Greatmat Technology (ARMX) 10-Q 2008 Q3 Quarterly report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X]	QUARTERLY REPORT UNDER TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2008
OR
[ ]	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 000-53481
AURUM EXPLORATIONS, INC.
(Exact name of registrant as specified in its charter)
NEVADA
(State or other jurisdiction of incorporation or organization)
10431 Caithcart Road
Richmond, British Columbia
CanadaV6X 1N3
(Address of principal executive offices, including zip code.)
(604)247-0372
(Registrant's telephone number, including area code)
Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 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 last 90 days. YESx NO¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of
“large accelerated filer, “accelerated filer,” “non-accelerated filer,” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
	Large accelerated filer	¨	Accelerated filer	¨
	Non-accelerated filer	¨	Smaller reporting company	x
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the ExchangeAct). YESx NO¨
State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 8,360,000as of December 12, 2008.

PART I – FINANCIAL INFORMATION
ITEM 1.FINANCIAL STATEMENTS
AURUM EXPLORATIONS, INC.
(An Exploration Stage Company)
BALANCE SHEETS
(Stated in U.S. Dollars)
		October 31,			July 31,
		2008			2008
		(unaudited)
ASSETS
Current
Cash	$	3,848		$	3,581
TOTAL ASSETS	$	3,848		$	3,581
LIABILITIES
Current
Accounts payable and accrued liabilities	$	31,327		$	21,028
Accounts payable – related party (note 6)		29,838			21,361
TOTAL LIABILITIES		61,165			42,389
STOCKHOLDERS’ EQUITY
Common Stock:
$0.001 par value, 50,000,000 shares authorized;
8,360,000 shares issued and outstanding		8,860			8,860
Additional Paid-In Capital		67,522			65,196
Deficit Accumulated During The Exploration Stage		(133,699	)		(112,864	)
TOTAL STOCKHOLDERS’ EQUITY		(57,317	)		(38,808	)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY	$	3,848		$	3,581
See accompanying condensed notes to these interim financial statements.
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AURUM EXPLORATIONS, INC.
(An Exploration Stage Company)
STATEMENTS OF OPERATIONS
(Stated in U.S. Dollars)
								For the period from
		For the three			For the three			April 27, 2007
		Months ended			months ended			(inception) to
		October 31,			October 31,			October 31,
		2008			2007			2008
		(unaudited)			(unaudited)			(unaudited)
Revenue	$	-		$	-		$	-
Expenses
Exploration and development		1,009			4,492			17,691
Filing fees		-			-			16,435
Office and miscellaneous		2,501			3,547			20,749
Professional fees		17,325			11,704			78,824
Net Loss and Comprehensive Loss For The Period	$	20,835		$	19,743		$	133,699
Basic And Diluted Loss Per Common Share	$	(0.00	)	$	(0.00	)
Weighted Average Number Of  Common
Shares Outstanding		8,860,000			8,360,000
See accompanying condensed notes to these interim financial statements.
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AURUM EXPLORATIONS, INC.
(An Exploration Stage Company)
STATEMENTS OF CASH FLOWS
(Stated in U.S. Dollars)
								For the period from
		For the three			For the three			April 27, 2007
		months ended			months ended			(inception) to
		October 31,			October 31,			October 31,
		2008			2007			2008
		(unaudited)			(unaudited)			(unaudited)
Cash provided by (used in):
Cash Flows From Operating Activities
Net loss for the period	$	(20,835	)	$	(19,743	)	$	(133,699	)
Adjust for non-cash items
Shares issued for services		-			-			500
Donated rent and services		2,326			2,492			14,882
Changes in non-cash operating working capital
Accounts payable and accrued liabilities		10,299			6,851			31,327
		(8,210	)		(10,400	)		(86,990	)
Cash Flows From Financing Activities
Due to director		8,477			161			29,838
Shares issued for cash		-			-			56,800
Cash received on subscription		-			4,200			4,200
		8,477			4,361			90,838
Increase (Decrease) In Cash		267			(6,039	)		3,848
Cash, Beginning Of Period		3,581			33,281			-
Cash, End Of Period	$	3,848		$	27,242		$	3,848
Supplemental Disclosure Of Cash Flow
Information
Interest paid	$	-		$	-			-
Income taxes paid		-			-			-
See accompanying condensed notes to these interim financial statements.
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AURUM EXPLORATIONS, INC.
(An Exploration Stage Company)
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
OCTOBER 31, 2008
(Unaudited)
(Stated in U.S. Dollars)

NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS

AURUM EXPLORATIONS, INC. (“the Company”) was incorporated in the State of Nevada on April 27, 2007. The Company is an Exploration Stage Company. The Company has acquired an option on a mineral property located in the Greenwood Mining Division, British Columbia, Canada, and has not yet determined whether this property contains reserves that are economically recoverable. The recoverability of property expenditures will be dependent upon the discovery of economically recoverable reserves, confirmation of the Company’s interest in the underlying property, the ability of the Company to obtain necessary financing to satisfy the expenditure requirements under the property agreement and upon future profitable production or proceeds for the sale thereof.

The Company has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. The Company was formed for the purpose of acquiring exploration and development stage natural resources properties. The Company has not commenced business operations.

These financial statements have been prepared on a going concern basis. The Company has incurred losses since inception resulting in an accumulated deficit of $133,699 since inception and further losses are anticipated in the development of its business raising substantial doubt about the Company’s ability to continue as a going concern. Its ability to continue as a going concern is dependent upon the ability of the Company to generate profitable operations in the future and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has plans to seek additional capital through a private placement and public offering of its common stock. These plans, if successful, will mitigate the factors which raise substantial doubt about the Company’s ability to continue as a going concern. The Company anticipates that it will need $70,000 to continue in existence for the following twelve months. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

NOTE 2 - INTERIM REPORTING

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial statements. While the information presented in the accompanying three month interim statements is unaudited, it includes all adjustments, which are, in the opinion of the management, necessary to present fairly the financial position, results of operations and cash flows for the interim period presented following the same accounting principles and methods of their application as the most recent annual financial statements. It is suggested that these interim financial statements be read in conjunction with the Company’s audited annual July 31, 2008 financial statements.

NOTE 3 - MINERAL PROPERTY

The Company obtained a 100% undivided right, title and interest in a mineral claim in the Luxor Gold Silver Copper Prospect, near Grand Forks, British Columbia, Canada for 5,000Cdn and a 1% net smelter royalty. The Company has the right to purchase 50% of the net smelter return royalty anytime up to July 4, 2017 for $2,000,000Cdn.

The company has engaged a geologist to prepare a technical report on the property to be completed between February and March 2008 at an estimated cost of $15,000.

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AURUMEXPLORATIONS, INC.
(An Exploration Stage Company)
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
OCTOBER 31, 2008
(Unaudited)
(Stated in U.S. Dollars)

NOTE 4 - SHARE CAPITAL

Common Stock

The Company is authorized to issue 50,000,000 shares of $0.001 par value common stock. All shares have equal voting rights, are non-assessable and have one vote per share. Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.

In May, 2007, the Company issued 5,000,000 common shares at $0.001 for total cash proceeds of $5,000 to the president and director of the Company.

In June, 2007, the Company issued 2,800,000 common shares at $0.01 for total proceeds of $28,000.

In July, 2007, the Company issued 476,000 common shares at $0.05 for total proceeds of $23,800.

In July, 2007, the Company issued 84,000 common shares at $0.05 for a subscription receivable of $4,200 which was received in August, 2007.

In July, 2008, the Company issued 500,000 common shares at $0.001 ($500) to the president and director of the Company for services rendered.

As at October 31, 2008 and 2007, there were no outstanding stock options or warrants

NOTE 5 - INCOME TAXES

Income tax provision (U.S.)

