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

FORM 10-Q

[ x ] Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended May 31, 2014

[ ] Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from __________to__________

Commission File Number: 000-54577

Laredo Resources Corp.
(Exact name of registrant as specified in its charter)

NV 90-0822497
(State or other jurisdiction of incorporation or (IRS Employer Identification No.)
organization)  

300 Jameson House, 838 West Hastings Street, Vancouver, B.C., Canada V6C 0A6
(Address of principal executive offices)

(604) 669-9000
(Registrant’s telephone number)

 ________________________________________________________________
(Former name, former address and former fiscal year, if changed since last report)

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

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
[ ] Yes[ x ] No

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

Large accelerated filer [ ] Accelerated filer [ ]
Non-accelerated filer [ ] Smaller reporting company [ x ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
[ ] Yes[ x ] No

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 2,128,500,000 as of May 31, 2014


TABLE OF CONTENTS

    Page
  PART I - FINANCIAL INFORMATION  
Item 1: Financial Statements 3
Item 2: Management’s Discussion and Analysis of Financial Condition and Results of Operations 4
Item 3: Quantitative and Qualitative Disclosures About Market Risk 6
Item 4: Controls and Procedures 7
  PART II - OTHER INFORMATION  
Item 1: Legal Proceedings 8
Item 1A: Risk Factors 8
Item 2: Unregistered Sales of Equity Securities and Use of Proceeds 8
Item 3: Defaults Upon Senior Securities 8
Item 4: Mine Safety Disclosures 8
Item 5: Other Information 8
Item 6: Exhibits 9

2


PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our financial statements included in this Form 10-Q are as follows:

F-2 Balance Sheets as of May 31, 2014 and August 31, 2013 (unaudited);
F-3 Statements of Operations for the three and nine months ended May 31, 2014 and 2013 (unaudited);
F-4 Statements of Cash Flows for the nine months ended May 31, 2014 and 2013 (unaudited);
F-5 Notes to Financial Statements.

These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Operating results for the interim period ended May 31, 2014, are not necessarily indicative of the results that can be expected for the full year.

3



Laredo Resources Corp.
Balance Sheets
(Unaudited)

    May 31,     August 31,  
    2014     2013  
             
ASSETS            
Current Assets            
Cash $  50,314   $  692  
Prepaid Expense   -     1,000  
Total Current Assets   50,314     1,692  
Property option   47,600     -  
Intangible asset, net of accumulated amortization of $7,322 and $3,209, respectively   9,178     13,291  
             
TOTAL ASSETS $  107,092   $  14,983  
             
             
LIABILITIES AND STOCKHOLDERS' DEFICIT            
Current Liabilities            
Accounts payable and accrued liabilities $  167,251   $  123,400  
Advances from related party   185,022     105,901  
Note payable   122,201     -  
Note payable, related party   7,500     20,000  
Accrued interest, related party   -     1,156  
Total Current Liabilities   481,974     250,457  
             
Stockholders' Deficit            
Series A convertible preferred stock: $.001 par value, 100 shares
authorized, none issued or outstanding
  -
  -
Series B preferred stock: $.00001 par value, 10,000,000 shares
authorized, 118,283 issued and outstanding
  1
  -
Series C convertible preferred stock: $.00001 par value, 10,000,000 shares
authorized, 45,138 issued and outstanding
  1
  -
Series D preferred stock: $.001 par value, 10,000,000 shares
authorized, none issued or outstanding
 
-
   
-
 
Common stock: $.00001 par value, 3,000,000,000 shares authorized ,
2,128,500,000 and 178,500,000 shares issued and outstanding
 
21,285
   
1,785
 
Additional paid in capital   418,700     269,601  
Deficit accumulated   (814,869 )   (506,860 )
Total Stockholders' Deficit   (374,882 )   (235,474 )
             
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $  107,092   $  14,983  

The accompanying notes that are an integral part of these financial statements.

