Edgar Filing: Saguaro Resources, Inc.

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

FORM 10-K

(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the fiscal year ended: June 30, 2010
or

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the transition period from __________________ to __________________

Commission file number: 333-162168

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

Delaware 26-2123838
State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification No.)

71 The Mead, Darlington, County Durham, DL1 1EU
(Address of principal executive offices and Zip Code)

Telephone 011-44-7753-998016
Facsimile 011-44-7006-050347
Registrant's telephone number, including area code

N/A
(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act
None

Securities registered pursuant to Section 12(g) of the Act
None

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act. Yes [ ] No [X]

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act. Yes [ ] No [X]

Note - Checking the box above will not relieve any registrant required to file
reports pursuant to Section 13 or 15(d) of the Exchange Act from their
obligations under those Sections.

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. Yes [X] 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 (ss.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 [ ] No [ ]

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K (ss. 229.405 of this chapter) is not contained herein, and
will not be contained, to the best of registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. Yes [ ] No [X]

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 (ss.229.405 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 [ ] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer," "accelerated filer" and "smaller
reporting company" in Rule 12b-2 of the Exchange Act

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

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

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates computed by reference to the price at which the common equity
was last sold, or the average bid and asked price of such common equity, as of
the last business day of the registrant's most recently completed second fiscal
quarter.

No market existed for our securities as of the most recently completed fiscal
quarter. (1)

(1) The aggregate market value of the voting stock held by non-affiliates is
computed by reference to the price of the average bid and asked price of
such common equity, as of the last business day of our most recently
completed second fiscal quarter.

Note.--If a determination as to whether a particular person or entity is an
affiliate cannot be made without involving unreasonable effort and expense, the
aggregate market value of the common stock held by non-affiliates may be
calculated on the basis of assumptions reasonable under the circumstances,
provided that the assumptions are set forth in this Form.

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date: 4,500,000 shares of common
stock are issued and outstanding as of August 13, 2010

DOCUMENTS INCORPORATED BY REFERENCE

Not Applicable

TABLE OF CONTENTS

PART I

ITEM 1. BUSINESS......................................................... 1

ITEM 1A. RISK FACTORS..................................................... 13

ITEM 1B. UNRESOLVED STAFF COMMENTS........................................ 17

ITEM 2. PROPERTIES....................................................... 17

ITEM 3. LEGAL PROCEEDINGS................................................ 17

ITEM 4. [REMOVED AND RESERVED]........................................... 17

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER
MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES................ 18

ITEM 6. SELECTED FINANCIAL DATA.......................................... 19

ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATION......................................... 20

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK....... 23

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...................... 24

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING
AND FINANCIAL MATTERS............................................ 33

ITEM 9A(T). CONTROLS AND PROCEDURES.......................................... 33

ITEM 9B. OTHER INFORMATION................................................ 34

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE........... 35

ITEM 11. EXECUTIVE COMPENSATION........................................... 36

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
AND RELATED STOCKHOLDER MATTERS.................................. 37

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE..................................................... 38

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES........................... 38

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.......................... 39

SIGNATURES................................................................... 40

PART I

ITEM 1. BUSINESS

FORWARD-LOOKING STATEMENTS

This report contains forward-looking statements. These statements relate to
future events or our future financial performance. In some cases, you can
identify forward-looking statements by terminology such as "may", "should",
"expects", "plans", "anticipates", "believes", "estimates", "predicts",
"potential" or "continue" or the negative of these terms or other comparable
terminology. These statements are only predictions and involve known and unknown
risks, uncertainties and other factors, including the risks in the section
entitled "ITEM 1A. RISK FACTORS" beginning on page 16, any of which may cause
our actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. These and
other factors should be considered carefully and readers should not place undue
reliance on our forward-looking statements.

Forward looking statements are made based on management's beliefs, estimates and
opinions on the date the statements are made and we undertake no obligation to
update forward-looking statements if these beliefs, estimates and opinions or
other circumstances should change. Although we believe that the expectations
reflected in the forward-looking statements are reasonable, we cannot guarantee
future results, levels of activity, performance or achievements. Except as
required by applicable law, including the securities laws of the United States,
we do not intend to update any of the forward-looking statements to conform
these statements to actual results.