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. Pursuant to SFAS No. 109, the Company is required to compute tax asset benefits for net operating losses carried forward. Potential benefit of net operating losses have not been recognized in these financial statements because the Company cannot be assured that it is more likely than not it will utilize the net operating losses carried forward in future years.

The provision for income taxes differs from the result which would be obtained by applying the statutory income tax rate of 34% to income before income taxes. The difference results from the following items:

		October 31,			July 31,
		2008			2008
		(unaudited)
Computed expected (benefit of) income taxes	$	7,084		$	26,781
Increase in valuation allowance		(7,084	)		(26,781	)
Income tax provision	$	-		$	-
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AURUM EXPLORATIONS, INC.
(An Exploration Stage Company)
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
OCTOBER 31, 2008
(Unaudited)
(Stated in U.S. Dollars)

NOTE 5 - INCOME TAXES(Continued)

Significant components of the Company’s deferred income tax assets are as follows:

		October 31,			July 31,
		2008			2008
		(unaudited)
Net operating loss carry forward	$	133,700		$	112,000
Deferred income tax asset		45,000			38,000
Valuation allowance		(45,000	)		(38,000	)
Net deferred tax assets	$	-		$	-

At October 31, 2008 the Company has net operating loss carryforwards of approximately $133,700 which expire as follows. The Company established a valuation allowance account totaling $45,000 at October 31, 2008.

2027	-	$	34,200
2028	-	$	78,800
2029	-	$	20,700

NOTE 6 - RELATED PARTY TRANSACTIONS

The sole director also provided rent and administrative services for the period with a value of $2,326 (July 31, 2008 - $10,045) for which the director will receive no compensation. This amount has been expensed and shown as an increase in additional paid in capital.

These transactions have been recorded at the exchange amount, being the amount of consideration agreed to by the party.

Accounts payable – related party is an amount due to the director is non-interest bearing and has no specific terms of repayment. The amount due to the director is for expenses paid on behalf of the Company.

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AURUM EXPLORATIONS, INC.
(An Exploration Stage Company)
CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
OCTOBER 31, 2008
(Unaudited)
(Stated in U.S. Dollars)

NOTE 6 – FAIR VALUE

In September 2006, the FASB issued FASB Statement No. 157, "Fair Value Measurements" ("SFAS 157"). SFAS 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. The provisions of SFAS 157 were adopted January 1, 2008.

SFAS 157 establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under SFAS 157 are described below:

Level 1 - Unadjusted quoted prices in active markets that are accessible at the measurement date for identical unrestricted assets or liabilities.

Level 2 - Quoted prices in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3 - Prices or valuation techniques that require inputs that are both significant to fair value measurement and unobservable (supported by little or no market activity).

The Company does not have any assets or liabilities measured at fair value on a recurring basis at October 31, 2008. The Company did not have any fair value adjustments for assets and liabilities measured at fair value on a recurring basis during the three months ended October 31, 2008.

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

This section includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

We are a start-up, exploration stage corporation and have not yet generated or realized any revenues from our business activities.

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 bills. This is because we have not generated any revenues and no revenues are anticipated until we begin removing and selling minerals. Accordingly, we must raise cash from sources other than the sale of minerals found on the property. Our only other source for cash at this time is investment by others. The cash we raised will allow us to stay in business for at least one year. Our success or failure will be determined by what we find under the ground.

To meet our need for cash we raised money from our private placement. If we find mineralized material and it is economically feasible to remove the mineralized material, we will attempt to raise additional money through a subsequent private placement, public offering or through loans. If we do not have enough money to complete our exploration of the Property, we will have to find alternative sources, like a second public offering, a private placement of securities, or loans from our officers or others.

Our sole officer and director is unwilling to make any commitment to loan us any money at this time. At the present time, we have not made any arrangements to raise additional cash. If we need additional cash and can't raise it, we will either have to suspend activities until we do raise the cash, or cease activities entirely. Other than as described in this paragraph, we have no other financing plans.