F-2



Laredo Resources Corp.
Statements of Operations
(Unaudited)

    Three Months Ended     Nine Months Ended  
    May 31,     May 31,     May 31,     May 31,  
    2014     2013     2014     2013  
                         
                         
Revenue   -     -     -     -  
                         
Operating expenses                        
 Amortization expense $  1,386   $  1,823   $  4,113   $  1,823  
 Accounting and audit   3,500     6,084     14,734     21,242  
 Foreign exchange (gain) loss   -     3     -     (2,324 )
 Legal and professional fees   3,215     4,569     9,921     35,388  
 General and administrative expenses   1,507     53,939     3,111     30,342  
 Mineral property and exploration costs   -     30,000     -     95,842  
 Transfer and filing fees   9,887     3,458     14,773     26,194  
 Management fees   58,900     -     156,700        
 Stock compensation   27,980     -     32,983     -  
Operating loss before interest expense   (106,375 )   (99,876 )   (236,335 )   (208,507 )
                         
Other Income(Expense)                        
 Forgiveness of debt   -     -     17,344     -  
 Interest expense   (28,657 )   (300 )   (77,156 )   (997 )
                         
Net loss $  (135,032 ) $  (100,176 ) $  (296,147 ) $  (209,504 )
                         
Preferred stock dividend   (11,862 )   -     (11,862 )   -  
                         
Net loss attributable to common shareholders $  (146,894 ) $  (100,176 ) $  (308,009 ) $  (209,504 )
                         
Basic loss per share $  (0.00 ) $  (0.00 ) $  (0.00 ) $  (0.00 )
                         
Weighted average number of shares outstanding - basic   700,322,222     178,500,000     700,322,222     178,500,000  

The accompanying notes that are an integral part of these financial statements.

F-3



Laredo Resources Corp.
Statements of Cash Flows
(Unaudited)

    Nine Months Ended  
    May 31,     May 31,  
    2014     2013  
             
CASH FLOWS FROM OPERATING ACTIVITIES:            
 Net loss $  (296,147 ) $  (209,504 )
Adjustments to reconcile net loss to net cash used by operating activities        
       Non cash interest expense - capital contribution   -     25  
         Amortization expense   4,113     1,823  
         Stock-based compensation   32,983     -  
       Gain on settlement of debt   (17,344 )   -  
 Changes in operating assets and liabilities:            
       Prepaid expenses   1,000     -  
       Accrued interest, related party   -     972  
       Accounts payables and accrued liabilities   71,295     137,143  
       Accounts payable, related party   -     66,436  
Net cash used in operating activities   (204,100 )   (3,105 )
             
CASH FLOWS FROM INVESTING ACTIVITIES:            
       Acquisition of property option   (47,600 )   -  
       Website development   -     (16,500 )
Net cash used in investing activities   (47,600 )   (16,500 )
             
CASH FLOWS FROM FINANCING ACTIVITIES:            
             Proceeds from the sale of preferred stock   100,000     -  
             Proceeds from note payable   122,201     -  
             Proceeds from advances, related party   79,121     20,000  
             Net Cash Provided by Financing Activates   301,322     20,000  
             
Net change in cash and cash equivalents   49,622     395  
Cash and cash equivalents, beginning of period   692     368  
Cash and cash equivalents, end of period $  50,314     763  
             
Non-cash transactions:            
             Issuance of common shares for debt $  12,500   $  -  
             Issuance of preferred shares for debt $  25,689     -  
             Gain from foreign exchange $  -   $  2,381  
             Property option payment in accounts payable $  20,000     -  
             Preferred stock dividend $  11,862     -  
             Capital Contribution $  2,911     -  

The accompanying notes that are an integral part of these financial statements.

F-4



LAREDO RESOURCES CORP.
Notes to Unaudited Financial Statements
May 31, 2014

Note 1 - Basis of Presentation

While the information presented in the accompanying May 31, 2014 financial statements is unaudited, it includes all adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the period presented in accordance with the accounting principles generally accepted in the United States of America. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. These financial statements should be read in conjunction with the Company’s August 31, 2013 audited financial statements (notes thereto) included in the Company’s Annual Report Form 10-K. Operating results for the nine months ended May 31, 2014 are not necessarily indicative of the results that can be expected for the year ending August 31, 2014.