Our financial statements are stated in United States dollars (US$) and are
prepared in accordance with United States Generally Accepted Accounting
Principles. In this report, unless otherwise specified, all dollar amounts are
expressed in United States dollars and all references to "common shares" refer
to the common shares in our capital stock.

As used in this annual report, the terms "we", "us", "our", and "Saguaro" mean
Saguaro Resources, Inc., unless the context clearly requires otherwise.

CORPORATE OVERVIEW AND DESCRIPTION OF OUR BUSINESS

Saguaro Resources, Inc. was incorporated in the State of Delaware on February
29, 2008 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 71 The Mead, Darlington,
County Durham, DL1 1EU, United Kingdom. The telephone number is 011 44
7753998016.

We received our initial funding of $12,500 through the sale of common stock to
our officer and director, Lynn Briggs, who purchased 2,500,000 shares of our
common stock at $0.005 per share on June 16, 2008. On January 11, 2010, the
Company issued a total of 2,000,000 shares of common stock to 25 individuals for
cash in the amount of $.01 per share for a total of $20,000 pursuant to a
registration statement on Form S-1 filed with the SEC under file number
333-162168 which became effective on January 7, 2010.

Our financial statements from inception (February 29, 2008) through June 30,
2010 report a net loss of $34,801 and no revenues. Our independent auditor has
issued an audit opinion for Saguaro Resources, Inc. which includes a statement
expressing substantial doubt as to our ability to continue as a going concern.

We currently own a 100% undivided interest in a mineral property, the Sky 1-4
Mineral Claims (known as the "Sky Property"). The Sky Property consists of an
area of 82.64 acres located in the Lida Quadrangle, Esmeralda County, Nevada.
Title to the Sky Property is held by Saguaro Resources, Inc. Our plan of
operation is to conduct mineral exploration activities on the property in order
to assess whether it contains mineral deposits capable of commercial extraction.

We have not earned any revenues to date and we do not anticipate earning
revenues until such time as we enter into commercial production of our mineral
property. We are presently in the exploration stage of our business and we can
provide no assurance that we will discover commercially exploitable levels of
mineral resources on our property. Moreover, if such deposits are discovered,
there is no guarantee that we will enter into further substantial exploration
programs.

CURRENT STATUS OF OUR BUSINESS

We are currently conducting exploration activities on the Sky 1-4 Mineral Claims
located in Esmeralda County, Nevada that we call the "Sky Property." These
exploration activities are being conducted to assess whether it contains any
commercially exploitable mineral reserves. Currently there are no known mineral
reserves on the property. The source of information contained in this discussion
is our geology report prepared by James W. McLeod, P. Geo. dated June 20, 2008.

There is the likelihood of our mineral claims containing little or no economic
mineralization or reserves of silver, gold and other minerals. The Sky Property
consists of four contiguous, located, lode mineral claims, comprising a total of
82.64 acres and lies in the west central part of Nevada in the Lida Quadrangle,
Esmeralda County, Nevada. The region is known for its historic production of
lode silver and gold. 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 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 claims do not
contain any reserves, all funds that we spend on exploration will be lost.

ACQUISITION OF THE SKY MINERAL CLAIMS

In June, 2008, we purchased a 100% undivided interest in the Sky 1-4 Mineral
Claims for a price of $3,500 from Western Minerals, Inc. The claims are staked
and recorded in the name of Saguaro Resources, Inc. and are in good standing
until September 1, 2010. The company is required each year to apply to the
Bureau of Land Management to extend the claims for an additional year. The
company paid $40 to the Bureau of Land Management for the Maintenance Fee Waiver
Certification and also filed an Affadavit of Annual Assessment Work with
Esmeralda County and paid $46 in fees..

We engaged James W. McLeod, P. Geo. of Western Minerals, Inc., to prepare a
geological evaluation report on the Sky Property and paid him $3,500 for the
report. 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 Sky Property entitled
"Review and Recommendations, Sky 1-4 Mineral Claims, Lida Quadrangle 71/2'Map,
Esmeralda County, Nevada, USA" prepared by Mr. McLeod on June 20, 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 Sky Property
provided below is based on Mr. McLeod's report.

[MAP SHOWING THE PROPERTY 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 Sky Property is in good standing to September 1, 2010. 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. The director is currently completing the paperwork to extend the claim for
another year.

