As filed with the Securities and Exchange Commission on June 30, 2008
Registration No. 333-______
================================================================================
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM S-1
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

SIENNA RESOURCES, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

1000
(Primary Standard Industrial Classification Code Number)

26-1657084
(IRS Employer Identification No.)

70160 Sun Valley Drive
Rancho Mirage, CA 92270
Telephone 1-760-799-6688
(Address and telephone number of registrant's principal executive offices)

Robert C. Weaver, Attorney at Law
721 Devon Court
San Diego, CA 92109
Telephone 1-858-488-4433 Facsimile 1-858-488-2555
(Name, address and telephone number of agent for service)

Approximate date of commencement of proposed sale to the public: As soon as
practicable after this Registration Statement is declared effective.

If any of the securities being registered on this Form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, check the following box. [X]

If this Form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, check the following box and list the
Securities Act Registration Statement number of the earlier effective
Registration Statement for the same offering. [ ]

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act, check the following box and list the Securities Act
Registration Statement number of the earlier effective Registration Statement
for the same offering. [ ]

If this Form is a post-effective amendment filed pursuant to Rule 462(d) under
the Securities Act, check the following box and list the Securities Act
Registration Statement number of the earlier effective Registration Statement
for the same offering. [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company.

Large accelerated filer [ ] Accelerated Filer [ ]
Non-accelerated filer [ ] Smaller reporting company [X]
(Do not check if a Smaller reporting company)

CALCULATION OF REGISTRATION FEE
================================================================================
Title of Each Proposed Proposed
Class of Maximum Maximum
Securities Offering Aggregate Amount of
to be Amount to be Price Per Offering Registration
Registered Registered Share (1) Price Fee (2)
- --------------------------------------------------------------------------------
Common Stock,
Shares 1,000,000 $0.025 $25,000 $0.98
================================================================================
(1) This is an initial offering and no current trading market exists for our
common stock. The offering price was arbitrarily determined by Sienna
Resources, Inc.
(2) Estimated solely for purposes of calculating the registration fee pursuant
to Rule 457 under the Securities Act of 1933, as amended (the "Securities
Act").

THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES
AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THE REGISTRANT SHALL FILE
A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT
SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE
SECURITIES ACT OF 1933 OR UNTIL THE REGISTRATION STATEMENT SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE SECURITIES AND EXCHANGE COMMISSION, ACTING
PURSUANT TO SUCH SECTION 8(A), MAY DETERMINE.
================================================================================

SIENNA RESOURCES, INC.

PROSPECTUS

----------
1,000,000 SHARES
COMMON STOCK AT $.025 PER SHARE
----------

This is the initial offering of common stock of Sienna Resources, Inc. and no
public market currently exists for the securities being offered. We are offering
for sale a total of 1,000,000 shares of common stock at a price of $.025 per
share. The offering is being conducted on a self-underwritten, best effort,
all-or-none basis, which means our officer and/or director, Julie Carter will
attempt to sell the shares. This Prospectus will permit our officer and/or
director to sell the shares directly to the public, with no commission or other
remuneration payable to her for any shares she may sell. Ms. Carter will sell
the shares and intends to offer them to friends, family members and business
acquaintances. In offering the securities on our behalf, she will rely on the
safe harbor from broker-dealer registration set out in Rule 3a4-1 under the
Securities and Exchange Act of 1934. We intend to open a standard, non-interest
bearing, bank checking account to be used only for the deposit of funds received
from the sale of the shares in this offering. If all the shares are not sold and
the total offering amount is not deposited by the expiration date of the
offering, the funds will be promptly returned to the investors, without interest
or deduction, however there is no assurance we will be able to do so. The shares
will be offered at a price of $.025 per share for a period of one hundred and
eighty (180) days from the effective date of this prospectus, unless extended by
our board of director for an additional 90 days. The offering will end on
__________, 200__ (date to be inserted in a subsequent amendment).

Offering Price Proceeds to Company
Per Share Commissions Before Expenses
--------- ----------- ---------------
Common Stock $0.025 Not Applicable $25,000

Total $0.025 Not Applicable $25,000

Sienna Resources, Inc. is an exploration stage company and currently has no
operations. Any investment in the shares offered herein involves a high degree
of risk. You should only purchase shares if you can afford a loss of your
investment. Our independent auditor has issued an audit opinion for Sienna
Resources, Inc. which includes a statement expressing substantial doubt as to
our ability to continue as a going concern. As of the date of this prospectus,
our stock is presently not traded on any market or securities exchange and there
is no assurance that a trading market for our securities will ever develop.

THE PURCHASE OF THE SECURITIES OFFERED THROUGH THIS PROSPECTUS INVOLVES A HIGH
DEGREE OF RISK. YOU SHOULD CAREFULLY READ AND CONSIDER THE SECTION OF THIS
PROSPECTUS ENTITLED "RISK FACTORS" ON PAGES 4 THROUGH 8 BEFORE BUYING ANY
SHARES OF SIENNA RESOURCES, INC.'S COMMON STOCK.

NEITHER THE SEC NOR ANY STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED
OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OR ACCURACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

THE INFORMATION IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE WILL
NOT SELL THESE SECURITIES UNTIL THE REGISTRATION STATEMENT FILED WITH THE U.S.
SECURITIES COMMISSION HAS BEEN CLEARED OF COMMENTS AND IS DECLARED EFFECTIVE.
THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS NOT
SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OF SALE
IS NOT PERMITTED.

SUBJECT TO COMPLETION, DATED JUNE 30, 2008

TABLE OF CONTENTS

Page No.
--------
SUMMARY OF PROSPECTUS 3
General Information 3
The Offering 3
RISK FACTORS 4
Risks Associated with our Company 4
Risks Associated with this Offering 6
USE OF PROCEEDS 8
DETERMINATION OF OFFERING PRICE 9
DILUTION 9
PLAN OF DISTRIBUTION 10
Offering will be Sold by Our Officer and Director 10
Terms of the Offering 11
Deposit of Offering Proceeds 11
Procedures and Requirements for Subscribing 11
DESCRIPTION OF SECURITIES 11
INTEREST OF NAMED EXPERTS AND COUNSEL 12
DESCRIPTION OF OUR BUSINESS 12
General Information 12
Competition 25
Bankruptcy or Similar Proceedings 26
Reorganization, Purchase or Sale of Assets 26
Compliance with Government Regulation 26
Patents, Trademarks, Franchises, Concessions, Royalty
Agreements or Labor Contracts 26
Need for Government Approval for Its Products or Services 26
Research and Development Costs during the Last Two Years 26
Employees and Employment Agreements 26
DESCRIPTION OF PROPERTY 26
LEGAL PROCEEDINGS 27
MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS 27
MANAGEMENT'S DISCUSSION AND ANALYSIS OR OPERATION 29
DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS 33
EXECUTIVE COMPENSATION 34
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 36
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 37
DISCLOSURE OF COMMISSION POSITION OF INDEMNIFICATION FOR
SECURITIES ACT LIABILITIES 37
AVAILABLE INFORMATION 38
FINANCIAL STATEMENTS 38
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE 38

SIENNA RESOURCES, INC.
70160 SUN VALLEY DRIVE
RANCHO MIRAGE, CA 92270

SUMMARY OF PROSPECTUS

You should read the following summary together with the more detailed business
information, financial statements and related notes that appear elsewhere in
this prospectus. In this prospectus, unless the context otherwise denotes,
references to "we," "us," "our", "Sienna Resources" and "Sienna Resources
Mining" are to Sienna Resources, Inc.

GENERAL INFORMATION ABOUT OUR COMPANY

Sienna Resources, Inc. was incorporated in the State of Delaware on July 20,
2007 to engage in the acquisition, exploration and development of natural
resource properties. We intend to use the net proceeds from this offering to
develop our business operations. (See "Business of the Company" and "Use of
Proceeds".) We are an exploration stage company with no revenues or operating
history. The principal executive offices are located at 70160 Sun Valley Drive,
Rancho Mirage, CA 92270. The telephone number is (760) 799-6688.

We received our initial funding of $12,500 through the sale of common stock to
our officer and director who purchased 1,250,000 shares of our common stock at
$0.01 per share on July 20, 2007. From inception until the date of this filing
we have had limited operating activities. Our financial statements from
inception (July 20, 2007) through the year ended March 31, 2008 report no
revenues and a net loss of $7,160. Our independent auditor has issued an audit
opinion for Sienna Resources, Inc. which includes a statement expressing
substantial doubt as to our ability to continue as a going concern.

Our mineral claims have been staked and we hired a professional mining engineer
to prepare a geological report. We have not yet commenced any exploration
activities on the claims. Our property, the Pay 1-4 Mineral claims (known as the
"Pay Property") may not contain any reserves and funds that we spend on
exploration will be lost. Even if we complete our current exploration program
and are successful in identifying a mineral deposit we will be required to
expend substantial funds to bring our claims to production.

There is no current public market for our securities. As our stock is not
publicly traded, investors should be aware they probably will be unable to sell
their shares and their investment in our securities is not liquid.

THE OFFERING

Securities Being Offered 1,000,000 shares of common stock.

Price per Share $0.025

Offering Period The shares are offered for a period not to exceed
180 days, unless extended by our board of directors
for an additional 90 days.

Net Proceeds $25,000

Securities Issued
and Outstanding 1,250,000 shares of common stock were issued and
outstanding as of the date of this prospectus.

Registration Costs We estimate our total offering registration costs
to be $4,500.

Risk Factors See "Risk Factors" and the other information in
this prospectus for a discussion of the factors you
should consider before deciding to invest in shares
of our common stock.

RISK FACTORS

An investment in these securities involves an exceptionally high degree of risk
and is extremely speculative in nature. Following are what we believe to be all
the material risks involved if you decide to purchase shares in this offering.

RISKS ASSOCIATED WITH OUR COMPANY:

WE ARE AN EXPLORATION STAGE COMPANY BUT HAVE NOT YET COMMENCED EXPLORATION
ACTIVITIES ON OUR CLAIMS. WE EXPECT TO INCUR OPERATING LOSSES FOR THE
FORESEEABLE FUTURE.

We have not yet commenced exploration on the Pay 1-4 Mineral claims (known
as the "Pay Property"). Accordingly, we have no way to evaluate the
likelihood that our business will be successful. We were incorporated on
July 20, 2007and to date have been involved primarily in organizational
activities and the acquisition of the mineral claims. We have not earned
any revenues as of the date of this prospectus. Potential investors should
be aware of the difficulties normally encountered by new mineral
exploration companies and the high rate of failure of such enterprises. The
likelihood of success must be considered in light of the problems,
expenses, difficulties, complications and delays encountered in connection
with the exploration of the mineral properties that we plan to undertake.
These potential problems include, but are not limited to, unanticipated
problems relating to exploration, and additional costs and expenses that
may exceed current estimates. Prior to completion of our exploration stage,
we anticipate that we will incur increased operating expenses without
realizing any revenues. We expect to incur significant losses into the
foreseeable future. We recognize that if we are unable to generate
significant revenues from development and production of minerals from the
claims, we will not be able to earn profits or continue operations. There
is no history upon which to base any assumption as to the likelihood that
we will prove successful, and it is doubtful that we will generate any
operating revenues or ever achieve profitable operations. If we are
unsuccessful in addressing these risks, our business will most likely fail.

WITHOUT THE FUNDING FROM THIS OFFERING WE WILL BE UNABLE TO IMPLEMENT OUR
BUSINESS PLAN.

Our current operating funds are less than necessary to complete the
intended exploration program on our mineral claims. We will need the funds
from this offering to complete our business plan. As of March 31, 2008, we
had cash in the amount of $5,340. We currently do not have any operations
and we have no income.

OUR INDEPENDENT AUDITOR HAS ISSUED AN AUDIT OPINION FOR SIENNA RESOURCES, INC.
WHICH INCLUDES A STATEMENT DESCRIBING OUR GOING CONCERN STATUS. OUR FINANCIAL
STATUS CREATES A DOUBT WHETHER WE WILL CONTINUE AS A GOING CONCERN.

As described in Note 6 of our accompanying financial statements, our lack
of operations and any guaranteed sources of future capital create
substantial doubt as to our ability to continue as a going concern. If our
business plan does not work, we could remain as a start-up company with
limited operations and revenues.

BECAUSE MANAGEMENT HAS NO TECHNICAL EXPERIENCE IN MINERAL EXPLORATION, OUR
BUSINESS HAS A HIGHER RISK OF FAILURE.