In the quarter ending May 31, 2014, the Company has elected to early adopt Accounting Standards Update No. 2014-10, Development Stage Entities (Topic 915): Elimination of Certain Financial Reporting Requirements. The adoption of this ASU allows the Company to remove the inception to date information and all references to development stage.

Note 2 - Nature of Operations and Ability to Continue as a Going Concern

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. The Company has yet to achieve profitable operations, has accumulated losses of $814,869 since its inception and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern.

The Company’s ability to continue as a going concern is dependent upon its ability to generate future profitable operations and/or to obtain the necessary financing from shareholders or other sources to meet its obligations and repay its liabilities arising from normal business operations when they become due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available or on acceptable terms, if at all. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the company cannot continue in existence.

Note 3 Summary of Significant Accounting Policies

Mineral Property Option

The Company is primarily engaged in the acquisition, exploration and development of mineral properties.

Mineral property acquisition costs are capitalized in accordance with FASB ASC 930, “Extractive Activities-Mining,” when management has determined that probable future benefits consisting of a contribution to future cash inflows have been identified and adequate financial resources are available or are expected to be available as required to meet the terms of property acquisition and budgeted exploration and development expenditures. Mineral property acquisition costs are expensed as incurred if the criteria for capitalization are not met.

In the event that mineral property acquisition costs are paid with Company shares, those shares are recorded at the estimated fair value at the time the shares are due in accordance with the terms of the property agreements.

Mineral property exploration costs are expensed as incurred.

When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves and pre-feasibility, the costs incurred to develop such property are capitalized.

Estimated future removal and site restoration costs, when determinable are provided over the life of proven reserves on a units-of-production basis. Costs, which include production equipment removal and environmental remediation, are estimated each period by management based on current regulations, actual expenses incurred, and technology and industry standards. Any charge is included in exploration expense or the provision for depletion and depreciation during the period and the actual restoration expenditures are charged to the accumulated provision amounts as incurred.

When it has been determined that a mineral property can be economically developed as a result of establishing proven and probable reserves and pre-feasibility, the costs incurred to develop such property are capitalized.


Estimated future removal and site restoration costs, when determinable are provided over the life of proven reserves on a units-of-production basis. Costs, which include production equipment removal and environmental remediation, are estimated each period by management based on current regulations, actual expenses incurred, and technology and industry standards. Any charge is included in exploration expense or the provision for depletion and depreciation during the period and the actual restoration expenditures are charged to the accumulated provision amounts as incurred.

Asset Retirement Obligations

Asset retirement obligations (“ARO”) associated with the retirement of a tangible long-lived asset, are recognized as liabilities in the period in which it is incurred and becomes determinable, with an offsetting increase in the carrying amount of the associated assets. The cost of tangible long-lived assets, including the initially recognized ARO, is amortized, such that the cost of the ARO is recognized over the useful life of the assets. The ARO is recorded at fair value, and accretion expense is recognized over time as the discounted fair value is accreted to the expected settlement value.

The fair value of the ARO is measured using expected future cash flow, discounted at the Company’s credit-adjusted risk-free interest rate. As of May 31, 2014 the Company has determined no provision for ARO’s is required.

Note 4 - Related Party Transactions

During the quarter ended May 31, 2014, the Company retired $12,500 portion of a $20,000 note owed to the Company's CEO in exchange for 1.25 billion common shares which had a fair value of $12,500. Additionally, accrued interest of $2,911 relating to this note was forgiven. The remaining $7,500 balance bears no interest and is due within one year.

On December 16, 2013, Laredo Resources Corp. entered into a one year consulting agreement with Olie Inc. in exchange for 100,000 shares of Laredo’s Series B preferred shares with a fair value of $21,613. Robert Gardner, CEO of Laredo is the sole officer and majority shareholder of Olie Inc.