DESCRIPTION OF PROPERTY

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

The Sky 1-4 mineral claim area is situated 22 airmiles south-southwest of the
Town of Goldfield, Nevada. The claims are motor vehicle accessible from the Town
of Goldfield by traveling 15 miles south along Highway 95 to the Lida
(Cottontail), Highway 266 junction that is then taken to the west for 15 miles
to a good gravel road traveling north from the highway. This road is taken 2
miles to the Sky 1-4 mineral claims.

The claims were recorded with the County and the Bureau of Land Management. We
have made 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" - 8" of precipitation annually of which about 10%
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's to 70's F(degree) average with high spells of 100+F(degree) while
the winters are generally more severe than the dry belt to the west and can last
from December through February. Temperatures experienced during mid-winter
average, for the month of January, from the high 20's to the low 40's F(degree)
with low spells down to -20 F(degree).

The physiography of the Sky property is very low east-sloping terrain. The
general area with many broad open valleys and moderately high mountain ridges
hosts sagebrush and other desert plants on the low hill slopes.

The claim area ranges in elevation from 5,280' - 5,380' mean sea level. The
physiographic setting of the property can be described as open desert in a broad
valley within a mosaic of moderately rugged mountains on the west and east well
beyond the claim boundaries. The area has been surficially altered both by
fluvial and wind erosion and the depositional (drift cover) effects of
in-filling. Thickness of drift cover in the valleys may vary considerably.

INFRASTRUCTURE

The Towns of Tonopah and Goldfield offer 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 south of Tonopah and
183 miles south of Goldfield by paved road (Highway 95).

Infrastructure such as highways and secondary roads, communications,
accommodations and supplies that are essential to carrying-out an exploration
and development program are at hand in Goldfield.

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. Some of the oldest units are found to occur in the
southeast corner of the State along the Colorado River. The bedrock units often
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 walls of some canyons. 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]

[GRAPHIC LEGEND FOR THE REGIONAL GEOLOGY MAP]

LOCAL GEOLOGY

The local geology about the Sky property which lies approximately 22 airmiles
south-southwest of Goldfield, Nevada is seen to occur in a basin-type area of
considerable length and width that is surrounded by rock exposure ridges and
ranges containing some fairly high peaks. This basin area appears to trend in
the direction of from NE of Lida, NV toward the SW of Goldfield, NV some 12-15
miles with an intervening bedrock ridge close to the southern and northern ends
of the basin. Near Lida there are a concentration of observed thrust faults
while on the Goldfield end there are more high angle faults. In the southern
area of the basin near Mount Jackson are observed arcuate-shaped faults and rock
unit contacts. It is felt that in an area expressing such noticeable structural
changes and relevant peripheral geology that the setting may have been conducive
to hydrothermal solutions offering mineralization.

PROPERTY GEOLOGY AND MINERALIZATION

The geology of the Sky property area may be described as being underlain by
Quaternary aged and/or desert wash, collovium, alluvium and playa deposits. This
younger covered basin within a larger surrounding area of rock exposure and some
known mineral occurrences exhibits a good geological setting and a target area
in which to conduct mineral exploration.

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

GEOPHYSICS OF THE SKY 1-4 MINERAL CLAIMS

The aeromagnetic results shown in the following figure are from a survey after
U.S.G.S. map GP-753.

The Sky property is seen to lie in a covered basin area between two subtle
west-east trending magnetic "highs". There is not much change evident in
gradient in the claim area in this in-filled basin of unknown depth, but
possibly related to a structural feature that could reflect a rock contact or
alteration zone. Ground geophysical surveys may add more detail to our
understanding of the possible potential of the claim area. Phase 1 prospecting,
mapping and soil geochemistry that was recently completed by the consulting
geologist. Management is currently evaluating his Phase 1 report which was
issued on May 21, 2010.

[MAP SHOWING THE AEROMAGNETIC RESULTS]

DRILLING

No drilling appears to have taken place on the area covered by the Sky 1-4
Mineral Claims, except for the Phase 1 activities undertaken by the consulting
geologist..

SAMPLE METHOD AND APPROACH

Standard sampling methods are utilized, for example a rock sample would be
acquired from the rock exposure with a hammer. The sample will be roughly
2"x2"x2" of freshly broken material. The sample grid location is recorded with a
global positioning system (GPS) that is 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.

