Central Minera 6K Current report | SEC 21 Dec 07

CENTRAL MINERA CORP.

(A PRE-EXPLORATORY STAGE COMPANY)

FINANCIAL STATEMENTS

MARCH 31, 2007

(EXPRESSED IN U.S. DOLLARS)

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

CENTRAL MINERA CORP.
(A PRE-EXPLORATORY STAGE COMPANY)

BALANCE SHEETS

(EXPRESSED IN U.S. DOLLARS)

		MARCH 31,			JUNE 30,
		2007			2006
ASSETS

CURRENT
CASH (NOTE 4)	$	286		$	27,654
ACCOUNTS RECEIVABLE		5,235			7,840
PREPAID EXPENSES		-			1,345
		5,521			36,839
EQUIPMENT (NOTE 5)		289			498
MINERAL PROPERTIES AND INTERESTS		-			2

	$	5,810		$	37,339
LIABILITIES

CURRENT
ACCOUNTS PAYABLE AND ACCRUED LIABILITIES	$	20,378		$	10,762
ACCOUNTS PAYABLE - RELATED PARTY (NOTE 7)		79,495			21,592
		99,873			32,354
SHARE CAPITAL AND DEFICIT

SHARE CAPITAL (NOTE 6)
VARIABLE MULTIPLE VOTING SHARES		300,000			300,000
SUBORDINATE VOTING SHARES		41,873,339			41,873,339

CONTRIBUTED SURPLUS ARISING FROM STOCK
BASED COMPENSATION (NOTE 6)		9,073			9,073

DEFICIT		(42,276,475	)		(42,177,427	)
		(94,063	)		4,985

	$	5,810		$	37,339

GOING CONCERN CONSIDERATIONS (NOTE 1)
RELATED PARTY TRANSACTIONS (NOTE 7)
COMMITMENTS (NOTE 8)

APPROVED BY THE DIRECTORS

“Michael Cytrynbaum”

“Barbara West”

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

CENTRAL MINERA CORP.
(A PRE-EXPLORATORY STAGE COMPANY)

INTERIM STATEMENTS OF OPERATIONS AND DEFICIT

(EXPRESSED IN U.S. DOLLARS)

		CUMULATIVE TO			THREE MONTHS ENDED					NINE MONTHS ENDED
		MARCH 31,			MARCH 31,					MARCH 31,
		2007			2007		2006			2007			2006
ADMINISTRATION EXPENSES

ACCOUNTING AND AUDIT	$	743,023		$	5,875	$	1,978		$	10,851		$	2,404
AMORTIZATION		284,131			64		64			209			214
CONSULTING FEES		2,135,627			23,390		24,148			70,792			70,172
LEGAL		1,881,002			2,560		1,565			2,938			6,273
OFFICE		945,514			844		366			4,269			2,340
RENT		726,425			-		-			-			-
SALARIES AND BENEFITS		292,748			-		-			-			-
TRANSFER AGENT AND FILING FEES		205,811			4,383		3,578			10,115			9,203
TRAVEL AND PROMOTION		1,222,278			-		-			-			-
		8,436,559			37,116		31,699			99,174			90,606

INTEREST AND OTHER INCOME		(1,519,220	)		-		(157	)		(8	)		(271	)
(GAIN) LOSS ON FOREIGN EXCHANGE		49,828			852		(694	)		(120	)		1,708
WRITE-DOWN OF INVESTMENT IN		-
PRIVATE COMPANY		1,000,799			-		-			-			-
GAIN ON SALE AND WRITE-DOWN OF		-
MARKETABLE SECURITIES		(6,310	)		-		-			-			-
WRITE-DOWN OF MINERAL PROPERTIES		24,719,362			2		-			2			-
LOSS ON SALE OF PROPERTY AND		-
EQUIPMENT		11,307			-		-			-			-
SETTLEMENT OF LAWSUITS,		-
NET RECOVERIES		729,038			-		-			-			-
LOSS ON SALE OF SUBSIDIARY		8,855,112			-		-			-			-
		33,839,916			854		(851	)		(126	)		1,437