During the nine months ended May 31, 2014, the company was advanced $79,121 from the Company’s CEO. Additionally, the CEO performed management services for the company in the amount of $56,700.

Note 5 - Notes Payable

As of May 31, 2014, the Company owes $122,201 to third parties. $48,030 of this amount is non-interest bearing and due on demand. The remaining $74,271 portion is non-interest bearing and is due on May 31, 2015.

Note 6 - Advance for Mineral Property Option

On September 6, 2013, Laredo bought the mineral rights to the Pony Mountain Gold Property from a third party, Magna Management Ltd. During the quarter ending May 31, 2014, the Company paid $47,600 to Magna Management Ltd. The total purchase price for these rights is $3,000,000. However, the Company does not have title to the property and, therefore, has only recorded payments made through May 31, 2014 toward the total purchase price in the financial statements.

Note 7 - Capital Stock

Each share of Series A preferred stock is convertible into the number of shares of common stock equal to four times the sum of all shares of common stock issued and outstanding plus all shares of Series B, C and D preferred stock issued and outstanding divided by the number of shares of Series A preferred stock issued and outstanding at the time of conversion. There are no Series A or D shares issued or outstanding.

Each share of Series B and C preferred stock is convertible into 100,000 common shares. Shares of Series B and C preferred stock may not be converted into shares of common stock for a period of twelve months from each issuance. The holders of Series C preferred stock are entitled to receive dividends when, and if declared by the Board of Directors, in its sole discretion. The company estimated the fair value of preferred stock and common stock using an enterprise valuation model based on current selling prices of comparable non-operating public shell companies.

During the past 9 months:

Laredo changed the number of authorized shares of common stock to 3,000,000,000 and changed the par value from $0.001 to $0.00001. All disclosures have been restated to reflect the change in par value.

Laredo issued 700,000,000 common shares to various consultants for services rendered. These shares were valued at the fair market trading value, in the amount of $11,369 at each date of grant.

Laredo issued 100,000 Series B Preferred shares to Olie Inc. with a fair market price of $21,613 in exchange for a one year consulting contract.


Laredo issued 5,138 Series C Preferred were issued in exchanged for outstanding debt and accrued interest of $25,689. The common shares had a fair value of $8,345 and the difference was recorded as a gain on settlement of debt.

Laredo issued 1.25 billion common shares to its CEO in payment for $12,500 debt. The shares had a fair market value of $12,500.

Laredo issued 40,000 Series C Preferred shares in exchange for $100,000 of third party cash. Each preferred share was priced at $2.50.

On April 19, 2014 Laredo Resources declared a stock dividend of 1 restricted Series B Preferred Share per every 100,000 common shares held as of record date April 19, 2014 and payable on May 6, 2014. No partial shares were granted. The preferred shares had a fair value of $11,862 at the date of grant.

Note 8 - Subsequent Events

In accordance with ASC 855-10, management has evaluated subsequent events through the date the financial statements were issued.

On July 2, 2014 De Joya Griffith, LLC ("De Joya") officially resigned as the Company's independent registered public accounting firm effective immediately. Laredo Resources Corp. engaged MaloneBaily, LLP as the Company's independent registered public accounting firm for the year ended August 31, 2014, to be effective immediately as of July 2, 2014.

F-10


Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations Forward-Looking Statements

Certain statements, other than purely historical information, including estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements.” These forward-looking statements generally are identified by the words “believes,” “project,” “expects,” “anticipates,” “estimates,” “intends,” “strategy,” “plan,” “may,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties which may cause actual results to differ materially from the forward-looking statements. Our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse affect on our operations and future prospects on a consolidated basis include, but are not limited to: changes in economic conditions, legislative/regulatory changes, availability of capital, interest rates, competition, and generally accepted accounting principles. These risks and uncertainties should also be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.