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. Phase 1 exploration of a two phase approach has
been completed, a report on the findings was issued by the consulting geologist
on May 21, 2010. Management is currently evaluating the results.

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.

The relatively new and proprietary method for sampling and analyses called
mobile metal ions (MMI) may be very useful in our exploration endeavors. The
samples in the desert climates are taken consistently from between 4" and 8" in
the soil layer below the organic zone. The samples undergo selective digestion
with subsequent analyses for the chosen metal package. The cost of taking the
MMI samples 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
geologist, but its good geological setting and interesting aeromagnetic data
encourages the recommendation to conduct exploration work on the property. The
geologist is confident any information included in his report is accurate and
can be utilized in planning further exploration work.

ADJACENT PROPERTIES

The Sky property does have immediately adjacent mineral properties staked about
them by un-related persons or parties.

MINERAL PROCESSING AND METALLURGICAL TESTING

No mineral processing or metallurgical testing analyses have been carried out on
the Sky Property.

MINERAL RESOURCE AND MINERAL RESERVE ESTIMATES

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

INTERPRETATION AND CONCLUSIONS

The object of the recommendations made in this report are to facilitate in the
possible discovery of a large, possibly lower 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 Sky 1-4 mineral claims.

RECOMMENDATIONS

The geologist believes 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 a good exploration
target 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 Sky
1-4 mineral claims.

Detailed prospecting, mapping and reconnaissance MMI soil geochemical surveys of
the claim area should be undertaken if and when the Company is in a position to
do so. The following two phase exploration proposal and cost estimate is offered
with the understanding that consecutive phases are contingent upon positive and
encouraging results being obtained from each preceding phase:

PHASE 1

Detailed prospecting, mapping and soil geochemistry.
The estimated cost for this program is all inclusive.
The timeline for accomplishing this phase of fieldwork
including the turn-around time on analyses is approximately
two months $ 8,500

PHASE 2

Magnetometer and VLF electromagnetic, grid controlled
surveys over the areas of interest determined by the
Phase 1 survey. Included in this estimated cost is
transportation, accommodation, board, grid installation,
two geophysical surveys, maps and report 9,500
-------

Total $18,000
=======

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. 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, Lynn Briggs, who currently devotes 4-5
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.

ITEM 1A. RISK FACTORS

An investment in our common stock involves a high degree of risk. You should
carefully consider the risks described below and the other information in this
entire prospectus before investing in our common stock. If any of the following
risks occur, our business, operating results, and financial condition could be
seriously harmed. The trading price of our common stock, when and if we trade at
a later date, could decline due to any of these risks. This could result in you
losing all or part of your investment.

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 were incorporated on February 29, 2008 and to date have been involved
primarily in organizational activities and the acquisition of the mineral claim.
We have only recently commenced exploration on the Sky Property. Accordingly, we
have no way to evaluate the likelihood that our business will be successful. 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. 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 mineral
production is not forthcoming from the claims, we will not be able to continue
business 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.

WE HAVE YET TO EARN REVENUE AND OUR ABILITY TO SUSTAIN OUR OPERATIONS IS
DEPENDENT ON OUR ABILITY TO RAISE FINANCING. AS A RESULT, OUR ACCOUNTANT
BELIEVES THERE IS SUBSTANTIAL DOUBT ABOUT OUR ABILITY TO CONTINUE AS A GOING
CONCERN.

We have accrued net losses of $34,801 for the period from our inception to June
30, 2010, and have no revenues to date. Our future is dependent upon our ability
to obtain financing and upon future profitable operations from the development
of our mineral claims. These factors raise substantial doubt that we will be
able to continue as a going concern. Stan J.H. Lee, CPA, our independent
auditor, has expressed substantial doubt about our ability to continue as a
going concern. This opinion could materially limit our ability to raise
additional funds by issuing new debt or equity securities or otherwise. If we
fail to raise sufficient capital when needed, we will not be able to complete
our business plan. As a result we may have to liquidate our business and you may
lose your investment. You should consider our auditor's comments when
determining if an investment in Saguaro Resources, Inc. is appropriate.