Our officer and director is Julie Carter. Ms. Carter has no formal training
as a geologist or in the technical aspects of management of a mineral
exploration company. Her prior business experiences have been in management
and education and not in the mineral exploration business. With no direct
training or experience in these areas, our management may not be fully
aware of the specific requirements related to working within this industry.
Our management's decisions and choices may not take into account standard
engineering or managerial approaches mineral exploration companies commonly
use. Consequently, our operations, earnings, and ultimate financial success
could suffer irreparable harm due to management's lack of experience in
this industry.

THERE IS THE RISK THAT OUR PROPERTY DOES NOT CONTAIN ANY KNOWN BODIES OF ORE
RESULTING IN ANY FUNDS SPENT ON EXPLORATION BEING LOST.

There is the likelihood of our mineral claims containing little or no
economic mineralization or reserves of silver or other minerals. We have a
geological report detailing previous exploration in the area, and the
claims has been staked per Nevada regulations. However; there is the
possibility that the previous work was not carried out properly and our
claims does not contain any reserves, resulting in any funds spent on
exploration being lost.

BECAUSE WE HAVE NOT SURVEYED THE PAY 1-4 MINERAL CLAIMS, WE MAY DISCOVER
MINERALIZATION ON THE CLAIMS THAT IS NOT WITHIN OUR CLAIMS BOUNDARIES.

While we have conducted a mineral claims title search, this should not be
construed as a guarantee of claims boundaries. Until the claims is
surveyed, the precise location of the boundaries of the claims may be in
doubt. If we discover mineralization that is close to the claims
boundaries, it is possible that some or all of the mineralization may occur
outside the boundaries. In such a case we would not have the right to
extract those minerals.

IF WE DISCOVER COMMERCIAL RESERVES OF PRECIOUS METALS ON OUR MINERAL PROPERTY,
WE CAN PROVIDE NO ASSURANCE THAT WE WILL BE ABLE TO SUCCESSFULLY ADVANCE THE
MINERAL CLAIMS INTO COMMERCIAL PRODUCTION.

If our exploration program is successful in establishing ore of commercial
tonnage and grade, we will require additional funds in order to advance the
claims into commercial production. Obtaining additional financing would be
subject to a number of factors, including the market price for the
minerals, investor acceptance of our claims and general market conditions.
These factors may make the timing, amount, terms or conditions of
additional financing unavailable to us. The most likely source of future
funds is through the sale of equity capital. Any sale of share capital will
result in dilution to existing shareholders. We may be unable to obtain any
such funds, or to obtain such funds on terms that we consider economically
feasible and you may lose any investment you make in this offering.

GOVERNMENT REGULATION OR OTHER LEGAL UNCERTAINTIES MAY INCREASE COSTS AND OUR
BUSINESS WILL BE NEGATIVELY AFFECTED.

Laws and regulations govern the exploration, development, mining,
production, importing and exporting of minerals; taxes; labor standards;
occupational health; waste disposal; protection of the environment; mine
safety; toxic substances; and other matters. In many cases, licenses and
permits are required to conduct mining operations. Amendments to current
laws and regulations governing operations and activities of mining
companies or more stringent implementation thereof could have a substantial
adverse impact on us. Applicable laws and regulations will require us to
make certain capital and operating expenditures to initiate new operations.
Under certain circumstances, we may be required to stop exploration
activities, once started, until a particular problem is remedied or to
undertake other remedial actions.

BASED ON CONSUMER DEMAND, THE GROWTH AND DEMAND FOR ANY ORE WE MAY RECOVER FROM
OUR CLAIMS MAY BE SLOWED, RESULTING IN REDUCED REVENUES TO THE COMPANY.

Our continued success will be dependent on the growth of demand for ore. If
consumer demand slows our revenues may be significantly affected. This
could limit our ability to generate revenues and our financial condition
and operating results may be harmed.

BECAUSE OUR CURRENT OFFICER AND DIRECTOR HAS OTHER BUSINESS INTERESTS, SHE MAY
NOT BE ABLE OR WILLING TO DEVOTE A SUFFICIENT AMOUNT OF TIME TO OUR BUSINESS
OPERATIONS, CAUSING OUR BUSINESS TO FAIL.

Julie Carter, our officer and director, currently devotes approximately 5-6
hours per week providing management services to us. While she presently
possesses adequate time to attend to our interests, it is possible that the
demands on her from other obligations could increase, with the result that
she would no longer be able to devote sufficient time to the management of
our business. This could negatively impact our business development.

RISKS ASSOCIATED WITH THIS OFFERING:

THE TRADING IN OUR SHARES WILL BE REGULATED BY SECURITIES AND EXCHANGE
COMMISSION RULE 15G-9 WHICH ESTABLISHED THE DEFINITION OF A "PENNY STOCK."

The shares being offered are defined as a penny stock under the Securities
and Exchange Act of 1934, and rules of the Commission. The Exchange Act and
such penny stock rules generally impose additional sales practice and
disclosure requirements on broker-dealers who sell our securities to
persons other than certain accredited investors who are, generally,
institutions with assets in excess of $5,000,000 or individuals with net
worth in excess of $1,000,000 or annual income exceeding $200,000 ($300,000
jointly with spouse), or in transactions not recommended by the
broker-dealer. For transactions covered by the penny stock rules, a
broker-dealer must make a suitability determination for each purchaser and
receive the purchaser's written agreement prior to the sale. In addition,
the broker-dealer must make certain mandated disclosures in penny stock
transactions, including the actual sale or purchase price and actual bid
and offer quotations, the compensation to be received by the broker-dealer
and certain associated persons, and deliver certain disclosures required by
the Commission. Consequently, the penny stock rules may make it difficult
for you to resell any shares you may purchase, if at all.

WE ARE SELLING THIS OFFERING WITHOUT AN UNDERWRITER AND MAY BE UNABLE TO SELL
ANY SHARES.

This offering is self-underwritten, that is, we are not going to engage the
services of an underwriter to sell the shares; we intend to sell them
through our officer and director, who will receive no commissions. She will
offer the shares to friends, relatives, acquaintances and business
associates, however; there is no guarantee that she will be able to sell
any of the shares. Unless she is successful in selling all of the shares
and we receive the proceeds from this offering, we may have to seek
alternative financing to implement our business plans.

DUE TO THE LACK OF A TRADING MARKET FOR OUR SECURITIES, YOU MAY HAVE DIFFICULTY
SELLING ANY SHARES YOU PURCHASE IN THIS OFFERING.

We are not registered on any public stock exchange. There is presently no
demand for our common stock and no public market exists for the shares
being offered in this prospectus. We plan to contact a market maker
immediately following the completion of the offering and apply to have the
shares quoted on the OTC Electronic Bulletin Board (OTCBB). The OTCBB is a
regulated quotation service that displays real-time quotes, last sale
prices and volume information in over-the-counter (OTC) securities. The
OTCBB is not an issuer listing service, market or exchange. Although the
OTCBB does not have any listing requirements per se, to be eligible for
quotation on the OTCBB, issuers must remain current in their filings with
the SEC or applicable regulatory authority. Market makers are not permitted
to begin quotation of a security whose issuer does not meet this filing
requirement. Securities already quoted on the OTCBB that become delinquent
in their required filings will be removed following a 30 or 60 day grace
period if they do not make their required filing during that time. We
cannot guarantee that our application will be accepted or approved and our
stock listed and quoted for sale. As of the date of this filing, there have
been no discussions or understandings between Sienna Resources, Inc., or
anyone acting on our behalf, with any market maker regarding participation
in a future trading market for our securities. If no market is ever
developed for our common stock, it will be difficult for you to sell any
shares you purchase in this offering. In such a case, you may find that you
are unable to achieve any benefit from your investment or liquidate your
shares without considerable delay, if at all. In addition, if we fail to
have our common stock quoted on a public trading market, your common stock
will not have a quantifiable value and it may be difficult, if not
impossible, to ever resell your shares, resulting in an inability to
realize any value from your investment.

YOU WILL INCUR IMMEDIATE AND SUBSTANTIAL DILUTION OF THE PRICE YOU PAY FOR YOUR
SHARES.

Our existing stockholder acquired her shares at a cost of $.01 per share, a
cost per share substantially less than that which you will pay for the
shares you purchase in this offering. Upon completion of this offering the
net tangible book value of the shares held by our existing stockholder
(1,250,000 shares) will be increased by $.006 per share without any
additional investment on her part. The purchasers of shares in this
offering will incur immediate dilution (a reduction in the net tangible
book value per share from the offering price of $.025 per share) of $.017
per share. As a result, after completion of the offering, the net tangible
book value of the shares held by purchasers in this offering would be $.008
per share, reflecting an immediate reduction in the $.025 price per share
they paid for their shares.

WE WILL BE HOLDING ALL THE PROCEEDS FROM THE OFFERING IN A STANDARD BANK
CHECKING ACCOUNT UNTIL ALL SHARES ARE SOLD. BECAUSE THE SHARES ARE NOT HELD IN
AN ESCROW OR TRUST ACCOUNT THERE IS A RISK YOUR MONEY WILL NOT BE RETURNED IF
ALL THE SHARES ARE NOT SOLD.

All funds received from the sale of shares in this offering will be
deposited into a standard bank checking account until all shares are sold
and the offering is closed, at which time, the proceeds will be transferred
to our business operating account. In the event all shares are not sold we
have committed to promptly return all funds to the original purchasers.
However since the funds will not be placed into an escrow, trust or other
similar account, there can be no guarantee that any third party creditor
who may obtain a judgment or lien against us would not satisfy the judgment
or lien by executing on the bank account where the offering proceeds are
being held, resulting in a loss of any investment you make in our
securities.

WE WILL INCUR ONGOING COSTS AND EXPENSES FOR SEC REPORTING AND COMPLIANCE.
WITHOUT REVENUE WE MAY NOT BE ABLE TO REMAIN IN COMPLIANCE, MAKING IT DIFFICULT
FOR INVESTORS TO SELL THEIR SHARES, IF AT ALL.

Our business plan allows for the payment of the estimated $4,500 cost of
this registration statement to be paid from existing cash on hand and if
necessary funds advanced to the company by our director. We plan to contact
a market maker immediately following the close of the offering and apply to
have the shares quoted on the OTC Electronic Bulletin Board. To be eligible
for quotation, issuers must remain current in their filings with the SEC.
In order for us to remain in compliance we will require future revenues to
cover the cost of these filings, which could comprise a substantial portion
of our available cash resources. If we are unable to generate sufficient
revenues to remain in compliance it may be difficult for you to resell any
shares you may purchase, if at all.

JULIE CARTER, THE SOLE OFFICER AND DIRECTOR OF THE COMPANY, BENEFICIALLY OWNS
100% OF THE OUTSTANDING SHARES OF OUR COMMON STOCK. AFTER THE COMPLETION OF THIS
OFFERING SHE WILL OWN 56% OF THE OUTSTANDING SHARES. IF SHE CHOOSES TO SELL HER
SHARES IN THE FUTURE, IT MIGHT HAVE AN ADVERSE EFFECT ON THE PRICE OF OUR STOCK.

Due to the amount of Julie Carter's share ownership in our company, if she
chooses to sell her shares in the public market, the market price of our
stock could decrease and all shareholders suffer a dilution of the value of
their stock. If she does sell any of her common stock, she will be subject
to Rule 144 under the 1933 Securities Act which restricts the ability of
our director or officer to sell her shares.

USE OF PROCEEDS

Assuming sale of all of the shares offered herein, of which there is no
assurance, the net proceeds from this Offering will be $25,000. The proceeds are
expected to be disbursed, in the priority set forth below, during the first
twelve (12) months after the successful completion of the Offering:

Total Proceeds to the Company $25,000

Phase One Exploration Program 8,000
Phase Two Exploration Program 12,000
Legal and Accounting 4,500
Administration and Office Expense 500
-------

Total Use of Net Proceeds $25,000
=======

We will establish a separate bank account and all proceeds will be deposited
into that account until the total amount of the offering is received and all
shares are sold, at which time the funds will be released to us for use in our

operations. In the event we do not sell all of the shares before the expiration
date of the offering, all funds will be returned promptly to the subscribers,
without interest or deduction, however there is no assurance we will be able to
do so. If necessary, Ms. Carter, our director, has verbally agreed to loan the
company funds to complete the registration process but we will require full
funding to implement our complete business plan.