Company Overview

We were incorporated on August 17, 2010, under the laws of the state of Nevada. We were originally engaged in the exploration of certain mineral claims located in Elko County, Nevada. On September 10, 2012, we entered into an Agreement of Conveyance, Transfer and Assignment of Membership Interests and Assumption of Obligations (the “Agreement”) with our former sole officer and director, Ruth Cruz Santos. Pursuant to the Agreement, we transferred all membership interests in our operating subsidiary, LRE Exploration LLC, to Ms. Santos. In exchange for this assignment of membership interests, Ms. Santos agreed to assume and cancel all liabilities relating to our former business of exploring certain mining claims located in Elko County, Nevada. In addition, Ms. Santos agreed to release all liability under certain promissory notes due and owing to her. As a result of the Agreement, we are no longer pursuing the mineral exploration opportunities located in Elko County, Nevada.

We are currently pursuing a new mineral exploration opportunities under the direction of new management. On November 2, 2012, we entered into a letter agreement with Magna Management Ltd. (“Magna”) under which we have been granted the exclusive right, for a period of sixty (60) days, to negotiate for the purchase of all rights held by Magna in the mineral property known as Pony Mountain Gold, located in the Mineral Hills District (commonly called the Pony District) in southwestern Montana. By agreement with the Magna, the option period has been extended to February 20, 2013. During the exclusive negotiation period, we will have access to all documentation and information regarding the title and geology of the property and any other information necessary for the completion of our due diligence. We anticipate that our purchase of Magna’s rights to the property, if consummated, would be made through a combination of cash payment and issuance of common stock, with the rights being assigned to a wholly-owned subsidiary to be formed. Pricing and other details of the potential acquisition of Magna’s rights are the subject of ongoing negotiations.

On September 6, 2013, the Company memorialized the previous November 2, 2012, MOU agreement with Magna under which we have been granted the rights afforded to Magna as the denoted Buyer pursuant to the CONTRACT FOR DEED FOR SALE AND PURCHASE OF MINING PROPERTY agreement, entered into between Magna and the Sellers on August 1, 2013, regarding the Pony Mountain Gold mineral property.

The Pony Mountain Gold property is comprised of an approximately 4000-acre package of properties, assembled over the years by a local family and local geologist. The property contains several previously-mined, underground hard-rock vein systems, such as the Mountain Cliff, Strawberry-Keystone, Amy, and Atlantic-Pacific (A-P) mines. Historically, the Pony Mountain Gold property has been productive, and we believe it has potential for new productivity.

4


In the event that we acquire Magna’s rights to the Pony Mountain Gold property, we will assume Magna’s rights and duties under a Memorandum of Understanding between Magna and the various owners of the property (the “MOU”). As the assignee of Magna’s rights under the MOU, we would be entitled to exclusive proprietary marketing rights for the property in exchange for total payments of $3,000,000 to be made in quarterly installments of $250,000 each. All net revenues received from third-party processors of material mined from the property will be paid to the owners of the property and applied to the total purchase price until paid in full. The owners will retain a perpetual 2% net smelter royalty. Closing of the transaction contemplated by the MOU will be documented under a definitive Mining Lease and Option Agreement.

Magna has engaged Moen Excavating, LLC to take and prepare samples from dumps located on the Pony Mountain Gold property, to coordinate laboratory testing of samples taken from the property, and to conduct negotiations with the Golden Sunlight-Barrick mill for the processing of material from the property. Magna has also agreed to engage Moen Excavating for all surface work on the property and for the future hauling of dump material from the property to the mill. In the event that we are assigned Magna’s rights to the property, we plan to continue the engagement with Moen Excavating as Magna’s assignee.

Results of Operations for the three and six months ended May 31, 2014 and 2013 and for the period from Inception (August 17, 2010) through May 31, 2014.

Revenues

We have had no revenue for the three and nine months ended May 31, 2014 and May 31, 2013.

Operating Expense

Total Operating Expenses. Total operating expenses for the three months and nine month ended May 31, 2014 and 2013 were $106,375, $99,876, $236,335 and $208,507 respectively. These expenses consisted of stock compensation, legal and professional fees, management fees, general and administrative expenses, and amortization of website. The large increase in operating expense was primarily due to issuance of shares for consulting fees to assist in implementing our business plan.