We do not own any interest in any property, but merely have the right to conduct exploration activities on one property. Even if we complete our current exploration program and it is successful in identifying a mineral deposit, we will have to spend substantial funds on further drilling and engineering studies before we will know if we have a commercially viable mineral deposit, a reserve.

We will be conducting research in the form of exploration of the Property. Our exploration program is explained in as much detail as possible in the business section ofourForm 10-K. We are not going to buy or sell anyplant or significant equipment during the next twelve months. We will not buy any equipment until have located a reserve and we have determined it is economical to extract the minerals from the land.

We do not intend to interest other companies in the property if we find mineralized materials. We intend to try to develop the reserves ourselves.

If we are unable to complete any phase of exploration because we don’t have enough money, we will cease activities until we raise more money. If we can’t or don’t raise more money, we will cease activities. If we cease activities, we don’t know what we will do and we don’t have any plans to do anything.

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We do not intend to hire additional employees at this time. All of the work on the property will be conducted by unaffiliated independent contractors that we will hire. The independent contractors will be responsible for surveying, geology, engineering, exploration, and excavation. The geologists will evaluate the information derived from the exploration and excavation and the engineers will advise us on the economic feasibility of removing the mineralized material.

Milestones

The following are our milestones:

1. December 2008 -April2009 - Review information in order to decide if we will proceed further with|exploration.

Limited Operating History; Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from activities. We cannot guarantee we will be successful in our business activities. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, and possible cost overruns due to price and cost increases in services.

To become profitable and competitive, we must conduct research and exploration of our properties before we start production of any minerals we may find. We are seeking equity financing to provide for the capital required to implement our research and exploration phases.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our activities. Equity financing could result in additional dilution to existing shareholders.

Results of Activities

From Inception on April 27, 2007

We acquired the right to explore one property containing one claim. We do not own any interest in any property, but merely have the right to conduct exploration activities on one property. We began our exploration in June 2008. The Luxor property was visited by our geologist Paul D. Gray, P.Geo., on June 24, 2008 to complete Phase I and II of our exploration program and 14 assay samples were collected from the Property. The 2008 samples were all documented, bagged, an assay sample sheet inserted and subsequently sealed. Photos of each sample site were taken. Post- program on June 30, 2008, the samples were hand delivered to ACME Analytical Labs by Mr. Paul Gray. At no time, prior to the time of sampling, was anyone with or associated with Aurum Explorations Inc, advised as to the location or identification of any of the samples to be collected by Mr. Gray. All samples remained wit h Mr. Gray until submission to the ACME Labs. In August of 2008 a technical report was created based on the discoveries and information gathered in our first 2 phases.Asof the date of this report, we have not discovered any mineralizedmaterial.

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Liquidity and Capital Resources

As of the date of this report, we have yet to generate any revenues from our business activities.

We issued 5,000,000 shares of common stock through a private placement pursuant to Regulation S of the Securities Act of 1933 to Mr. Mohammed, our sole officer and director in May 2007 in consideration of $5,000. The shares were sold to non-US persons and all transactions closed outside the United States of America. This was accounted for as a purchase of shares of common stock.

In June 2007, we completed a private placement of 2,800,000 restricted shares of common stock pursuant to Reg. S of the Securities Act of 1933 and raised $28,000. All of the shares were sold to non-US persons and all transactions closed outside the United States of America. This was accounted for as a purchase of shares of common stock.

In July 2007, we completed a private placement of 560,000 restricted shares of common stock pursuant to Reg. S of the Securities Act of 1933 and raised $28,000. All of the shares were sold to non-US persons and all transactions closed outside the United States of America. This was accounted for as a purchase of shares of common stock.

On July 16, 2008, we issued 500,000 restricted shares of common stock to Patrick Mohammed, our president, in consideration of services rendered valued at $500.00. The foregoing 500,000 shares constituted more than 5% of our total outstanding shares at the time of issuance. The shares were sold pursuant to the exemption from registration contained in Regulation S of the Securities Act of 1933 in that the transaction took place outside the United States and Mr. Mohammed is not a U.S. person as defined in Regulation S. The foregoing transaction was not reported in Item 3.02 of Form 8-K.