DETERMINATION OF OFFERING PRICE

The offering price of the shares has been determined arbitrarily by us. The
price does not bear any relationship to our assets, book value, earnings, or
other established criteria for valuing a privately held company. In determining
the number of shares to be offered and the offering price we took into
consideration our capital structure and the amount of money we would need to
implement our business plans. Accordingly, the offering price should not be
considered an indication of the actual value of our securities.

DILUTION OF THE PRICE YOU PAY FOR YOUR SHARES

Dilution represents the difference between the offering price and the net
tangible book value per share immediately after completion of this offering.

Net tangible book value is the amount that results from subtracting total
liabilities and intangible assets from total assets. Dilution arises mainly as a
result of our arbitrary determination of the offering price of the shares being
offered. Dilution of the value of the shares you purchase is also a result of
the lower book value of the shares held by our existing stockholder.

As of March 31, 2008, the net tangible book value of our shares was $5,340 or
approximately $.004 per share, based upon 1,250,000 shares outstanding.

Upon completion of this Offering, but without taking into account any change in
the net tangible book value after completion of this Offering other than that
resulting from the sale of the shares and receipt of the total proceeds of
$25,000, the net tangible book value of the 2,250,000 shares to be outstanding
will be $30,340, or approximately $.008 per Share. Accordingly, the net tangible
book value of the shares held by our existing stockholder (1,250,000 shares)
will be increased by $.017 per share without any additional investment on her
part. The purchasers of shares in this offering will incur immediate dilution (a
reduction in the net tangible book value per share from the offering price of
$.025 per Share) of $.008 per share. As a result, after completion of the
offering, the net tangible book value of the shares held by purchasers in this
offering would be $.017 per share, reflecting an immediate reduction in the
$.025 price per share they paid for their shares.

After completion of the offering, the existing shareholder will own 56% of the
total number of shares then outstanding, for which she will have made a cash
investment of $12,500, or $.01 per share. Upon completion of the offering, the
purchasers of the shares offered hereby will own 44% of the total number of
shares then outstanding, for which they will have made a cash investment of
$25,000, or $.025 per Share.

The following table illustrates the per share dilution to the new investors and
does not give any effect to the results of any operations subsequent to March
31, 2008:

Public Offering Price Per Share $.025
Net Tangible Book Value Prior to this Offering $.004
Net Tangible Book Value After Offering $.017
Immediate Dilution per Share to New Investors $.008

The following table summarizes the number and percentage of shares purchased,
the amount and percentage of consideration paid and the average price per Share
paid by our existing stockholder and by new investors in this offering:

Price Per Total Number of Percent of Consideration
Share Shares Held Ownership Paid
----- ----------- --------- ----
Existing Shareholder $ .01 1,250,000 55.5 $12,500
Investors in this
Offering $.025 1,000,000 44.5 $25,000

PLAN OF DISTRIBUTION

OFFERING WILL BE SOLD BY OUR OFFICERS AND DIRECTOR

This is a self-underwritten offering. This Prospectus is part of a Prospectus
that permits our officer and director to sell the Shares directly to the public,
with no commission or other remuneration payable to her for any Shares she
sells. There are no plans or arrangements to enter into any contracts or
agreements to sell the Shares with a broker or dealer. Julie Carter, our officer
and director, will sell the shares and intends to offer them to friends,
relatives, acquaintances and business associates. In offering the securities on
our behalf, she will rely on the safe harbor from broker dealer registration set
out in Rule 3a4-1 under the Securities Exchange Act of 1934.

She will not register as a broker-dealer pursuant to Section 15 of the
Securities Exchange Act of 1934, in reliance upon Rule 3a4-1, which sets forth
those conditions under which a person associated with an Issuer may participate
in the offering of the Issuer's securities and not be deemed to be a
broker-dealer.

a. Our officer/director is not subject to a statutory disqualification,
as that term is defined in Section 3(a)(39)of the Act, at the time of
her participation; and

b. Our officer/director will not be compensated in connection with her
participation by the payment of commissions or other remuneration
based either directly or indirectly on transactions in securities; and

c. Our officer/director is not, nor will she be at the time of her
participation in the offering, an associated person of a
broker-dealer; and

d. Our officer/director meets the conditions of paragraph (a)(4)(ii) of
Rule 3a4-1 of the Exchange Act, in that she (A) primarily performs, or
is intended primarily to perform at the end of the offering,
substantial duties for or on behalf of our company, other than in
connection with transactions in securities; and (B) is not a broker or
dealer, or been associated person of a broker or dealer, within the
preceding twelve months; and (C) has not participated in selling and

offering securities for any Issuer more than once every twelve months
other than in reliance on Paragraphs (a)(4)(i) (a)(4)(iii).

Our officer, director, control person and affiliates of same do not intend to
purchase any shares in this offering.

TERMS OF THE OFFERING

The shares will be sold at the fixed price of $.025 per share until the
completion of this offering. There is no minimum amount of subscription required
per investor, and subscriptions, once received, are irrevocable.

This offering will commence on the date of this prospectus and continue for a
period not to exceed 180 days (the "Expiration Date").

DEPOSIT OF OFFERING PROCEEDS

This is an "all or none" offering and, as such, we will not be able to spend any
of the proceeds unless and until all shares are sold and all proceeds are
received. We intend to hold all monies collected for subscriptions in a separate
bank account until the total amount of $25,000 has been received. At that time,
the funds will be transferred to our business account for use in the
implementation of our business plans. In the event the offering is not sold out
prior to the Expiration Date, all monies will be returned to investors, without
interest or deduction.

PROCEDURES AND REQUIREMENTS FOR SUBSCRIPTION

If you decide to subscribe for any shares in this offering, you will be required
to execute a Subscription Agreement and tender it, together with a check or
certified funds to us. Subscriptions, once received by the company, are
irrevocable. All checks for subscriptions should be made payable to Sienna
Resources, Inc.

DESCRIPTION OF SECURITIES

COMMON STOCK

Our authorized capital stock consists of 80,000,000 shares of common stock, par
value $.0001 per share. The holders of our common stock (i) have equal ratable
rights to dividends from funds legally available therefore, when, as and if
declared by our Board of Directors; (ii) are entitled to share in all of our
assets available for distribution to holders of common stock upon liquidation,
dissolution or winding up of our affairs; (iii) do not have preemptive,
subscription or conversion rights and there are no redemption or sinking fund
provisions or rights; and (iv) are entitled to one non-cumulative vote per share
on all matters on which stockholders may vote.

NON-CUMULATIVE VOTING

Holders of shares of our common stock do not have cumulative voting rights,
which means that the holders of more than 50% of the outstanding shares, voting
for the election of directors, can elect all of the directors to be elected, if
they so choose, and, in such event, the holders of the remaining shares will not
be able to elect any of our directors. After this offering is completed, the
present stockholder will own 56% of our outstanding shares and the purchasers in
this offering will own 44%.

PREFERRED STOCK

Our Certificate of Incorporation authorizes the issuance of 80,000,000 shares of
preferred stock, $.0001 par value per share. No preferred shares have been
issued nor are contemplated to be issued in the near future.

CASH DIVIDENDS

As of the date of this prospectus, we have not paid any cash dividends to
stockholders. The declaration of any future cash dividend will be at the
discretion of our Board of Directors and will depend upon our earnings, if any,
our capital requirements and financial position, our general economic
conditions, and other pertinent conditions. It is our present intention not to
pay any cash dividends in the foreseeable future, but rather to reinvest
earnings, if any, in our business operations.

INTEREST OF NAMED EXPERTS AND COUNSEL

None of the below described experts or counsel have been hired on a contingent
basis and none of them will receive a direct or indirect interest in the
Company.

Our audited financial statement for the period from inception to March 31, 2008,
included in this prospectus has been audited by Lawrence Scharfman & Co., CPA.
We include the financial statements in reliance on their report, given upon
their authority as experts in accounting and auditing.

Robert C. Weaver, Attorney at Law, has passed upon the validity of the shares
being offered and certain other legal matters and is representing us in
connection with this offering.

James W. McLeod, P. Geo., has provided us with the geology report which was used
in connection with this offering.

DESCRIPTION OF OUR BUSINESS

GENERAL INFORMATION

Sienna Resources, Inc. was incorporated in Delaware on July 20, 2007 to engage
in the business of acquisition, exploration and development of natural resource
properties. Paul Pursehouse, was appointed interim director and resigned on July
20, 2007. At that time Julie Carter was named sole officer and director of the
company and the Board voted to seek capital and begin development of our
business plan. We received our initial funding of $12,500 through the sale of
common stock to Julie Carter who purchased 1,250,000 shares of our Common Stock
at $0.01 per share on July 20, 2007.

We are an exploration stage company with no revenues and a limited operating
history. We currently own a 100% undivided interest in the Pay 1-4 Mineral
Claims located in Esmeralda County, Nevada that we call the "Pay Property." Our
independent auditor has issued an audit opinion which includes a statement
expressing substantial doubt as to our ability to continue as a going concern.
The source of information contained in this discussion is our geology report
prepared by James W. McLeod, P. Geo. dated February 5, 2008.

There is the likelihood of our mineral claims containing little or no economic
mineralization or reserves of silver and other minerals. The Pay Property
consists of four contiguous, located, lode mineral claims, Pay 1-4 comprising a

total of 82.64 acres and lies in the west central part of Nevada in the
Paymaster Canyon area, Esmeralda County, NV. The region is known for its
historic production of lode gold and silver. If our claims do not contain any
reserves, all funds that we spend on exploration will be lost. Even if we
complete our current exploration program and are successful in identifying a
mineral deposit we will be required to expend substantial funds on further
drilling and engineering studies before we will know if we have a commercially
viable mineral deposit or reserve.

We are an exploration stage company engaged in the acquisition and exploration
of mineral properties. We currently own a 100% undivided interest in a mineral
property located in Esmeralda County, State of Nevada that we call the "Pay
Property." We intend to conduct mineral exploration activities on the Pay
Property in order to assess whether it contains any commercially exploitable
mineral reserves. Currently there are no known mineral reserves on the Pay
Property.

We have not earned any revenues to date. Our independent auditor has issued an
audit opinion which includes a statement expressing substantial doubt as to our
ability to continue as a going concern.

There is the likelihood of our mineral claims containing little or no economic
mineralization or reserves of silver, gold or other minerals. We are presently
in the exploration stage of our business and we can provide no assurance that
any commercially viable mineral deposit exist on our mineral claims, that we
will discover commercially exploitable levels of mineral resources on our
property, or, if such deposits are discovered, that we will enter into further
substantial exploration programs. Further exploration is required before a final
determination can be made as to whether our mineral claims possess commercially
exploitable mineral deposits. If our claim does not contain any reserves all
funds that we spend on exploration will be lost.

ACQUISITION OF THE PAY 1-4 MINERAL CLAIMS

In February, 2008, we purchased a 100% undivided interest in the Pay 1-4 Mineral
Claims for a price of $7,000. The claims are staked and recorded in the name of
Sienna Resources, Inc. and are in good standing until September 1, 2008.

We engaged James W. McLeod, P. Geo. to prepare a geological evaluation report on
the Pay Property. Mr. McLeod is a consulting professional engineer in the
Geological Section of the Association of Professional Engineers and
Geoscientists of British Columbia and a Fellow of the Geological Association of
Canada. Mr. McLeod attended the University of British Columbia and holds a
Bachelor of Science degree in geology.

The work completed by Mr. McLeod in preparing the geological report consisted of
a review of geological data from previous exploration within the region. The
acquisition of this data involved the research and investigation of historical
files to locate and retrieve data information acquired by previous exploration
companies in the area of the mineral claims.

We received the geological evaluation report on the Dap Property entitled
"Review and Recommendations, Pay 1-4 Mineral Claims, Paymaster Canyon Area,
Esmeralda County, Nevada, USA" prepared by Mr. McLeod on February 5, 2008. The
geological report summarizes the results of the history of the exploration of
the mineral claims, the regional and local geology of the mineral claims and the
mineralization and the geological formations identified as a result of the prior
exploration. The geological report also gives conclusions regarding potential
mineralization of the mineral claims and recommends a further geological
exploration program on the mineral claims. The description of the Pay Property
provided below is based on Mr. McLeod's report.

[MAP SHOWING THE CLAIM LOCATION]

REQUIREMENTS OR CONDITIONS FOR RETENTION OF TITLE

In addition to the state regulations, federal regulations require a yearly
maintenance fee to keep the claims in good standing. In accordance with Federal
regulations, the Pay Property is in good standing to September 1, 2008. A yearly
maintenance fee of $125 is required to be paid to the Bureau of Land Management
prior to the expiry date to keep the claims in good standing for an additional
year.