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

We are an exploration stage company with no revenues or operating activities.
Our current operating funds are less than necessary to complete the intended
exploration program on our mineral claims; as of June 30, 2010, we had cash in
the amount of $5,944.

BECAUSE OF THE UNIQUE DIFFICULTIES AND UNCERTAINTIES INHERENT IN MINERAL
EXPLORATION VENTURES, WE FACE A HIGH RISK OF BUSINESS FAILURE.

You 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. The Sky Property does not contain a known body of any commercial
minerals and, therefore, any program conducted on the Sky Property would be an
exploratory search of any minerals. There is no certainty that any expenditures
made in the exploration of the Sky Property will result in discoveries of any
commercial quantities of minerals. Most exploration projects do not result in
the discovery of commercially mineable mineral deposits. Problems such as
unusual or unexpected formations and other conditions are common to mineral
exploration activities and often result in unsuccessful exploration efforts. If
the results of our exploration program do not reveal viable commercial
mineralization, we may decide to abandon our claim and acquire new claims for
new exploration. Our ability to acquire additional claims will be dependent upon
our possessing adequate capital resources when needed. If no funding is
available, we may be forced to abandon our operations.

WE HAVE NO KNOWN MINERAL RESERVES AND IF WE CANNOT FIND ANY, WE MAY HAVE TO
CEASE OPERATIONS.

We have no mineral reserves. If we do not find any commercially exploitable
mineral reserves or if we cannot complete the exploration of any mineral
reserves, either because we do not have the money to do so or because it is not
economically feasible to do so, we may have to cease operations and you may lose
your investment. Mineral exploration is highly speculative. It involves many
risks and is often non-productive. Even if we are able to find mineral reserves
on our property our production capability will be subject to further risks
including:

- The costs of bringing the property into production including
exploration work, preparation of production feasibility studies, and
construction of production facilities, all of which we have not
budgeted for;
- The availability and costs of financing;
- The ongoing costs of production; and
- Risks related to environmental compliance regulations and restraints.

The marketability of any minerals acquired or discovered may be affected by
numerous factors which are beyond our control and which cannot be accurately
predicted, such as market fluctuations, the lack of milling facilities and
processing equipment near the Sky Property, and other factors such as government
regulations, including regulations relating to allowable production, the
importing and exporting of minerals, and environmental protection.
Given the above noted risks, the chances of our finding and commercially
exploiting reserves on our mineral properties are remote and funds expended on
exploration will likely be lost.

BECAUSE OF THE INHERENT DANGERS INVOLVED IN MINERAL EXPLORATION, THERE IS A RISK
THAT WE MAY INCUR LIABILITY OR DAMAGES AS WE CONDUCT OUR BUSINESS.

The search for valuable minerals involves numerous hazards. As a result, we may
become subject to liability for such hazards, including pollution, cave-ins and
other hazards against which we cannot insure or against which we may elect not
to insure. At the present time we have no insurance to cover against these
hazards. The payment of such liabilities may result in our inability to complete
our planned exploration program and/or obtain additional financing to fund our
exploration program.

AS WE UNDERTAKE EXPLORATION OF OUR MINERAL CLAIMS, WE WILL BE SUBJECT TO
COMPLIANCE WITH GOVERNMENT REGULATION THAT MAY INCREASE THE ANTICIPATED COST OF
OUR EXPLORATION PROGRAM.

There are several governmental regulations that materially restrict mineral
exploration. We will be subject to the laws of the State of Nevada as we carry
out our exploration program. We may be required to obtain work permits, post
bonds and perform remediation work for any physical disturbance to the land in
order to comply with these laws. If we enter the production phase, the cost of
complying with permit and regulatory environment laws will be greater because
the impact on the project area is greater. Permits and regulations will control
all aspects of the production program if the project continues to that stage.
Examples of regulatory requirements include:

(a) Water discharge will have to meet drinking water standards;
(b) Dust generation will have to be minimal or otherwise re-mediated;
(c) Dumping of material on the surface will have to be re-contoured and
re-vegetated with natural vegetation;
(d) An assessment of all material to be left on the surface will need to
be environmentally benign;
(e) Ground water will have to be monitored for any potential contaminants;
(f) The socio-economic impact of the project will have to be evaluated and
if deemed negative, will have to be remediated; and
(g) There will have to be an impact report of the work on the local fauna
and flora including a study of potentially endangered species.