NET LOSS FOR THE PERIOD		42,276,475			37,970		30,848			99,048			92,043

DEFICIT BEGINNING OF PERIOD		-			42,238,505		42,116,971			42,177,427			42,055,776

DEFICIT END OF THE PERIOD	$	42,276,475		$	42,276,475	$	42,147,819		$	42,276,475		$	42,147,819

NET LOSS PER SHARE				$	.01	$	.01		$	.01		$	.01

WEIGHTED AVERAGE NUMBER OF
SHARES OUTSTANDING					30,824,972		28,445,426			30,824,972			28,445,426

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

CENTRAL MINERA CORP.
(A PRE-EXPLORATORY STAGE COMPANY)

INTERIM STATEMENTS OF CASH FLOW

(EXPRESSED IN U.S. DOLLARS)

		CUMULATIVE TO			THREE MONTHS ENDED						NINE MONTHS ENDED
		MARCH 31,			MARCH 31,						MARCH 31,
		2007			2007			2006			2007			2006
CASH PROVIDED (USED) BY
OPERATING ACTIVITIES
NET LOSS FOR THE PERIOD	$	(42,276,475	)	$	(37,970	)	$	(30,848	)	$	(99,048	)	$	(92,043	)
ITEMS NOT INVOLVING CASH
AMORTIZATION		284,131			64			64			209			214
LOSS ON SALE OF SUBSIDIARY		8,855,112			-			-			-			-
LOSS ON SALE OF PROPERTY
AND EQUIPMENT		11,307			-			-			-			-
WRITE-DOWN OF INVESTMENT
IN PRIVATE COMPANY		1,000,799			-			-			-			-
WRITE-DOWN OF MINERAL
PROPERTIES		24,719,362			2			-			2			-
STOCK COMPENSATION
EXPENSE		9,073			-			-			-			-
SHARE CONSIDERATION
PAYABLE INCLUDED IN
SETTLEMENT OF LAWSUITS		375,000			-			-			-			-
		(7,021,691	)		(37,904	)		(30,784	)		(98,837	)		(91,829	)
NET CHANGE IN NON-CASH
WORKING CAPITAL ITEMS
ACCOUNTS RECEIVABLE		(5,821	)		(2,400	)		(1,520	)		2,605			3,851
PREPAID EXPENSES		-			-			-			1,345			-
ACCOUNTS PAYABLE AND
ACCRUED LIABILITIES		100,459			31,592			10,373			67,519			(37,542	)
		(6,927,053	)		(8,712	)		(21,931	)		(27,368	)		(125,520	)
FINANCING ACTIVITIES
SHARES ISSUED FOR CASH, LOAN,
AND CONVERTIBLE DEBENTURES		26,048,338			-			-			-			114,287
INVESTING ACTIVITIES
MINERAL PROPERTIES AND
INTERESTS		(17,305,960	)		-			-			-			-
INVESTMENT IN PRIVATE COMPANY		(1,000,799	)		-			-			-			-
PURCHASE OF PROPERTY AND
EQUIPMENT		(814,240	)		-			-			-			-
		(19,120,999	)		-			-			-			-

CHANGE IN CASH FOR THE PERIOD		286			(8,712	)		(21,931	)		(27,368	)		(11,233	)

CASH BEGINNING OF PERIOD		-			8,998			41,162			27,654			30,464

CASH END OF THE PERIOD	$	286		$	286		$	19,231		$	286		$	19,231

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

CENTRAL MINERA CORP.
(A PRE-EXPLORATORY STAGE COMPANY)

NOTES TO THE INTERIM FINANCIAL STATEMENTS
MARCH 31, 2007

(EXPRESSED IN U.S. DOLLARS)

1.	GOING CONCERN CONSIDERATIONS

These financial statements have been prepared on the assumption that the Company will continue as a going concern, meaning it will continue in operation for the foreseeable future and will be able to realize assets and discharge liabilities in the normal course of operations. Different bases of measurement may be appropriate when a company is not expected to continue operations for the foreseeable future. As at May 14, 2007, the Company had not reached a level of operations which would finance day-to-day activities. The Company’s continuation as a going concern is dependent upon its ability to attain profitable operations and generate funds therefrom and/or raise equity capital or borrowings sufficient to meet current and future obligations.