GLOSSARY

(Specific to the Report on the Pay 1-4 Mineral Claims, by James W. McLeod, P.
Geo., Consulting Geologist dated February 5, 2008)

Aeromagnetic survey - a magnetic survey conducted from the air normally
using a helicopter or fixed-wing aircraft to carry the detection instrument
and the recorder.

Alluvial - unconsolidated sediments that are carried and hence deposited by
a streat or river. In the southwest USA, most in filled valleys often
between mountain rnages were deposited with alluvium.

Andesitic to basaltic composition - a range of rock descriptions using the
chemical make-up or mineral norms of the same.

Aphanitic - fine grained drystalline texture

Blind-basin - a basin practically closed off by enveloping rock exposures
making the central portion of unconsolidated alluvial basin isolated.

Colluvium - loose, unconsolidated material usually derived by gravitational
means, such as falling from a cliff or scarp-face and often due to a sort
of benighn erosion such as heating and cooling in a desert environment.

Desert wash - a longer than wide depression that could be favorable to
in-filling by material from adjacent eroding mountains.

Formation - the fundamental unit of similar rock assemblages used in
stratigraphy.

Intermontane belt - between mountains (ranges), a usually longer than wide
depression occurring between enclosing mountain ranges that supply the
erosional material to infill the basin.

Lode mineral claim (Nevada) - with a maximum area contained within 1500'
long by 600' wide = 20.66 acres.

Overburden or Drift Cover - any loose material which overlies bedrock.

Plagioclase feldspar - a specific range of chemical composition of common
or abundant rock forming silicate minerals.

Playa - the lowest part of an intermontane basin which is frequently
flooded by run-off from the adjacent highlands or by local rainfall.

Plutonic, igneous or intrusive rock - usually a medium to coarser grain
sized crystalline rock that generally is derived from a sub-surface magma
and then consolidated, such as in dykes, pluygs, stocks or batholiths, from
smallest to largest.

Porphyritic in augite pyroxene - large porphyroblasts or crystals of a
specific rock-forming mineral, i.e. augite occurring within a matrix of
finer grained rock-forming minerals.

Quarternary - the youngest period of the Cenozoic era.

Snow equivalent - Approximately 1" of precipitation (rain) = 1' snow.

Syenite - Coarse grained, alkalic, low in quartz intrusive rock.

Trachyte - fine grained or glassy equivalent of a syenite.

Volcaniclastic - Angular to rounded particles of a wide range of size
within (a welded) finer grain-sized matrix of volcanic origin.

DESCRIPTION OF PROPERTY

The property owned by Sienna Resources, on which the net proceeds of the
offering will be spent, is the Pay 1-4 Mineral Claims which is comprised of four
contiguous claims totaling 82.64 acres, located in Esmeralda County, Nevada,
USA.

The Pay Property is accessible from the town of Tonopah, Nevada by traveling 22
miles south on Highway 95 to the Silver Peak cutoff that is taken to the west
for 12 miles to the Paymaster Canyon gravel road. This road is taken for 11
miles north to the mineral claims.
The claims were recorded with the County and the Bureau of Land Management.
Prior to September 1, 2008, we will be required to make a filing that discloses
our intent to do field work and record it as assessment work with the Bureau of
Land Management, Reno, Nevada.

[MAP SHOWING THE CLAIM LOCATION]

CLIMATE AND GENERAL PHYSIOGRAPHY

The area experiences about 4" to 8" precipitation annually of which about 20%
may occur as a snow equivalent. This amount of precipitation suggests a climatic
classification of arid to semi-arid. The summers can experience hot weather,
middle 60 to 70 degrees F. average with high spells of 110 plus degrees F. while
the winters are generally more severe than the dry belt to the west and an last
from December through February. Temperatures experienced during mid winter
average, for the month of January, from the high 20s to the low 40s F with lows
down to -20 degrees F.

The claim area ranges in elevation from 5,040' - 5,140' mean sea level. The
physiographic setting of the property can be described as open desert in a
valley within a mosaic of low, rugged mountain terrain in a general interior
plateau setting. The area has been surfacially effected by colluvial, alluvial
and wind erosion and the depositional (drift cover) effects of in-filling.
Thickness of drift cover in the valleys may vary considerably. Surface water
occurrences are rare, springs are sparse and subsurface aquifers are accessed by
drilling wells where allowed.

The physiography of the Pay Property is peripheral rounded to rugged low,
mountainous terrain on the west and east bounding the gently south-sloping
Paymaster Canyon valley. Much of this area in a broad open valley and spiney
mountain ridges hosts sagebrush and other desert plants on the low hill slopes.
Juniper and pinon growing above 6,500' with pinon becoming more dominant at
higher elevations. At elevations in the range of 7,500' along water courses can
be found small groves of trembling aspen.

INFRASTRUCTURE

The town of Tonopah offers much of the necessary infrastructure required to base
and carry-out an exploration program (accommodations, communications, equipment
and supplies). Larger or specialized equipment can likely be acquired in the
City of Las Vegas lying 209 miles by paved road (Highway 95) to the south.

Infrastructure such as highways and secondary roads, communications,
accommodations and supplies that are essential to carrying out an exploration
program are at hand, between Tonopah and Las Vegas. There is not a plant or any
equipment currently located on the property. It is expected that the initial
exploration phase will be supported by generators. Water required for
exploration of the claims is available.

PROPERTY HISTORY

The recorded mining history of the general area dates from the 1860s when
prospectors passed through heading north and west. The many significant lode
gold, silver and other mineral product deposits developed in the area was that
of the Goldfield Camp, 1905; Coaldale, coal field, 1913; Divide Silver Mining
District, 1921 and the Candalaria silver-gold mine which operated as an
underground lode gold deposit in 1922 and again in the 1990s as an open cut,
cyanide heap leach operation. The Tonopah District while mainly in Nye County is
on the edge of nearly all of the gold-silver camps of Esmeralda County, if not
strictly in location then certainly as a headquarters and supply depot for the
general area. The Tonopah Camp produced mainly silver with some gold from quartz
veins in Tertiary volcanic rocks. The period 1900-1921 saw the Camp produce from
6.4 million tons of ore, 138 million ounces of silver and 1.5 million ounces of
gold or an average of 22 az/ton silver and slightly less than 1/4 oz/ton gold,
very rich ore by current standards.

REGIONAL GEOLOGY

The regional geology of Nevada is depicted as being underlain by all types of
rock units. These appear to range from oldest to youngest in an east to west
direction, respectively. The oldest units are found ot occur in the southeast
corner of the State along the Colorado River. The bedrock units exhibit a
north-south fabric of alternating east-west ranges and valleys. This feature may
suggest E-W compression that may have expression as low angle thrust faults on
the west and east walls of Paymaster Canyon (see Figure 3a). Faulting plays a
large part in many areas of Nevada and an even larger part in the emplacement of
mineral occurrences and ore bodies.

[MAP SHOWING THE REGIONAL GEOLOGY]

LOCAL GEOLOGY

The local geology about the Paymaster Canyon which is situated approximately 17
airmiles to the southwest of Tonopah, NV reveals a N-S trending, elongate or
elliptical blind-basin bounded, i.e. closed off around much of its perimeter by
rock exposures.

Throughout this outcropping ring-shaped feature are abundant, scattered rock
exposures of Lower to Middle Paleozoic carbonate and aphanitic to very fine
grain sized sediments, as quartzite, siltstone, claystone and more abundant
limestone. Some transitional metamorphic rocks are inter-layered.

Jurassic and more abundant Tertiary age intrusive rocks dominate the northern
end of the canyon ring while older Lower Paleozoic sedimentary and lesser
metamorphic equivalents are more abundant in the southern part of the Paymaster
basin.

PROPERTY GEOLOGY AND MINERALIZATION

The geology of the Pay Property area may be described as being covered by
Quaternary desert wash, collovium, alluvium and playa deposits. This young
covered basin (the mineral claims area) lies within a larger surrounding area of
rock exposure and known mineral occurrences exhibiting a good geological setting
and an excellent target area in which to conduct mineral exploration.

Thrust faulting is abundant within the periphery rock exposures at the north-end
of the Paymaster Canyon with younger Ordovician limestone and shale units lying
on the older Lower Cambrian sedimentary rock units. The oldest meta-sedimentary
units can be overlain by granitic rocks of Jurassic age or Tertiary age volcanic
rock of andesite to rhyolite composition.

The outcrops partially surrounding or flanking the alluvial covered valley
underlying the mineral claim area suggests mineral occurrences or structurally
prepared bedrock could be sought after in those areas.

By far the largest production in the County comes from the vein-type of gold and
silver occurrences in quartz fissures in either pre-Tertiary volcanic or
Tertiary volcanic host rocks.

DEPOSIT TYPES

The deposit types that are found occurring in the regional area and the more
localized areas vary considerably. Silver and gold quartz veins predominate at
Tonopah. Some of the most productive veins represent the silicification and
replacement of sheeted zones of trachyte that was originally marked by close-set
parallel fractures, but not faulting. The two hosts of mineralized quartz veins
are 1) older pre-Tertiary volcanic rocks, i.e. Silver Peak (Mineral Ridge area),
Weepah and Hornsilver or 2) Tertiary rhyolite host rocks that occur at Tonopah
and other younger volcanic rocks, i.e. Goldfield and Divide. Base metal deposits
are more commonly of interest now than in the past and many prospects occur in
the general area. The industrial mineral barite that is observed to occur either
in vein or bedded types have been recognized in the general area.

The base and precious metal deposit types that historically predominate in the
general area are as the copper-gold or copper-molybdenum porphyry occurrences
with peripheral base and precious metal occurrences as veins and/or contact
zones of mineralization.

Geophysical techniques may be most effective int eh covered areas as a follow-up
prospecting and soil sampling of the Phase 1 program.

EXPLORATION

GEOPHYSICS OF THE PAY 1-4 MINERAL CLAIMS

The aeromagnetic results shown in Figure 4 are from a survey after U.S.G.S. map
GP-753.

The Pay mineral property is seen to lie to the south on an apron-like feature
between two magnetic high lobes, on the west the Weepah Hills and on the east
the General Thomas Hills, respectively. The change in gradient in the claim area
may suggest an in-filled basin feature i.e. a possible northerly trending and
south dipping feature that possibly reflects a rock contact or alteration zone.
Ground geophysical surveys may add more detail to our understanding of the
possible potential of the claim area.

GEOCHEMISTRY OF THE PAY 1-4 MINERAL CLAIMS

To the best of the consulting geologist's knowledge, the Pay 1-4 property has
not undergone any detailed ground exploration work including geochemistry which
may have usefulness in this area.

DRILLING

No drilling appears to have taken place on the area covered by the Pay mineral
claims.

SAMPLE METHOD AND APPROACH

Standard sampling methods are utilized, for example a rock sample would be
acquired fromt eh rock exposure with a hammer. The sample will be roughly
2"x2"x2" of freshly broken material. The samples grid location correlated with
global positioning system 9GPS) location will be marked in the logbook after a
sample number has been assigned. The sample number would be impressed on an
aluminum tag and on a flagging that will be affixed at the sample site for
future location.

[AEROMAGNETIC MAP]

RESULTS

As exploration work could be conducted and assessed, a decision would be made as
to its importance and priority. The next phase of work will be determined by the
results from the preceding one. At this point, it is necessary to suggest that a
three phase exploration approach be recommended.

SAMPLE PREPARATION, ANALYSES AND SECURITY

Our rock exposure samples would be taken with known grid relationships that have
been tied-in with a hand held global positioning system (GPS).

The samples would be in the possession of the field supervisor of the
exploration project.

1) The standard approach of seeking and sampling the `B' horizon (the
ruty, oxidized and possibly enriched zone). The samples most often
undergo standard acid digestion, multi-element analyses by the
induction coupled plasma (ICP) method and the atomic absorption 9AA)
method for the detection of precious metals with back-up analyses
and/or assaying of anomalous samples to acquire more detail.

2) The relatively new proprietary method called mobile metal ions (MMI)
may be very useful in our exploration endeavors. The samples in the
desert climates are taken consistently from between 8" and 10" in the
soil layer below the organic zone. The samples undergo selective
digestion with subsequent analyses for the chosen metal package, but
most likely the standard multi-element package with gold would be
undertaken. The cost of taking the MMI sample and the analyses are
more expensive than standard method, but some studied results have
been encouraging. All analyses and assaying will be carried out in a
certified laboratory.