There is a risk that new regulations could increase our costs of doing business
and prevent us from carrying out our exploration program. We will also have to
sustain the cost of reclamation and environmental remediation for all
exploration work undertaken. Both reclamation and environmental remediation
refer to putting disturbed ground back as close to its original state as
possible. Other potential pollution or damage must be cleaned-up and renewed
along standard guidelines outlined in the usual permits. Reclamation is the
process of bringing the land back to its natural state after completion of
exploration activities. Environmental remediation refers to the physical
activity of taking steps to remediate, or remedy, any environmental damage
caused. The amount of these costs is not known at this time as we do not know
the extent of the exploration program that will be undertaken beyond completion
of the recommended work program. If remediation costs exceed our cash reserves
we may be unable to complete our exploration program and have to abandon our
operations.

BECAUSE OUR SOLE OFFICER AND/OR DIRECTOR DOES NOT HAVE ANY FORMAL TRAINING
SPECIFIC TO THE TECHNICALITIES OF MINERAL EXPLORATION, THERE IS A HIGHER RISK
OUR BUSINESS WILL FAIL.

Our sole officer and director is Lynn Briggs. Ms. Briggs has no formal training
as a geologist or in the technical aspects of management of a mineral
exploration company. Her prior business experiences have primarily been in
research and reporting. 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.

BECAUSE OUR CURRENT OFFICER/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.

Ms. Briggs, our officer/director, currently devotes approximately 4-5 hours per
week providing management services to us. While she presently possesses adequate
time to attend to our interest, 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.

OUR DIRECTOR WILL CONTINUE TO EXERCISE SIGNIFICANT CONTROL OVER OUR OPERATIONS,
WHICH MEANS AS A MINORITY SHAREHOLDER, YOU WOULD HAVE NO CONTROL OVER CERTAIN
MATTERS REQUIRING STOCKHOLDER APPROVAL THAT COULD AFFECT YOUR ABILITY TO EVER
RESELL ANY SHARES YOU PURCHASE IN THIS OFFERING.

Our executive officer and director owns 55% of our common stock. She has a
significant influence in determining the outcome of all corporate transactions,
including the election of directors, approval of significant corporate
transactions, changes in control of the company or other matters that could
affect your ability to ever resell your shares. Her interests may differ from
the interests of the other stockholders and thus result in corporate decisions
that are disadvantageous to other shareholders.

OUR OFFICER AND DIRECTOR, LYNN BRIGGS, RESIDES OUTSIDE THE UNITED STATES MAKING
IF DIFFICULT TO EFFECT SERVICE OF PROCESS UPON HER.

Since our officer and director resides outside the United States, substantially
all or a portion of her assets are located outside the United States. As a
result, it may not be possible for investors to effect service of process within
the United States upon her or to enforce against her judgments obtained in
United States courts predicated upon the civil liability provisions of the
federal securities laws of the United States.

THERE IS A 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 claim containing little or no economic
mineralization or reserves. There is the possibility that our claim does not
contain any reserves, resulting in any funds spent on exploration being lost.

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
claim 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. 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.

IF OUR EXPLORATION PROGRAM IS SUCCESSFUL IN ESTABLISHING ORE OF COMMERCIAL
TONNAGE AND GRADE, WE WILL REQUIRE ADDITIONAL FUNDS IN ORDER TO ADVANCE THE
CLAIM INTO COMMERCIAL PRODUCTION.

The most likely source of future funds is through the sale of equity capital.
Any sale of share capital to raise operating funds will result in dilution to
existing shareholders.

IF ACCESS TO OUR MINERAL CLAIMS IS RESTRICTED BY INCLEMENT WEATHER, WE MAY BE
DELAYED IN OUR EXPLORATION AND ANY FUTURE MINING EFFORTS.

It is possible that snow or rain could cause the mining roads providing access
to our claims to become impassable. If the roads are impassable we would be
delayed in our exploration timetable.

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 success will be dependent on the growth of demand for ores. 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.

OUR CONSULTING GEOLOGIST, MR. JAMES MCLEOD, HAS WORKED WITH A NUMBER OF
EXPLORATION STAGE COMPANIES WHICH HAVE NOT MOVED FORWARD IN THEIR EXPLORATION
ACTIVITIES.