2.	CONTINUING OPERATIONS

The Company is incorporated under the laws of Yukon Territory of Canada. The principal business activity is the acquisition, exploration and development of mineral properties. At the Company’s annual general meeting in December, 2002, the shareholders approved the consolidation of the Company’s shares to a maximum ratio of 1:20 and to change its domicile. The directors are authorized to implement these changes at their discretion. No changes have been implemented.

3.	ACCOUNTING POLICIES

These financial statements have been prepared under Canadian generally accepted accounting principles applicable to interim financial statements and therefore do not include all the disclosures required for annual financial statements. Accordingly, these interim financial statements should be read in conjunction with the audited annual financial statements for the year ended June 30, 2006 and included with the Company’s annual report. In the opinion of management, these interim financial statements contain all adjustments necessary to present fairly the financial position, results of operations and cash flow for the nine-month periods ended March 31, 2007 and 2006. Interim results of operations are not indicative of the results of operations for the full year.

CASH

The Company maintains its cash balances in various currencies. At the period end, the currencies held and the United States equivalents were as follows:

		March 31,
		2007		2006

Canadian dollars	$	236	$	4,008
US dollars		50		15,223

	$	286	$	19,231

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

CENTRAL MINERA CORP.
(A PRE-EXPLORATORY STAGE COMPANY)

NOTES TO THE INTERIM FINANCIAL STATEMENTS
MARCH 31, 2007

(EXPRESSED IN U.S. DOLLARS)

5.	EQUIPMENT

		March 31,
		2007			2006

Office furniture and equipment	$	2,481		$	2,481
Accumulated amortization		(2,192	)		(1,777	)

	$	289		$	704

6.	SHARE CAPITAL

Authorized

3,000,000 variable multiple voting shares without par value Unlimited number of subordinate voting shares without par value

The variable multiple voting shares are identical to the subordinate shares except they may only be transferred with the approval of the directors and entitle the holder to more than one vote, calculated on a predetermined ratio between the share classes. The variable multiple voting shares may be converted into subordinate shares at a ratio of 1:1 with a mandatory conversion if the then outstanding balance is less than 1,500,000 shares.

Issued

		Share
		Price	Shares		Consideration

Variable Multiple Voting Shares
Issued for conversion of debenture
Balance March 31, 2007 and June 30, 2006	$	.10	3,000,000	$	300,000

Subordinate Voting Shares
Balance June 30, 2005			24,969,517	$	41,759,052
Shares issued
For cash - Private placement	$	.04	2,855,455		114,287

Balance March 31, 2007 and June 30, 2006			27,824,972	$	41,873,339

No shares were issued during the nine-month period ended March 31, 2007 and 2,855,455 subordinate voting shares were issued at $.04 per share pursuant to the terms of a private placement during the twelve-month period ended June 30, 2006.

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

CENTRAL MINERA CORP.
(A PRE-EXPLORATORY STAGE COMPANY)

NOTES TO THE INTERIM FINANCIAL STATEMENTS
MARCH 31, 2007

(EXPRESSED IN U.S. DOLLARS)

6.	SHARE CAPITAL (CONTINUED)

Incentive Stock Option

The Company has a stock option plan for which options granted under the plan generally have a maximum term of ten years. The exercise price of each option equals the market price of the Company’s shares on the date of the grant.

	March 31, 2007				June 30, 2006
				Weighted			Weighted
				Average			Average
	Number of			Exercise	Number of		Exercise
	Options			Price	Options		Price
Balance beginning of period	300,000		$	.20	300,000	$	.20
Expired during the period	(300,000	)	$	.20	-	$	-

Balance end of period	-		$	-	300,000	$	.20

Balance		Balance
June 30,		March 31,		Exercise
2006	Change	2007		Price	Expiry Date

300,000	(300,000)	-	$	0.20	December 31, 2006

7.	RELATED PARTY TRANSACTIONS

Related party transactions not separately disclosed elsewhere in these financial statements were as follows:

		March 31,
		2007		2006

Consulting fees paid to directors and / or their Company	$	70,792	$	58,477

Accounts payable of $80,081 (2006 - $10,353) was owing to a company controlled by a director. These related party transactions are in the normal course of business and are measured at the exchange amount, which is the amount agreed by the transacting parties.

