Funding





All of our ongoing operations, since October 4, 2014, have been funded by monies
advanced to us by LSG our largest shareholder and one other related party, LSG's
primary shareholder. Given the termination of our Mineral Property Option
Agreement with LSG, we do not anticipate that those two related party sources
will continue to provide any significant future funding.



We do not currently have enough funds to carry out our entire plan of operations, so we intend to meet the balance of our cash requirements for the next 12 months through a combination of debt financing and equity financing through private placements.



                                       8



ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS

OF OPERATIONS (Continued)

There is no assurance that we will be successful in completing any such financings.





If we are unsuccessful in obtaining sufficient funds through our capital raising
efforts, we may review other financing options, although we cannot provide any
assurance that any such options will be available to us or on terms reasonably
acceptable to us. Further, if we are unable to secure any additional financing
then we plan to reduce the amount that we spend on our operations, including our
management-related consulting fees and other general expenses, so as not to
exceed the capital resources available to us. Regardless, our current cash
reserves and working capital will not be sufficient for us to sustain our
business for the next 12 months, even if we decide to scale back our operations.



Going Concern



Our auditors have issued a going concern opinion. This means that there is
substantial doubt that we can continue as an on-going business for the next
twelve months unless we obtain additional capital to pay our expenses. This is
because we have not generated any revenues to date, and we cannot currently
estimate the timing of any possible future revenues. Our only source for cash
currently is loans or investments by others in our common stock.



Intellectual Property


We do not have any intellectual property.





Personnel



We have no employees. Our president and CEO, our COO and our Corporate Secretary
received no compensation in the years ended December 31, 2022 and 2021 for their
services, other than $100,000 in consulting fees incurred for 2021 and $50,000
for 2022 to another company controlled by our CEO. We expect to continue to use
outside consultants, advisors, attorneys and accountants as necessary. See Item
10 for information regarding our officers and directors.



Results of Operations



The following comments on our results of operations should be read in
conjunction with our audited financial statements for the year ended December
31, 2022 which are included with this Report. See the "Cautionary Note Regarding
Forward Looking Statements" above for a discussion of forward-looking statements
and the significance of such statements in the context of this Report. We
recorded net income of $2,030,931 for the year ended December 31, 2022, have an
accumulated deficit of $4,263,323 and have had no operating revenues. The
possibility and timing of revenue being generated from our business is
uncertain.



Revenues, Expenses and Net Loss





                       Years Ended December 31              Increase/(Decrease)
                        2022             2021             Amount           Percentage
Revenue              $         -     $          -     $             -                -

Operating Expenses       155,518          309,324             153,806      

        50 %
Operating Loss          (155,518 )       (309,324 )          (153,806 )             50 %
Other                  2,186,449       (2,259,850 )        (4,446,299 )            197 %

Net Income (Loss)    $ 2,030,931     $ (2,569,174 )   $    (4,600,105 )
       179 %




The most significant driver of the year over year change in net income is the
$2,186,917 benefit attributed to the reversal of in-process research and
development ("IPR&D") from Sapir upon rescission of the Sapir Agreements. The
IPR&D was expensed in the prior year upon entering into the Sapir Agreements.



Working Capital Deficiency



                                     December 31                  Increase/(Decrease)
                                 2022           2021            Amount           Percentage
Current Assets                 $     886     $    6,281     $        5,395                86 %
Current Liabilities               27,396        231,867            204,471                88 %
Working Capital (Deficiency)   $ (26,510 )   $ (225,586 )   $     (199,076 )              88 %




The most significant driver of the year over year change our working capital
deficiency is the $204,470 decrease in accounts payable and accrued liabilities
following settlement of certain related party balances with common shares.


                                       9



ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS (Continued)



Cash Flows



                                                           December 31                   Increase/(Decrease)
                                                       2022           2021            Amount            Percentage
Cash Flows Provided By (Used In):
Operating Activities                                $ (102,018 )    $ (75,575 )    $      26,443                -35 %
Financing Activities                                    96,896         68,939            (27,957 )              -41 %
Net increase (decrease) in cash                     $   (5,122 )    $  (6,636 )    $      (1,514 )               23 %




As of the date of this report, we have yet to generate any revenues from our
business operations. Our principal sources of working capital have been related
party loans and funds received as subscriptions for our common stock. We have no
assurance that we can successfully engage in any private sales of our securities
or that we can obtain any additional loans.



Off-Balance Sheet Arrangements





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



Commitments


We do not have any commitments as of December 31, 2022 which are required to be disclosed in tabular form.





Critical Accounting Policies



Our critical accounting policies are mainly those subject to significant
judgments and uncertainties which could potentially result in materially
different results under different conditions and assumptions. We believe the
following critical accounting policies reflect our most significant estimates,
judgments and assumptions used in the preparation of our financial statements:



Use of Estimates and Assumptions


The preparation of financial statements, in conformity with GAAP, requires
management to make estimates and assumptions that affect the amounts reported in
the financial statements and accompanying disclosures. By their nature, these
estimates are subject to measurement uncertainty and the effect on the financial
statements of changes in such estimates in future periods could be significant.
Management bases its estimates on historical experience and on various other
assumptions that are believed to be reasonable under the circumstances, the
results of which form the basis for making judgments about the carrying value of
assets and liabilities that are not readily apparent from other sources.
Significant areas requiring management's estimates and assumptions are
determining the fair value of transactions involving related parties and common
stock. Actual results may differ from the estimates.



Foreign Currency Accounting


Our functional currency is the U.S. dollar. Branch office activities are generally in Canadian dollars. Transactions in Canadian currency are translated into U.S. dollars as follows:

? monetary items at the exchange rate prevailing at the balance sheet date;

? non-monetary items at the historical exchange rate; and

? revenue and expense items at the rate in effect of the date of transactions.

Gains and losses arising on the settlement of foreign currency denominated transactions or balances are recorded in the statements of operations.





Income Taxes



We use the asset and liability method of accounting for income taxes in
accordance with ASC Topic 740, Income Taxes. This standard requires the use of
an asset and liability approach for financial accounting and reporting on income
taxes. If it is more likely than not that some portion or all of a deferred tax
asset will not be realized, a valuation allowance is recognized.



Reclamation Liabilities and Asset Retirement Obligations

We have no asset retirement obligations, including environmental rehabilitation expenditures, which relate to an existing condition caused by past operations.



                                       10



ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS

OF OPERATIONS (Continued)

Acquired In-Process Research and Development





Acquired in-process research and development ("IPR&D") income (expense) includes
the initial costs of IPR&D projects, acquired directly in a transaction other
than a business combination, that do not have an alternative future use and is
expensed on acquisition. Following the rescission of the Sapir Agreements, the
expensed IPR&D was reversed through the income statement.



Recent Accounting Pronouncements





From time to time, new accounting pronouncements are issued by the Financial
Accounting Standards Board, ("FASB") or other standard setting bodies that are
adopted by us as of the specified effective date. Unless otherwise discussed, we
believe that the impact of recently issued standards that are not yet effective
will not have a material impact on our financial statements upon adoption.

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