Mercantile Company Limited and Stephen Rota(4)
8.1	Subsidiaries of the Company
11.1	Code of Ethics(5)
12.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated March 31, 2008
13.1	Officer certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to the Sarbanes-Oxley Act of 2002, dated March 31, 2008

____________
(1)	Incorporated by reference to the Company's Form 20-F for the fiscal year ended December 31, 1999.
(2)	Incorporated by reference to the Company's Form 20-F for the fiscal year ended December 31, 2001.
(3)	Incorporated by reference to the Company's Form 6-K filed on August 31, 2001.
(4)	Incorporated by reference to the Company's Form 20-F for the fiscal year ended December 31, 2001.
(5)	Incorporated by reference to the Company's Form 20-F for the fiscal year ended December 31, 2003.

54

SIGNATURES

     The registrant hereby certifies that it meets all of the requirements for filing on Form 20-F and that it has duly caused and authorized the undersigned to sign this Annual Report on its behalf.

     Dated at Vancouver, British Columbia, Canada this 31st day of March, 2008.

GRAND PEAK CAPITAL CORP.
By:	/s/ Navchand Jagpal
	Navchand Jagpal
	Chief Executive Officer, Chief Financial Officer and
	President

55

GRAND PEAK CAPITAL CORP.

FORM 20-F

EXHIBIT INDEX

1.1	Articles of Continuance and Bylaws(1)
1.2	Articles of Amalgamation(2)
4.1	Amalgamation Agreement dated August 24, 2001 between the Company, Pacific Mercantile Company Limited and 940296 Alberta Ltd.(3)
4.2	Share Purchase Agreement dated December 27, 2001 between Mercury Finance Group Inc., Pacific Mercantile Company Limited and Stephen Rota(4)
8.1	Subsidiaries of the Company
11.1	Code of Ethics(5)
12.1	Certification of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated March 31, 2008
13.1	Officer certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to the Sarbanes-Oxley Act of 2002, dated March 31, 2008

_____________
(1)	Incorporated by reference to the Company's Form 20-F for the fiscal year ended December 31, 1999.
(2)	Incorporated by reference to the Company's Form 20-F for the fiscal year ended December 31, 2001.
(3)	Incorporated by reference to the Company's Form 6-K filed on August 31, 2001.
(4)	Incorporated by reference to the Company's Form 20-F for the fiscal year ended December 31, 2001.
(5)	Incorporated by reference to the Company's Form 20-F for the fiscal year ended December 31, 2003.

56