We are dependent on the expertise of our consulting geologist in geology and
exploration. Since 1999, Mr. McLeod has been an officer, director, or geologist
for over twenty companies, most of which have not moved forward with exploration
activities, and at least five of which have changed businesses and completely
abandoned exploration activities. If we do not move forward with our exploration
activities or our exploration activities do not have favorable results our
business could fail.

ITEM 1B. UNRESOLVED STAFF COMMENTS

Not Applicable.

ITEM 2. PROPERTIES

We do not currently own any property. We are currently operating out of the
premises of our President, Lynn Briggs on a rent free basis during our
exploration stage. The office is at 71 The Mead, Darlington, County Durham DL1
1EU, United Kingdom. We consider our current principal office space arrangement
adequate and will reassess our needs based upon the future growth of the
company.

ITEM 3. LEGAL PROCEEDINGS

We know of no material, existing or pending legal proceedings against our
company, nor are we involved as a plaintiff in any material proceeding or
pending litigation. There are no proceedings in which any our director, officer
or affiliates, or any registered or beneficial shareholder, is an adverse party
or has a material interest adverse to our interest.

ITEM 4. [REMOVED AND RESERVED]

PART II

ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
ISSUER PURCHASES OF EQUITY SECURITIES

MARKET INFORMATION

Our stock is currently listed for trading on the Over-The-Counter Bulletin Board
(OTCBB) under the symbol "SAGU". There has been no active trading of our shares.

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 FINRA 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.

TRANSFER AGENT

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

HOLDERS OF COMMON STOCK

As of August 13, 2010, there were 26 holders of record of our common stock. As
of such date, 4,500,000 shares were issued and outstanding.

DIVIDENDS

We have never declared or paid any cash dividends or distributions on our
capital stock. We currently intend to retain our future earnings, if any, to
support operations and to finance expansion and therefore we do not anticipate
paying any cash dividends on our common stock in the foreseeable future.

SECURITIES AUTHORIZED FOR ISSUANCE UNDER EQUITY COMPENSATION PLANS.

None.

RECENT SALES OF UNREGISTERED SECURITIES; USE OF PROCEEDS FROM REGISTERED
SECURITIES

On June 16, 2008, the Company issued a total of 2,500,000 shares of common stock
to one director for cash in the amount of $0.005 per share for a total of
$12,500.

On January 11, 2010, the Company issued a total of 2,000,000 shares of common
stock in the amount of $0.01 per share for a total of $20,000.

As of June 30, 2010 and June 30, 2009, the Company had 4,500,000 and 2,500,000
shares of common stock issued and outstanding respectively.

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

On June 16, 2008, the Company issued a total of 2,500,000 shares of common stock
to one director for cash in the amount of $0.005 per share for a total of
$12,500.

ITEM 6. SELECTED FINANCIAL DATA

Not applicable.

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

The following discussion should be read in conjunction with our financial
statements and the related notes that appear elsewhere in this annual report.
The following discussion contains forward-looking statements that reflect our
plans, estimates and beliefs. Our actual results could differ materially from
those discussed in the forward looking statements. Factors that could cause or
contribute to such differences include those discussed below and elsewhere in
this annual report on Form 10-K.

Our audited financial statements are stated in United States Dollars and are
prepared in accordance with United States Generally Accepted Accounting
Principles.

We are an exploration stage company. We have commenced very limited operations
and we currently have no business revenue. Our assets consist solely of cash.
There can be no assurance that we will generate revenues in the future or that
we will be able to operate profitably in the future, if at all. We have incurred
net losses in each fiscal year since inception of our operations. Our company
has never declared bankruptcy, it has never been in receivership, and it has
never been involved in any legal action or proceedings.

LIQUIDITY AND CAPITAL RESOURCES

Our financial condition for the12 months ended June 30, 2010 and June 30, 2009
and the changes between those periods for the respective items are summarized as
follows:

WORKING CAPITAL

June 30, 2010 June 30, 2009
------------- -------------
Current Assets $ 5,944 $ 4,925
Current Liabilities 8,245 3,250
-------- --------
Working Capital (deficiency) $ (2,301) $ 1,675
======== ========

The decrease in our working capital was primarily the result of meeting our
obligations to pay for our operating expenses during the year ended June 30,
2010.