DATA VERIFICATION

Previous exploration has not been conducted on this mineral claim area by the
consulting geologist but its good geological setting and interesting
aeromagnetic data encourages the recommendation to conduct exploration work on
the property. The consulting geologist is confident any information included in
this report is accurate and can be utilized in planning further exploration
work.

ADJACENT PROPERTIES

The Pay 1-4 mineral claims occur in a general area that possibly has undergone
some prospecting in the past. The general area has known barite occurrences, as
well as gold and silver potential. The Pay property does not have immediately
adjacent mineral properties.

MINERAL PROCESSING AND METALLURGICAL TESTING

No mineral processing or metallurgical testing analyses have been carried out on
the Pay property.

MINERAL RESOURCE AND MINERAL RESERVE ESTIMATES

No mineralization has been encountered to date by the consulting geologist and
no calculation of any reliable mineral resource or reserve, conforming to
currently accepted standards, could be undertaken at this time.

OTHER RELEVANT DATA AND INFORMATION

All relevant data and information concerning the Pay property has been presented
in this report.

INTERPRETATION AND CONCLUSIONS

The object of the recommendations made are to facilitate in the possible
discovery of a large, probably low-grade mineral deposit of base and/or precious
metals or other minerals of economic consideration that have open pit and/or
underground mining potential. If such a deposit exists, it may occur under the
drift or overburden covered areas of the Pay 1-4 mineral claims.

The geological evaluation report we obtained states that the known
mineralization encountered to date in neighboring areas is possibly indicative
of a larger mineralized system in the general area. The drift covered parts of
the property offer good exploration areas because of the possibility of
mineralization, good geological setting and generally a lack of exploration
testing. Also, remote sensing such as aeromagnetics may indicate possible
exploration areas of interest within the Pay 1-4 mineral claims.

RECOMMENDATIONS OF GEOLOGICAL REPORT AND THE GEOLOGICAL EXPLORATION PROGRAM

In his geological report, Mr. McLeod recommended that a three phase continuing
exploration program be undertaken on the property. The three phase program
consists of the following:

Phase Exploration Program Cost Status
- ----- ------------------- ---- ------

Phase 1 Detailed Prospecting, mapping and soil $ 8,000 Expected to be completed in fall, 2008
geochemistry. (dependent on consulting geologist's
schedule).

Phase 2 Magnetometer and VLF electromagnetic, grid $12,000 Expected to be completed in winter, 2008
controlled surveys over the areas of interest (depending on the results of Phase 1, and
determined by the Phase 1 survey. Included in consulting geologist's schedule).
this estimated cost is transportation,
accommodation, board, grid installation, two
geophysical surveys, maps and report

Phase 3 Induced polarization survey over grid $30,000 Expected to be completed in 2009 (depending
controlled anomalous area of interest outlined on the results of Phase 2, and consulting
by Phase 1 and 2 fieldwork. Hoe or bulldozer geologist's schedule.)
trenching, mapping and sampling of bedrock
anomalies. Includes assays, detailed maps and
reports.

TOTAL ESTIMATED COST $50,000

COMPETITION

We do not compete directly with anyone for the exploration or removal of
minerals from our property as we hold all interest and rights to the claims.
Readily available commodities markets exist in the U.S. and around the world for
the sale of gold, silver and other minerals. Therefore, we will likely be able
to sell any gold, silver or other minerals that we are able to recover.

We will be subject to competition and unforeseen limited sources of supplies in
the industry in the event spot shortages arise for supplies such as dynamite,
and certain equipment such as bulldozers and excavators that we will need to
conduct exploration. We have not yet attempted to locate or negotiate with any
suppliers of products, equipment or services and will not do so until funds are
received from this offering. If we are unsuccessful in securing the products,
equipment and services we need we may have to suspend our exploration plans
until we are able to do so.

BANKRUPTCY OR SIMILAR PROCEEDINGS

There has been no bankruptcy, receivership or similar proceeding.

REORGANIZATIONS, PURCHASE OR SALE OF ASSETS

There have been no material reclassifications, mergers, consolidations, or
purchase or sale of a significant amount of assets not in the ordinary course of
business.

COMPLIANCE WITH GOVERNMENT REGULATION

We will be required to comply with all regulations, rules and directives of
governmental authorities and agencies applicable to the exploration of minerals
in the United States generally, and in Nevada specifically. We will also be
subject to the regulations of the Bureau of Land Management.

PATENTS, TRADEMARKS, FRANCHISES, CONCESSIONS, ROYALTY AGREEMENTS, OR LABOR
CONTRACTS

We have no current plans for any registrations such as patents, trademarks,
copyrights, franchises, concessions, royalty agreements or labor contracts. We
will assess the need for any copyright, trademark or patent applications on an
ongoing basis.

NEED FOR GOVERNMENT APPROVAL FOR ITS PRODUCTS OR SERVICES

We are not required to apply for or have any government approval for our
products or services.

RESEARCH AND DEVELOPMENT COSTS DURING THE LAST TWO YEARS

We have not expended funds for research and development costs since inception.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

Our only employee is our sole officer, Julie Carter who currently devotes 5-6
hours per week to company matters and after receiving funding she plans to
devote as much time as the board of directors determines is necessary to manage
the affairs of the company. There are no formal employment agreements between
the company and our current employee.

DESCRIPTION OF PROPERTY

We do not currently own any property. We are currently operating out of the
premises of our President, Julie Carter on a rent free basis during our
exploration stage. The office is at 70160 Sun Valley Drive, Rancho Mirage, CA

92270. We consider our current principal office space arrangement adequate and
will reassess our needs based upon the future growth of the company.

LEGAL PROCEEDINGS

We are not involved in any pending legal proceeding nor are we aware of any
pending or threatened litigation against us.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

No public market currently exists for shares of our common stock. Following
completion of this offering, we intend to apply to have our common stock listed
for quotation on the Over-the-Counter Bulletin Board.

PENNY STOCK RULES

The Securities and Exchange Commission has also adopted rules that regulate
broker-dealer practices in connection with transactions in penny stocks. Penny
stocks are generally equity securities with a price of less than $5.00 (other
than securities registered on certain national securities exchanges or quoted on
the NASDAQ system, provided that current price and volume information with
respect to transactions in such securities is provided by the exchange or
system).

A purchaser is purchasing penny stock which limits the ability to sell the
stock. The shares offered by this prospectus constitute penny stock under the
Securities and Exchange Act. The shares will remain penny stocks for the
foreseeable future. The classification of penny stock makes it more difficult
for a broker-dealer to sell the stock into a secondary market, which makes it
more difficult for a purchaser to liquidate his/her investment. Any
broker-dealer engaged by the purchaser for the purpose of selling his or her
shares in us will be subject to Rules 15g-1 through 15g-10 of the Securities and
Exchange Act. Rather than creating a need to comply with those rules, some
broker-dealers will refuse to attempt to sell penny stock.

The penny stock rules require a broker-dealer, prior to a transaction in a penny
stock not otherwise exempt from those rules, to deliver a standardized risk
disclosure document, which:

- contains a description of the nature and level of risk in the market
for penny stock in both public offerings and secondary trading;

- contains a description of the broker's or dealer's duties to the
customer and of the rights and remedies available to the customer with
respect to a violation of such duties or other requirements of the
Securities Act of 1934, as amended;

- contains a brief, clear, narrative description of a dealer market,
including "bid" and "ask" price for the penny stock and the
significance of the spread between the bid and ask price;

- contains a toll-free telephone number for inquiries on disciplinary
actions;

- defines significant terms in the disclosure document or in the conduct
of trading penny stocks; and

- contains such other information and is in such form (including
language, type, size and format) as the Securities and Exchange
Commission shall require by rule or regulation.

The broker-dealer also must provide, prior to effecting any transaction in a
penny stock, to the customer:

- the bid and offer quotations for the penny stock;

- the compensation of the broker-dealer and its salesperson in the
transaction;

- the number of shares to which such bid and ask prices apply, or other
comparable information relating to the depth and liquidity of the
market for such stock; and

- monthly account statements showing the market value of each penny
stock held in the customer's account.

In addition, the penny stock rules require that prior to a transaction in a
penny stock not otherwise exempt from those rules; the broker-dealer must make a
special written determination that the penny stock is a suitable investment for
the purchaser and receive the purchaser's written acknowledgment of the receipt
of a risk disclosure statement, a written agreement to transactions involving
penny stocks, and a signed and dated copy of a written suitability statement.
These disclosure requirements will have the effect of reducing the trading
activity in the secondary market for our stock because it will be subject to
these penny stock rules. Therefore, stockholders may have difficulty selling
their securities.

REGULATION M

Our officer and director, who will offer and sell the Shares, is aware that she
is required to comply with the provisions of Regulation M promulgated under the
Securities Exchange Act of 1934, as amended. With certain exceptions, Regulation
M precludes the officers and directors, sales agents, any broker-dealer or other
person who participate in the distribution of shares in this offering from
bidding for or purchasing, or attempting to induce any person to bid for or
purchase any security which is the subject of the distribution until the entire
distribution is complete.

REPORTS

We are subject to certain reporting requirements and will furnish annual
financial reports to our stockholders, certified by our independent accountants,
and will furnish un-audited quarterly financial reports in our quarterly reports
filed electronically with the SEC. All reports and information filed by us can
be found at the SEC website, www.sec.gov.

STOCK TRANSFER AGENT

The company's stock transfer agent is Signature Stock Transfer.

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

We have generated no revenue since inception and have incurred $7,160 in
expenses through March 31, 2008.

The following table provides selected financial data about our company for the
period from the date of incorporation through March 31, 2008. For detailed
financial information, see the financial statements included in this prospectus.

Balance Sheet Data: 03/31/2007
------------------- ----------

Cash $5,340
Total assets $5,340
Total liabilities $ 0
Shareholders' equity $5,340

Other than the shares offered by this prospectus, no other source of capital has
been identified or sought. If we experience a shortfall in operating capital
prior to funding from the proceeds of this offering, our director has verbally
agreed to advance the company funds to complete the registration process.

PLAN OF OPERATION

GOING CONCERN

Our auditor has 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 revenues and no revenues are anticipated until we
begin removing and selling minerals. There is no assurance we will ever reach
that point.

Our current cash balance is $5,340. We believe our cash balance is sufficient to
fund our limited levels of operations until we receive funding. If we experience
a shortage of funds prior to funding we may utilize funds from our director, who
has informally agreed to advance funds to allow us to pay for offering costs,
filing fees, and professional fees, however she has no formal commitment,
arrangement or legal obligation to advance or loan funds to the company. In
order to achieve our business plan goals, we will need the funding from this
offering. We are an exploration stage company and have generated no revenue to
date. We have sold $12,500 in equity securities to pay for our minimum level of
operations.

Our exploration target is to find exploitable minerals on our property. Our
success depends on achieving that target. There is the likelihood of our mineral
claims containing little or no economic mineralization or reserves of gold,
silver and other minerals. There is the possibility that our claims do not
contain any reserves and funds that we spend on exploration will be lost. Even
if we complete our current exploration program and are successful in identifying
a mineral deposit we will be required to expend substantial funds to bring our
claims to production. We are unable to assure you we will be able to raise the
additional funds necessary to implement any future exploration or extraction
program even if mineralization is found.

Our plan of operation for the twelve months following the date of this
prospectus is to complete the first two phases of the exploration program on our
claims consisting of geological mapping, soil sampling and rock sampling. In
addition to the $8,000 we anticipate spending for Phase 1 and $12,000 on Phase 2

of the exploration program as outlined below, we anticipate spending an
additional $9,500 on professional fees, including fees payable in connection
with the filing of this registration statement and complying with reporting
obligations, and general administrative costs. Total expenditures over the next
12 months are therefore expected to be approximately $29,500, which is the
amount to be raised in this offering and our cash on hand. If we experience a
shortage of funds prior to funding during the next 12 months, we may utilize
funds from our director, who has informally agreed to advance funds to allow us
to pay for professional fees, including fees payable in connetion with the
filing of this registration statement and operation expenses, however, she has
no formal commitment, arrangement or legal obligation to advance or loan funds
to the company. We will require the funds from this offering to proceed.