As of October 31, 2008, our total assets were $3,848 and our total liabilities were $61,165.

Recent Accounting Pronouncements

In September 2006, the FASB issued Statement of Financial Accounting Standards No. 157, “Fair Value Measurements” (“FAS 157”). FAS 157 defines fair value, establishes a framework for measuring fair value and expands disclosures about fair value measurements but does not require any new fair value measurements. FAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. The Company has not yet determined the impact of applying FAS 157.

In September 2006, the FASB issued Statement of Financial Accounting Standards No. 158, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans”, (“FAS 158”). FAS 158 requires an employer to recognize the overfunded or underfunded status of a defined benefit postretirement plan (other than a multiemployer plan) as an asset or liability in its statement of financial position and to recognize changes in that funded status in the year in which the changes occur through comprehensive income. FAS 158 is effective for financial statements as of December 31, 2006. The adoption of FAS No. 158 is expected to have no impact on the Company's financial statements.

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In February 2007, the FASB issued SFAS No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities”. SFAS No. 159 permits entities to choose to measure many financial instruments and certain other items at fair value that are not currently required to be measured at fair value. The objective is to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. SFAS No. 159 also establishes presentation and disclosure requirements designed to facilitate comparisons between entities that choose different measurement attributes for similar types of assets and liabilities. SFAS No. 159 is effective for fiscal years beginning after November 15, 2007. The Company has not yet determined whether it will elect the fair value option for any of its financial instruments.

In December 2007 the FASB issued Statement of Financial Accounting Standards No. 160 (“SFAS 160”), non-controlling interests in Consolidated Financial Statements, which establishes accounting and reporting standards for the non-controlling interest in a subsidiary and for the deconsolidation of a subsidiary. SFAS 160 is effective for financial statements issued for fiscal years beginning on or after December 15, 2008, and interim periods within those fiscal years.

In December 2007, the FASB issued Statement of Financial Accounting Standards No. 141R (“SFAS 141R”), Business Combinations, which establishes principles and requirements for how the acquirer recognizes and measures in its financial statements the identifiable assets acquired, the liabilities assumed, and any non-controlling interest in the acquiree, goodwill acquired in the business combination, or a gain from a bargain purchase. SFAS 141R is effective for financial statements issued for which the acquisition date is on or after the beginning of the first annual reporting period beginning on or after December 15, 2008.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 4. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

We maintain “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed in our Exchange Act reports is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. We conducted an evaluation under the supervision and with the participation of our Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as of the end of t he period covered by this report pursuant to Rule 13a-15 of the Exchange Act. Based on this Evaluation, our Principal Executive Officer and Principal Financial Officer concluded that our Disclosure Controls were effective as of the end of the period covered by this report.

Changes in Internal Controls

We have also evaluated our internal controls for financial reporting, and there have been no significant changes in our internal controls or in other factors that could significantly affect those controls subsequent to the date of their last evaluation.

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PART II. OTHER INFORMATION

ITEM 1A. RISK FACTORS

We are a smaller reporting company as defined by Rule 12b-2 of the Securities Exchange Act of 1934 and are not required to provide the information under this item.

ITEM 6. EXHIBITS.

     The following documents are included herein:

Exhibit No.	Document Description
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant Section
	302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 of
	the Sarbanes-Oxley Act of 2002.

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SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on this 15^thday of December, 2008.

AURUM EXPLORATIONS, INC.
BY:	PATRICKMOHAMMED
	Patrick Mohammed, President, Principal Executive
	Officer, Treasurer, Principal Financial Officer,
	Principal Accounting Officer and sole member of the
	Board of Directors.

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EXHIBIT INDEX

Exhibit No.	Document Description
31.1	Certification of Principal Executive Officer and Principal Financial Officer pursuant Section
	302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant Section 906 of
	the Sarbanes-Oxley Act of 2002.

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