Furthermore, other expenses for the three months and nine month ended May 31, 2014 and 2013 were $28,657, $300, $59,812 and$997. These expenses were the result of interest on debt and gain on conversion of debt.

Liquidity and Capital Resources

As of May 31, 2014, we had total current assets of $107,092, consisting of $50,314 in cash and $47,600 of a property option. Our total current liabilities as of May 31, 2014 were $481,974, and consisted of a related party note payable, and accounts payable and accrued liabilities, note payable, accrued interest, amount payable to related party for expenses incurred on behalf of the Company, and amount payable to a third party entity against purchase of mining rights. We had a working capital deficit of $384,060 as of May 31, 2014.

Operating activities used $204,100 in net cash during the nine months ended May 31, 2014. Operating activities used $3,105 in net cash during the nine months ended May 31, 2013. Our net losses during these periods were the primary negative components of our operating cash flows. Financing activities generated cash of $301,322 during the nine months ended May 31, 2014, as against $20,000 during the nine months ended May 31, 2013. The source of this cash was the proceeds of related party notes payable, as well as the sale of capital stock.

As discussed above, we will require financing in the amount of $3,000,000 to complete our planned acquisition of the Pony Mountain Gold property. Also, significant additional financing may be required in order to commence the active production of precious metals on those mining claims. We intend to fund our acquisition of the Pony Mountain Gold property rights, as well as our initial operations, through debt and/or equity financing arrangements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, in amounts sufficient to fund our planned acquisitions and other activities, or at all.

5


Off Balance Sheet Arrangements

As of May 31, 2014 there were no off balance sheet arrangements.

Going Concern

We have negative working capital, have incurred losses since inception, and have not yet received revenues from options on out property. These factors create substantial doubt about our ability to continue as a going concern. The financial statements do not include any adjustment that might be necessary if we are unable to continue as a going concern.

Our ability to continue as a going concern is dependent on generating cash from the sale of our common stock and/or obtaining debt financing and attaining future profitable operations. Management’s plans include selling our equity securities and obtaining debt financing to fund our capital requirement and ongoing operations; however, there can be no assurance we will be successful in these efforts.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

A smaller reporting company is not required to provide the information required by this Item.

6


Item 4. Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) as of May 31, 2014. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, Mr. Robert Gardner.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act are recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

Based upon that evaluation, including our Chief Executive Officer and Chief Financial Officer, we have concluded that our disclosure controls and procedures were not effective as of the end of the period covered by this quarterly report. The material weaknesses, which relate to internal control over financial reporting, that were identified are:

  • Lack of proper segregation of duties
  • Lack of appropriate accounting policies and related procedures
  • Lack of adequate personnel and other resources to assure that significant and complex transactions are timecomplex transactiosn are timely analyzed and reviewed

Limitations on the Effectiveness of Internal Controls

Our management does not expect that our disclosure controls and procedures or our internal control over financial reporting will necessarily prevent all fraud and material error. Our disclosure controls and procedures are designed to provide reasonable assurance of achieving our objectives and our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective at that reasonable assurance level. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.

7


PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We are not a party to any pending legal proceeding. We are not aware of any pending legal proceeding to which any of our officers, directors, or any beneficial holders of 5% or more of our voting securities are adverse to us or have a material interest adverse to us.

Item 1A. Risk Factors

A smaller reporting company is not required to provide the information required by this Item.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None

Item 3. Defaults upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None

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Item 6. Exhibits

Exhibit Description of Exhibit
Number  
31.1 Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS ** XBRL Instance Document
101.SCH ** XBRL Taxonomy Extension Schema Document
101.CAL ** XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF ** XBRL Taxonomy Extension Definition Linkbase Document
101.LAB ** XBRL Taxonomy Extension Label Linkbase Document
101.PRE ** XBRL Taxonomy Extension Presentation Linkbase Document

** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

  LAREDO RESOURCES, CORP.
     
Date: July 21, 2014 By: /s/ Robert Gardner
    Robert Gardner
    Chief Executive Officer and Chief Financial
    Officer

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