We engaged Mr. James W. McLeod, P. Geo., to prepare a geological evaluation
report on the Pay Property. Mr. McLeod's report summarizes the results of the
history of the exploration of the mineral claims, the regional and local geology
of the mineral claims and the mineralization and the geological formations
identified as a result of the prior exploration in the claim areas. The
geological report also gives conclusions regarding potential mineralization of
the mineral claims and recommends a further geological exploration program on
the mineral claims. The exploration program recommended by Mr. McLeod is as
follows:

Phase Exploration Program Cost Status
- ----- ------------------- ---- ------

Phase 1 Detailed Prospecting, mapping and soil $ 8,000 Expected to be completed in fall, 2008
geochemistry. (dependent on consulting geologist's
schedule).

TOTAL ESTIMATED COST $50,000

If we are successful in raising the funds from this offering we plan to commence
Phase 1 of the exploration program on the claims in the fall of 2008. We have a
verbal agreement with James McLeod, the consulting geologist, who prepared the
geology report on our claims, to retain his services for our planned exploration
program. We expect this phase to take two weeks to complete and an additional
three months for the consulting geologist to receive the results from the assay
lab and prepare his report. If Phase 1 of the exploration program is successful,
we anticipate commencing Phase 2 in the winter of 2008. We expect this phase to
take three weeks to complete and an additional three months for the consulting
geologist to receive the results from the assay lab and prepare his report.

The above program costs are management's estimates based upon the
recommendations of the professional consulting geologist's report and the actual
project costs may exceed our estimates. To date, we have not commenced
exploration.

Following phase two of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with phase three of our
exploration program if we are able to raise the funds necessary. The estimated
cost of this program is $30,000 and will take approximately 4 weeks to complete
and an additional three to four months for the consulting geologist to receive
the results from the assay lab and prepare his report.

Subject to financing, we anticipate commencing the third phase in 2009. We will
require additional funding to proceed with phase three and any subsequent work
on the claims, we have no current plans on how to raise the additional funding.
We cannot provide investors with any assurance that we will be able to raise
sufficient funds to proceed with any work after the first phase of the
exploration program.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any 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 is material to investors.

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITAL

There is no historical financial information about us on which to base an
evaluation of our performance. We are an exploration stage company and have not
generated revenues from operations. We cannot guarantee we will be successful in
our business operations. 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 property, and possible cost overruns
due to increases in the cost of services.

To become profitable and competitive, we must conduct the exploration of our
properties before we start into production of any minerals we may find. We are
seeking funding from this offering to provide the capital required for the first
two phases of our exploration program. We believe that the funds from this
offering will allow us to operate for one year.

We have no assurance that future financing will materialize. If that financing
is not available to us for the second phase of our exploration program we may be
unable to continue.

LIQUIDITY AND CAPITAL RESOURCES

To meet our need for cash we are attempting to raise money from this offering.
We cannot guarantee that we will be able to sell all the shares required. If we
are successful any money raised will be applied to the items set forth in the
Use of Proceeds section of this prospectus. If the first two phases of our
exploration program are successful in identifying mineral deposits we will
attempt to raise the necessary funds to proceed with phase three, and any
subsequent drilling and extraction. The sources of funding we may consider to
fund this work include a second public offering, a private placement of our
securities or loans from our director or others.

Our director has agreed to advance funds as needed until the offering is
completed or failed and has agreed to pay the cost of reclamation of the
property should exploitable minerals not be found and we abandon the third phase
of our exploration program and there are no remaining funds in the company.

While she has agreed to advance the funds, the agreement is verbal and is
unenforceable as a matter of law.

The property in the Company's portfolio, on which the net proceeds of the
offering will be spent, is the Pay 1-4 Mineral Claims. We have not carried out
any exploration work on the claims and have incurred no exploration costs.

We received our initial funding of $12,500 through the sale of common stock to
Julie Carter, our officer and director, who purchased 1,250,000 shares of our
common stock at $0.01 per share on July 20, 2007. From inception until the date
of this filing we have had no operating activities. Our financial statements
from inception (July 20, 2007) through the year ended March 31, 2008 report no
revenues and a net loss of $7,160.

SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Company reports revenue and expenses using the accrual method of accounting
for financial and tax reporting purposes.

USE OF ESTIMATES

Management uses estimates and assumptions in preparing these financial
statements in accordance with generally accepted accounting principles. Those
estimates and assumptions affect the reported amounts of assets and liabilities,
the disclosure of contingent assets and liabilities, and the reported revenues
and expenses.

MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS

Mineral property acquisition, exploration and development costs are expensed as
incurred until such time as economic reserves are quantified. To date the
Company has not established any proven or probable reserves on its mineral
properties.

DEPRECIATION, AMORTIZATION AND CAPITALIZATION

The Company records depreciation and amortization, when appropriate, using both
straight-line method over the estimated useful lives of the assets (five to
seven years). Expenditures for maintenance and repairs are charged to expense as
incurred. Additions, major renewals and replacements that increase the
property's useful life are capitalized. Property sold or retired, together with
the related accumulated depreciation is removed from the appropriate accounts
and the resultant gain or loss is included in net income.

INCOME TAXES

The Company accounts for its income taxes in accordance with Statement of
Financial Accounting Standards No. 109, "Accounting for Income Taxes". Under
Statement 109, a liability method is used whereby deferred tax assets and
liabilities are determined based on temporary differences between basis used for
financial reporting and income tax reporting purposes. Income taxes are provided
based on tax rates in effect at the time such temporary differences are expected
to reverse. A valuation allowance is provided for certain deferred tax assets if

it is more likely than not, that the Company will not realize the tax assets
through future operations.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Financial accounting Standards Statement No. 107, "Disclosures about Fair Value
of Financial Instruments", requires the Company to disclose, when reasonably
attainable, the fair market values of its assets and liabilities which are
deemed to be financial instruments. The Company's financial instruments consist
primarily of cash and certain investments.

INVESTMENTS

Investments that are purchased in other companies are valued at cost less any
impairment in the value that is other than temporary in nature.

PER SHARE INFORMATION

The Company computes per share information in accordance with SFAS No. 128,
"Earnings per Share" which requires presentation of both basic and diluted
earnings per share on the face of the statement of operations. Basic loss per
share is computed by dividing the net loss available to common shareholders by
the weighted average number of common shares outstanding during such period.
Diluted loss per share gives effect to all dilutive potential common shares
outstanding during the period. Dilutive loss per share excludes all potential
common shares if their effect is anti-dilutive. The Company has basic and
diluted loss per share of $0.0001

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

The name, age and title of our executive officer and director is as follows:

Name and Address of Executive
Officer and/or Director Age Position
----------------------- --- --------

Julie Carter 44 President, Secretary, Treasurer
70160 Sun Valley Drive and Director
Rancho Mirage, CA 92270

Ms. Julie Carter is the promoter of Sienna Resources, Inc., as that term is
defined in the rules and regulations promulgated under the Securities and
Exchange Act of 1933.

Ms. Carter has no formal training as a geologist or in the technical or
managerial aspects of management of a mineral exploration company. Her prior
business experiences have primarily been in education and business management
and not in the mineral exploration industry. Accordingly, we will have to rely
on the technical services of others to advise us on the managerial aspects
specifically associated with a mineral exploration company. We do not have any
employees who have professional training or experience in the mining industry.
We rely on independent geological consultants to make recommendations to us on
work programs on our property, to hire appropriately skilled persons on a
contract basis to complete work programs and to supervise, review, and report on
such programs to us.

TERM OF OFFICE

Our director is appointed to hold office until the next annual meeting of our
stockholders or until her successor is elected and qualified, or until she
resigns or is removed in accordance with the provisions of the Delaware Revised
Statutes. Our officer is appointed by our Board of Directors and holds office
until removed by the Board. The Board of Directors has no nominating, auditing
or compensation committees.

SIGNIFICANT EMPLOYEES

We have no significant employees other than our officer and/or director, Ms.
Julie Carter. Ms. Carter currently devotes approximately 5-6 hours per week to
company matters. After receiving funding per our business plan Ms. Carter
intends to devote as much time as the Board of Directors deem necessary to mange
the affairs of the company.

Ms. Carter has not been the subject of any order, judgment, or decree of any
court of competent jurisdiction, or any regulatory agency permanently or
temporarily enjoining, barring, suspending or otherwise limited her from acting
as an investment advisor, underwriter, broker or dealer in the securities
industry, or as an affiliated person, director or employee of an investment
company, bank, savings and loan association, or insurance company or from
engaging in or continuing any conduct or practice in connection with any such
activity or in connection with the purchase or sale of any securities.

Ms. Carter has not been convicted in any criminal proceeding (excluding traffic
violations) nor is she subject of any currently pending criminal proceeding.

We conduct our business through agreements with consultants and arms-length
third parties. Currently, we have no formal consulting agreements in place. We
have a verbal arrangement with the consulting geologist currently conducting the
exploratory work on the Pay Property. We pay the consulting geologist the usual
and customary rates received by geologists performing similar consulting
services.

RESUME

JULIE CARTER serves as Director, President, Secretary and Treasurer of Sienna
Resources, Inc. since July 20, 2007. From December, 2007 to current, Ms. Carter
is an associate teacher at John Thomas Dye School, Bel Air, CA. From January,
2001 to December, 2007, Ms.Carter served as Assistant Polo Manager, El Dorado
Polo Club, Indio, CA. Ms. Carter has over 15 years experience in management. Ms.
Carter holds a Bachelor of Arts degree in modern languages (French, German,
Italian) from McGill University, Montreal, Quebec.

EXECUTIVE COMPENSATION

MANAGEMENT COMPENSATION

Our current director and officer is Julie Carter.

Currently, our officer and director receives no compensation for her services
during the exploration stage of our business operations. She is reimbursed for
any out-of-pocket expenses that she incurs on our behalf. In the future, we may
approve payment of salaries for officers and directors, but currently, no such
plans have been approved. We do not have any employment agreements in place with
our sole officer and director. We also do not currently have any benefits, such
as health or life insurance, available to our employees.

SUMMARY COMPENSATION TABLE

Change in
Pension
Value and
Non-Equity Nonqualified
Incentive Deferred All
Name and Plan Compen- Other
Principal Stock Option Compen- sation Compen-
Position Year Salary Bonus Awards Awards sation Earnings sation Totals
- ------------ ---- ------ ----- ------ ------ ------ -------- ------ ------

Julie Carter, 2007 0 0 0 0 0 0 0 0
President,
CEO, CFO and
Director

OUTSTANDING EQUITY AWARDS AT FISCAL YEAR END

Option Awards Stock Awards
----------------------------------------------------------------- ----------------------------------------------
Equity
Incentive
Equity Plan
Incentive Awards:
Plan Market or
Awards: Payout
Equity Number of Value of
Incentive Number Unearned Unearned
Plan Awards; of Market Shares, Shares,
Number of Number of Number of Shares Value of Units or Units or
Securities Securities Securities or Units Shares or Other Other
Underlying Underlying Underlying of Stock Units of Rights Rights
Unexercised Unexercised Unexercised Option Option That Stock That That That
Options (#) Options (#) Unearned Exercise Expiration Have Not Have Not Have Not Have Not
Name Exercisable Unexercisable Options (#) Price Date Vested(#) Vested Vested Vested
- ---- ----------- ------------- ----------- ----- ---- --------- ------ ------ ------

Julie 0 0 0 0 0 0 0 0 0
Carter

DIRECTOR COMPENSATION

Change in
Pension
Value and
Fees Non-Equity Nonqualified
Earned Incentive Deferred
Paid in Stock Option Plan Compensation All Other
Name Cash Awards Awards Compensation Earnings Compensation Total
---- ---- ------ ------ ------------ -------- ------------ -----

Julie Carter 0 0 0 0 0 0 0

On July 20, 2007, a total of 1,250,000 shares of common stock were issued to Ms.
Julie Carter in exchange for cash in the amount of $12,500 or $0.01 per share.
The terms of this stock issuance was as fair to the company, in the opinion of
the board of director, as if it could have been made with an unaffiliated third
party.

Ms. Carter currently devotes approximately 5-6 hours per week to manage the
affairs of the company. She has agreed to work with no remuneration until such
time as the company receives sufficient revenues necessary to provide management
salaries. At this time, we cannot accurately estimate when sufficient revenues
will occur to implement this compensation, or what the amount of the
compensation will be.