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

CENTRAL MINERA CORP.
(A PRE-EXPLORATORY STAGE COMPANY)

NOTES TO THE INTERIM FINANCIAL STATEMENTS
MARCH 31, 2007

(EXPRESSED IN U.S. DOLLARS)

8.	COMMITMENTS

The Company has entered into a management agreement, with a Company controlled by a director, which requires minimum annual payments of approximately $157,000 ($180,000 Cdn). The agreement contains a clause requiring a termination payment of approximately $79,000 ($90,000 Cdn). The corporate related party has voluntarily reduced the monthly fee to $6,600 (Cdn. $7,500) commencing March, 2003 (Note 7).

9.	RECONCILIATION TO ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES (“U.S. GAAP”)

These financial statements have been prepared in accordance with accounting principles generally accepted in Canada. A description of accounting principles that differ in certain respects from United States generally accepted accounting principles follows:

Stock-Based Compensation

The Company has elected, commencing with the year ended June 30, 2005, to account for stock-based compensation using SFAS 123 and 123 (R) as amended December, 2004. Accordingly, compensation cost for stock options is measured at the fair value of options granted. For the year ended June 30, 2003, the Company elected to apply the intrinsic value-based method of accounting prescribed by Accounting Principles Board Opinion No. 25 (“APB No. 25") “Accounting for Stock Issued to Employees” for measuring the value of stock-based compensation. The intrinsic value-based method requires that compensation expense be recorded at the time of granting an option for the excess of the quoted market price over the option exercise price. If a stock option is not exercised, the compensation expense recorded in the previous period is reversed by decreasing the compensation expense in the period of forfeiture. No compensation expense was required to be recognized for those years.

Other Accounting Standards

	i.	The Company has adopted the Statement of Financial Accounting Standards No. 130 (“SFAS 130") “Reporting Comprehensive Income” with no impact on U.S. GAAP differences.

	ii.	The Company does not have any derivative or hedging instruments and, therefore, Statement of Financial Accounting Standards No. 149 (“SFAS 149") “Accounting for Derivative Instruments and Hedging Activity” has no impact on U.S. GAAP differences.

The adoption of these new pronouncements is not expected to have an effect on the financial position or results of operations.

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

CENTRAL MINERA CORP.
(A PRE-EXPLORATORY STAGE COMPANY)

NOTES TO THE INTERIM FINANCIAL STATEMENTS
MARCH 31, 2007

(EXPRESSED IN U.S. DOLLARS)

9.	RECONCILIATION TO ACCOUNTING PRINCIPLES GENERALLY ACCEPTED IN THE UNITED STATES (“U.S. GAAP”) (CONTINUED)

The effect of the differences between Canadian GAAP and U.S. GAAP on the balance sheets and statements of operations and deficit is summarized below:

		March 31,
		2007			2006
Share capital under Canadian GAAP	$	42,173,339		$	42,173,339
Adjustment for APB No. 25		12,490			12,490
Share capital under US GAAP	$	42,185,829		$	42,185,829
Deficit under Canadian GAAP	$	(42,276,475	)	$	(42,147,819	)
Adjustment for APB No. 25		(12,490	)		(12,490	)
Deficit under US GAAP	$	(42,288,965	)	$	(42,160,309	)
Loss for the period under Canadian GAAP and
Comprehensive loss under US GAAP	$	(99,048	)	$	(92,043	)

There is no effect on the statements of operations and cash flow for the difference between Canadian GAAP and U.S. GAAP for the periods.

PREPARED BY MANAGEMENT WITHOUT AUDITOR’S REVIEW

Central Minera Inactive 6-KCurrent report (foreign)