There are no annuity, pension or retirement benefits proposed to be paid to the
officer or director or employees in the event of retirement at normal retirement
date pursuant to any presently existing plan provided or contributed to by the
company or any of its subsidiaries, if any.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information concerning the number of
shares of our common stock owned beneficially as of June 30, 2008 by: (i) each
person (including any group) known to us to own more than five percent (5%) of
any class of our voting securities, (ii) our director, and or (iii) our officer.
Unless otherwise indicated, the stockholder listed possesses sole voting and
investment power with respect to the shares shown.

Amount and Nature Percentage of
of Beneficial Common
Title of Class Name and Address of Beneficial Owner Ownership Stock(1)
- -------------- ------------------------------------ --------- --------

Common Stock Julie Carter, Director 1,250,000 100%
70160 Sun Valley Drive Direct
Rancho Mirage, CA 92270

Common Stock Officer and/or director as a Group 1,250,000 100%

HOLDERS OF MORE THAN 5% OF OUR COMMON STOCK

- ----------
(1) A beneficial owner of a security includes any person who, directly or
indirectly, through any contract, arrangement, understanding, relationship,
or otherwise has or shares: (i) voting power, which includes the power to
vote, or to direct the voting of shares; and (ii) investment power, which
includes the power to dispose or direct the disposition of shares. Certain
shares may be deemed to be beneficially owned by more than one person (if,
for example, persons share the power to vote or the power to dispose of the
shares). In addition, shares are deemed to be beneficially owned by a
person if the person has the right to acquire the shares (for example, upon
exercise of an option) within 60 days of the date as of which the
information is provided. In computing the percentage ownership of any
person, the amount of shares outstanding is deemed to include the amount of
shares beneficially owned by such person (and only such person) by reason
of these acquisition rights. As a result, the percentage of outstanding

shares of any person as shown in this table does not necessarily reflect
the person's actual ownership or voting power with respect to the number of
shares of common stock actually outstanding on June 30, 2008. As of June
30, 2008, there were 1,250,000 shares of our common stock issued and
outstanding.

FUTURE SALES BY EXISTING STOCKHOLDERS

A total of 1,250,000 shares have been issued to the existing stockholder, all of
which are held by our sole officer and director and are restricted securities,
as that term is defined in Rule 144 of the Rules and Regulations of the SEC
promulgated under the Act. Under Rule 144, such shares can be publicly sold,
subject to volume restrictions and certain restrictions on the manner of sale,
commencing six months after their acquisition. Any sale of shares held by the
existing stockholder (after applicable restrictions expire) and/or the sale of
shares purchased in this offering (which would be immediately resalable after
the offering), may have a depressive effect on the price of our common stock in
any market that may develop, of which there can be no assurance.

Our principal shareholder does not have any plans to sell her shares at any time
after this offering is complete.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Julie Carter is our sole officer and director. We are currently operating out of
the premises of Julie Carter on a rent-free basis for administrative purposes.
There is no written agreement or other material terms or arrangements relating
to said arrangement.

On July 20, 2007 the Company issued a total of 1,250,000 shares of common stock
to Julie Carter for cash at $0.01 per share for a total of $12,500.

We do not currently have any conflicts of interest by or among our current
officer, director, key employee or advisors. We have not yet formulated a policy
for handling conflicts of interest; however, we intend to do so upon completion
of this offering and, in any event, prior to hiring any additional employees.

DISCLOSURE OF COMMISSION POSITION OF INDEMNIFICATION
FOR SECURITIES ACT LIABILITIES

Insofar as indemnification for liabilities arising under the Securities Act of
1933 (the "Act") may be permitted to directors, officers and controlling persons
of the small business issuer pursuant to the By-Laws of the company, or
otherwise, we have been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act, and is, therefore unenforceable.

In the event that a claims for indemnification against such liabilities (other
than the payment of expenses incurred or paid by a director, officer or
controlling person in the successful defense of any action, suit or proceeding)
is asserted by such director, officer, or other control person in connection
with the securities being registered, we will, unless in the opinion of our
legal counsel the matter has been settled by controlling precedent, submit to a
court of appropriate jurisdiction the question whether such indemnification by
it, is against public policy as expressed in the Securities Act and will be
governed by the final adjudication of such issue.

AVAILABLE INFORMATION

We have filed a registration statement on Form S-1, of which this prospectus is
a part, with the U.S. Securities and Exchange Commission. Upon completion of the
registration, we will be subject to the informational requirements of the
Exchange Act and, in accordance therewith, will file all requisite reports, such
as Forms 10-K, 10-Q and 8-K, proxy statements, under Sec.14 of the Exchange Act,
and other information with the Commission. Such reports, proxy statements, this
registration statement and other information, may be inspected and copied at the
public reference facilities maintained by the Commission at 100 Fifth Street NE,
Washington, D.C. 20549. Copies of all materials may be obtained from the Public
Reference Section of the Commission's Washington, D.C. office at prescribed
rates. You may obtain information regarding the operation of the Public
Reference Room by calling the SEC at 1-800-SEC-0330. The Commission also
maintains a Web site that contains reports, proxy and information statements and
other information regarding registrants that file electronically with the
Commission at http://www.sec.gov.

FINANCIAL STATEMENTS

The financial statements of Sienna Resources, Inc. for the year ended March 31,
2008 and related notes, included in this prospectus have been audited by
Laurence Scharfman & Co., CPA, and have been so included in reliance upon the
opinion of such accountants given upon their authority as an expert in auditing
and accounting.

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
ACCOUNTING AND FINANCIAL DISCLOSURE

We have had no changes in or disagreements with our accountants.

SIENNA RESOURCES, INC.

INDEX

Report of Independent Registered Public Accounting Firm F-1

Financial Statements:

Balance Sheet - March 31, 2008 F-2

Statement of Operations - March 31, 2008 F-3

Statement of Stockholders' Equity - March 31, 2008 F-4

Statement of Cash Flows - March 31, 2008 F-5

Notes to Financial Statements F-6

LAWRENCE SCHARFMAN & CO CPA PC
CERTIFIED PUBLIC ACCOUNTANTS

18 E. Sunrise Highway 7104 Corning Circle
Freeport NY 11520 Boynton Bch FL 33437
Tel:516-771-5900 Tel:561-733-0296
Fax:516-771-2598 Fax:561-740-0613

INDEPENDENT AUDITORS' REPORT

Sienna Resources, Inc.
70160 Sun Valley Dr.
Rancho Mirage, CA 92270-2411

We have audited the accompanying balance sheet of Sienna Resources Inc. as of
March 31, 2008 and related statements of operations, stockholders equity and
cash flows for the period from July 20, 2007 (inception) to March 31, 2008.

These statements are the responsibility of Company's Management. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audit in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatements. An audit include 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. We believe that our audit provides a
reasonable basis for our opinion.

The company has had difficulty in generating sufficient cash flow to meet its
obligations, and is dependent on management's ability to develop profitable
operations. These factors, among others may raise substantial doubt about their
ability to continue as a going concern.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Sienna Resources Inc. as of
March 31, 2008 and the related statements of operations, stockholders equity and
cash flows for the period from July 20, 2007 (inception) to March 31, 2008 in
conformity with generally accepted in the United States of America.

/s/ Lawrence Scharfman
---------------------------------
Boyton Beach Florida Lawrence Scharfman CPA
June 4, 2008

F-1

Sienna Resources, Inc.
(A Exploration Stage Company)
Balance Sheet

March 31,
2008
--------
ASSETS

Current Assets
Cash $ 5,340
--------
Total Current Assets 5,340

Fixed Assets
Total Fixed Assets --
--------

Total Assets $ 5,340
========

LIABILITIES

Current Liabilities
Account Payables --
--------
Total Current Liabilities --
--------

Long term Liabilities --
--------

Total Liabilities $ --
========
EQUITY
80,000,000 Common Shares Authorized at $ .0001 Par value
1,250,000 common shares issued and outstanding $ 125
Additional Paid in Capital 12,375
Accumulated Deficit during Exploration Stage (7,160)
--------
Total Stockholders Equity 5,340
--------

TOTAL LIABILITIES AND SHAREHOLDERS EQUITY $ 5,340
========

See Notes to the Financial Statements

F-2

Sienna Resources, Inc.
(A Exploration Stage Company)
Statement of Operations

For the period from
July 20, 2007
(inception) to
March 31,
2008
----------

Revenue $ --
----------

Operating Costs
Administrative expenses 7,160
----------
Total Operating Costs $ 7,160
----------

Other Income (expenses) --

Net Income (Loss) $ (7,160)
==========

Basic & Diluted (Loss) per Share (0.000)
==========

Weighted Average Number of Common Shares 1,250,000
==========

See Notes to the Financial Statements

F-3

Sienna Resources, Inc.
(A Exploration Stage Company)
Statement of Stockholder's Equity
From Inception July 20, 2007 to March 31, 2008

Deficit
Accumulated
During
Common Stock Preferred Stock Paid in Exploration Total
Shares Amount Shares Amount Capital Stage Equity
------ ------ ------ ------ ------- ----- ------

Common Shares issued to founders
on 3/31/08 @ $0.01 per share,
par value .0001 1,250,000 $ 125 -- $ -- $ 12,375 $ 12,500

Net (Loss) for period $ (7,160) (7,160)
---------- ------- ------- ------- -------- -------- --------

Balance, March 31, 2008 1,250,000 $ 125 -- $ -- $ 12,375 $ (7,160) $ 5,340
========== ======= ======= ======= ======== ======== ========

See Notes to the Financial Statements

F-4

Sienna Resources, Inc.
(A Exploration Stage Company)
Statement of Cash Flows

For the period from
July 20, 2007
(inception) to
March 31,
2008
--------
OPERATING ACTIVITIES
Net Income (Loss) $ (7,160)
Accounts Payable --
--------
NET CASH FROM OPERATING ACTIVITIES (7,160)

INVESTING ACTIVITIES
Financing Activities $ --
Common Shares Issued to Founders, @ $0.01 Per Share 12,500
--------
NET CASH FROM INVESTING ACTIVITIES 12,500

Net Cash 5,340

Cash at Beginning of Period --
--------

CASH AT END OF PERIOD $ 5,340
========

Supplemental Disclosure of Cash Flow Information

Cash paid for:
Interest Expense $ --
--------
Income Taxes $ --
--------

See Notes to the Financial Statements

F-5

Sienna Resources, Inc.
(An Exploration Stage Company)
Notes to Financial Statements
March 31, 2008

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Sienna Resources, Inc. (the "Company") was incorporated on July 20, 2007 under
the laws of the State of Delaware. The Company's activities to date have been
limited to organization and capital. The Company has been in the exploration
stage since its formation and has not yet realized any revenues from its planned
operations.

The Company is primarily engaged in the acquisition and exploration of mining
properties. The Company has acquired Pay 1-4 mineral claims in Esmeralda County,
NV for exploration and has formulated a business plan to investigate the
possibilities of a viable mineral deposit.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

The Company reports revenue and expenses using the accrual method of accounting
for financial and tax reporting purposes.

USE OF ESTIMATES

MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS

The Company expenses all costs related to the acquisition and exploration of
mineral properties in which it has secured exploration rights prior to
establishment of proven and probable reserves. To date, the Company has not
established the commercial feasibility of any exploration prospects; therefore,
all costs are being expensed.

DEPRECIATION, AMORTIZATION AND CAPITALIZATION

The Company records depreciation and amortization, when appropriate, using both
straight-line and declining balance methods over the estimated useful life of
the assets (five to seven years). Expenditures for maintenance and repairs are
charged to expense as incurred. Additions, major renewals and replacements that
increase the property's useful life are capitalized. Property sold or retired,
together with the related accumulated

F-6

Sienna Resources, Inc.
(An Exploration Stage Company)
Notes to Financial Statements
March 31, 2008

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

Depreciation is removed from the appropriate accounts and the resultant gain or
loss is included in net income.

INCOME TAXES

FAIR VALUE OF FINANCIAL INSTRUMENTS

Statement of Financial Accounting Standards No. 107, "Disclosures about Fair
Value of Financial Instruments", requires the Company to disclose, when
reasonably attainable, the fair market values of its assets and liabilities
which are deemed to be financial instruments. The Company's financial
instruments consist primarily of cash and certain investments.

INVESTMENTS

Investments that are purchased in other companies are valued at cost less any
impairment in the value that is other than temporary in nature.

PER SHARE INFORMATION

The Company computes per share information by dividing the net loss for the
period presented by the weighted average number of shares outstanding during
such period.

NOTE 3 - PROVISION FOR INCOME TAXES

Realization of deferred tax assets is dependent upon sufficient future taxable
income during the period that deductible temporary differences and
carry-forwards are expected to be available to reduce taxable income. As the
achievement of required future taxable income is uncertain, the Company recorded
a valuation allowance.

F-7

Sienna Resources, Inc.
(An Exploration Stage Company)
Notes to Financial Statements
March 31, 2008

As of March 31, 2008
--------------------

Deferred tax assets:
Net Operating Loss $ 7,160
Tax Rate 34%
Gross deferred tax assets $ 2,434
Valuation allowance $(2,434)
-------
Net deferred tax assets $ 0
=======

NOTE 4 - COMMITMENTS AND CONTINGENCIES

LITIGATION

The Company is not presently involved in any litigation.

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

Recently issued accounting pronouncements will have no significant impact on the
Company and its reporting methods.

NOTE 6 - GOING CONCERN

Future issuances of the Company's equity or debt securities will be required in
order for the Company to continue to finance its operations and continue as a
going concern. The Company's present revenues are insufficient to meet operating
expenses.

The financial statement of the Company have been prepared assuming that the
Company will continue as a going concern, which contemplates, among other
things, the realization of assets and the satisfaction of liabilities in the
normal course of business. The Company has incurred cumulative net losses of $
7,594 since its inception and requires capital for its contemplated operational
and marketing activities to take place. The Company's ability to raise
additional capital through the future issuances of common stock is unknown. The
obtainment of additional financing, the successful development of the Company's
contemplated plan of operations, and its transition, ultimately, to the
attainment of profitable operations are necessary for the Company to continue
operations. The ability to successfully resolve these factors raise substantial
doubt about the Company's ability to continue as a going concern. The financial
statement of the Company do not include any adjustments that may result from the
outcome of these aforementioned uncertainties.

F-8

Sienna Resources, Inc.
(An Exploration Stage Company)
Notes to Financial Statements
March 31, 2008

NOTE 7 - RELATED PARTY TRANSACTIONS

Julie Carter, the sole officer and director of the Company may, in the future,
become involved in other business opportunities as they become available, thus
he may face a conflict in selecting between the Company and his other business
opportunities. The Company has not formulated a policy for the resolution of
such conflicts.

Julie Carter, the sole officer and director of the Company, will not be paid for
any underwriting services that she performs on behalf of the Company with
respect to the Company's upcoming S-1 offering. She will also not receive any
interest on any funds that he advances to the Company for offering expenses
prior to the offering being closed which will be repaid from the proceeds of the
offering.

NOTE 8 - STOCK TRANSACTIONS

Transactions, other than employees' stock issuance, are in accordance with
paragraph 8 of Statement of Financial Accounting Standards 123. Transactions
with employees' stock issuance are in accordance with paragraphs (16-44) of
Statement of Financial Accounting Standards 123. These issuances shall be
accounted for based on the fair value of the consideration received or the fair
value of the equity instruments issued, or whichever is more readily
determinable.

On July 20, 2007, the Company issued a total of 1,250,000 shares of common stock
to one director for cash in the amount of $0.01 per share for a total of $12,500

As of March 31, 2008, the Company had 1,250,000 shares of common stock issued
and outstanding.

NOTE 9 - STOCKHOLDERS' EQUITY

The stockholders' equity section of the Company contains the following classes
of capital stock as of March 31, 2008:

Common stock, $ 0.0001 par value: 80,000,000 shares authorized; 1,250,000 shares
issued and outstanding.

NOTE 10 - MINERAL CLAIMS

On February 4, 2008, the Company acquired a 100% interest in a total of four
mineral claims located in the Paymaster Canyon Area of Esmeralda County, Nevada.

The claims and related geological report were acquired for $7,000. These costs
have been expensed as exploration costs during the year ended March 31, 2008.

F-9

DEALER PROSPECTUS DELIVERY OBLIGATION

"UNTIL ______________, ALL DEALERS THAT EFFECT TRANSACTIONS IN THESE SECURITIES,
WHETHER OR NOT PARTICIPATING IN THIS OFFERING, MAY BE REQUIRED TO DELIVER A
PROSPECTUS. THIS IS IN ADDITION TO THE DEALERS' OBLIGATION TO DELIVER A
PROSPECTUS WHEN ACTING AS UNDERWRITERS AND WITH RESPECT TO THEIR UNSOLD
ALLOTMENTS OR SUBSCRIPTIONS."

PART II - INFORMATION NOT REQUIRED IN PROSPECTUS

ITEM 13. OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION.

The estimated costs of this offering are as follows:

Expenses (1) US ($)
------------ ---------

SEC Registration Fee $ 0.98
Legal and Professional Fees $1,500.00
Accounting and Auditing $2,500.00
Printing of Prospectus $ 499.02
---------
TOTAL $4,500.00
=========

- ----------
(1) All amounts are estimates, other than the SEC's registration fee.

ITEM 14. INDEMNIFICATION OF DIRECTORS AND OFFICERS.

Sienna Resources, Inc.'s By-Laws allow for the indemnification of the officers
and directors in regard to their carrying out the duties of their offices. The
board of directors will make determination regarding the indemnification of the
director, officer or employee as is proper under the circumstances if he/she has
met the applicable standard of conduct set forth in the Delaware General
Corporation Law.

As to indemnification for liabilities arising under the Securities Act of 1933
for directors, officers or persons controlling Sienna Resources, Inc., we have
been informed that in the opinion of the Securities and Exchange Commission such
indemnification is against public policy and unenforceable.

ITEM 15. RECENT SALES OF UNREGISTERED SECURITIES.

Set forth below is information regarding the issuance and sales of securities
without registration since inception. No such sales involved the use of an
underwriter; no advertising or public solicitation was involved; the securities
bear a restrictive legend; and no commissions were paid in connection with the
sale of any securities.

On July 20, 2007 the Company issued a total of 1,250,000 shares of common stock
to Julie Carter for cash at $0.01 per share for a total of $12,500.

These securities were issued in reliance upon the exemption contained in Section
4(2) of the Securities Act of 1933. These securities were issued to a promoter
of the company and bear a restrictive legend.

II-1

ITEM 16. EXHIBITS.

The following exhibits are included with this registration statement:

Exhibit
Number Description
------ -----------

3.1 Certificate of Incorporation
3.2 Bylaws
5.1 Opinion re: Legality and Consent of Counsel
23.1 Consent of Independent Auditor
23.3 Consent of Professional Geologist
99.1 Subscription Agreement

ITEM 17. UNDERTAKINGS

a. The undersigned registrant hereby undertakes:

1. To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement:

i. To include any prospectus required by section 10(a)(3) of the
Securities Act of 1933;
ii. To reflect in the prospectus any facts or events arising after
the effective date of the registration statement (or the most
recent post-effective amendment thereof) which, individually or
in the aggregate, represent a fundamental change in the
information set forth in the registration statement.
Notwithstanding the foregoing, any increase or decrease in volume
of securities offered (if the total dollar value of securities
offered would not exceed that which was registered) and any
deviation from the low or high end of the estimated maximum
offering range may be reflected in the form of prospectus filed
with the Commission pursuant to Rule 424(b) if, in the aggregate,
the changes in volume and price represent no more than 20% change
in the maximum aggregate offering price set forth in the
"Calculation of Registration Fee" table in the effective
registration statement.
iii. To include any material information with respect to the plan of
distribution not previously disclosed in the registration
statement or any material change to such information in the
registration statement;

2. That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be
deemed to be a new registration statement relating to the securities
offered therein, and the offering of such securities at that time
shall be deemed to be the initial bona fide offering thereof.

3. To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the
termination of the offering.

4. That, for the purpose of determining liability under the Securities
Act of 1933 to any purchaser:

i. If the registrant is relying on Rule 430B (230.430B of this
chapter):
A. Each prospectus filed by the registrant pursuant to Rule
424(b)(3)shall be deemed to be part of the registration
statement as of the date the filed prospectus was deemed
part of and included in the registration statement; and

II-2

B. Each prospectus required to be filed pursuant to Rule
424(b)(2), (b)(5), or (b)(7) as part of a registration
statement in reliance on Rule 430B relating to an offering
made pursuant to Rule 415(a)(1)(i), (vii), or (x) for the
purpose of providing the information required by section
10(a) of the Securities Act of 1933 shall be deemed to be
part of and included in the registration statement as of the
earlier of the date such form of prospectus is first used
after effectiveness or the date of the first contract of
sale of securities in the offering described in the
prospectus. As provided in Rule 430B, for liability purposes
of the issuer and any person that is at that date an
underwriter, such date shall be deemed to be a new effective
date of the registration statement relating to the
securities in the registration statement to which that
prospectus relates, and the offering of such securities at
that time shall be deemed to be the initial bona fide
offering thereof. Provided, however, that no statement made
in a registration statement or prospectus that is part of
the registration statement or made in a document
incorporated or deemed incorporated by reference into the
registration statement or prospectus that is part of the
registration statement will, as to a purchaser with a time
of contract of sale prior to such effective date, supersede
or modify any statement that was made in the registration
statement or prospectus that was part of the registration
statement or made in any such document immediately prior to
such effective date; or

ii. If the registrant is subject to Rule 430C, each prospectus filed
pursuant to Rule 424(b) as part of a registration statement
relating to an offering, other than registration statements
relying on Rule 430B or other than prospectuses filed in reliance
on Rule 430A, shall be deemed to be part of and included in the
registration statement as of the date it is first used after
effectiveness. Provided, however, that no statement made in a
registration statement or prospectus that is part of the
registration statement or made in a document incorporated or
deemed incorporated by reference into the registration statement
or prospectus that is part of the registration statement will, as
to a purchaser with a time of contract of sale prior to such
first use, supersede or modify any statement that was made in the
registration statement or prospectus that was part of the
registration statement or made in any such document immediately
prior to such date of first use.

5. That, for the purpose of determining liability of the registrant under
the Securities Act of 1933 to any purchaser in the initial
distribution of the securities: The undersigned registrant undertakes
that in a primary offering of securities of the undersigned registrant
pursuant to this registration statement, regardless of the
underwriting method used to sell the securities to the purchaser, if
the securities are offered or sold to such purchaser by means of any
of the following communications, the undersigned registrant will be a
seller to the purchaser and will be considered to offer or sell such
securities to such purchaser:

i. Any preliminary prospectus or prospectus of the undersigned
registrant relating to the offering required to be filed pursuant
to Rule 424;
ii. Any free writing prospectus relating to the offering prepared by
or on behalf of the undersigned registrant or used or referred to
by the undersigned registrant;
iii. The portion of any other free writing prospectus relating to the
offering containing material information about the undersigned
registrant or its securities provided by or on behalf of the
undersigned registrant; and

II-3

iv. Any other communication that is an offer in the offering made by
the undersigned registrant to the purchaser.

Insofar as indemnification for liabilities arising under the 1933 Act may be
permitted to our director, officer and controlling persons of the small business
issuer pursuant to the foregoing provisions, or otherwise, the small business
issuer has been advised that in the opinion of the Commission such
indemnification is against public policy as expressed in the 1933 Act, and is,
therefore, unenforceable.

In the event that a claims for indemnification against such liabilities (other
than the payment by the small business issuer of expenses incurred or paid by a
director, officer or controlling person of the small business issuer in the
successful defense of any action, suit or proceeding) is asserted by such
director, officer or controlling person in connection with the securities being
registered, the small business issuer will, unless in the opinion of its counsel
the matter has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such indemnification by it is
against public policy as expressed in the 1933 Act, and will be governed by the
final adjudication of such issue.

II-4

SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the
registrant has duly caused this registration statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of Rancho
Mirage, California on June 30, 2008.

Sienna Resources, Inc., Registrant

By: /s/ Julie Carter
-----------------------------------
Julie Carter, President, Secretary,
Treasurer, Chief Executive Officer,
Chief Financial Officer and
Principal Accounting Officer and
Sole Director

Pursuant to the requirements of the Securities Act of 1933, this registration
statement has been signed by the following persons in the capacities and on the
dates indicated.

/s/ Julie Carter Chief Executive Officer June 30, 2008
- --------------------------- ------------------------------ -------------
Julie Carter Title Date

/s/ Julie Carter Chief Financial Officer June 30, 2008
- --------------------------- ------------------------------ -------------
Julie Carter Title Date

/s/ Julie Carter Principal Accounting Officer June 30, 2008
- --------------------------- ------------------------------ -------------
Julie Carter Title Date

II-5