CASH FLOWS

12 months 12 months
ended ended
June 30, 2010 June 30, 2009
------------- -------------
Cash flow used in operating activities $(18,981) $ (825)
Cash flow used in investing activities -- --
Cash provided by financing activities 20,000 --
-------- --------
Net decrease in cash $ 1,019 $ (825)
======== ========

CASH USED IN OPERATING ACTIVITIES

During the year ended June 30, 2010 we used net cash in operating activities in
the amount of $18,981 compared to $825 for the year ended June 30, 2009. The
cash used in the year is primarily represented by mineral property expenditures
and general administrative expenses.

CASH USED IN INVESTING ACTIVITIES

There was no cash used in investing activities for the year ended June 30, 2010.

CASH PROVIDED BY FINANCING ACTIVITIES

During the years ended June 30, 2010 and 2009, the net cash provided by
financing activities was $20,000 and $Nil, respectively.

CASH REQUIREMENTS

As at June 30, 2010, our company has not generated revenues and has accumulated
losses of $34,801 since inception. The continuation of our company as a going
concern is dependent upon the continued financial support from its shareholders,
the ability of our company to obtain necessary equity financing to continue
operations, and the attainment of profitable operations. These factors raise
substantial doubt regarding our company's ability to continue as a going
concern.

We estimate our expenses for the next twelve months to be approximately $8,500.

RESULTS OF OPERATIONS

The following summary of our results of operations should be read in conjunction
with our audited financial statements for the year ended June 30, 2010.

REVENUES

We are presently in the exploration stage of our business, have not earned any
revenues to date, and do not anticipate earning revenues, if ever, until such
time as we discover commercially extractable quantities of minerals and enter
into commercial production of our current claims, or any other mineral property
we may acquire from time to time.

EXPENSES

Our expenses for the 12 months ended June 30, 2010 and 2009 were as follows:

12 Months Ended June 30,
2010 2009
-------- --------
General and administrative $ 15,476 $ 3,825
Mineral Exploration Costs 8,500 --
-------- --------
TOTAL EXPENSES $ 23,976 $ 3,825
======== ========

GENERAL AND ADMINISTRATIVE EXPENSE

General and administration expense which includes office supplies, professional
fees, and costs incurred to remain in reporting compliance increased by 304% in
the fiscal year ended June 30, 2010 when compared to prior year.

MINERAL EXPLORATION COSTS

During the fiscal year ended June 30, 2010, our expenses associated with mineral
property interests increased by 100% when compared to prior year because we
commenced exploration activities.

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
$34,801 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 statements of the Company do not include any adjustments that may
result from the outcome of these aforementioned uncertainties.

Due to the uncertainty of our ability to meet our current operating expenses and
the capital expenses noted above, in their report on the annual financial
statements for the year ended June 30, 2010, our independent auditors included
an explanatory paragraph regarding concerns about our ability to continue as a
going concern. Our financial statements contain additional note disclosures
describing the circumstances that lead to this disclosure by our independent
auditors.

RECENT ACCOUNTING PRONOUNCEMENTS

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

SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

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

ACCOUNTING YEAR-END

Company adopted June 30 for its fiscal year end.

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

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 probably 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 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

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.

OFF-BALANCE SHEET ARRANGEMENTS

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

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not Applicable

ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Stan J.H. Lee, CPA
2160 North Central Rd. Suite 203 * Fort Lee * NJ 07024
P.O. Box 436402 * San Ysidro * CA 92143-9402
619-623-7799 * Fax 619-564-3408 * E-mail) stan2u@gmail.com

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders
Saguaro Resources, Inc.
(An Exploration Stage Company)

We have audited the accompanying balance sheet of Saguaro Resources, Inc. (the
"Company") (An Exploration Stage Company) as of June 30, 2010 and 2009 and the
related statements of operations, stockholders' deficit and cash flows for the
fiscal years then ended . These financial statements are the responsibility of
the Company's management. Our responsibility is to express an opinion on these
financial statements based on our audits.

We conducted our audits in accordance with the 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 misstatement. The Company is not required to
have, nor were we engaged to perform an audit of its internal control over
financial reporting. Our audits included consideration of internal control over
financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing an
opinion on the effectiveness of the Company's internal control over financial
reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Saguaro Resources, Inc. as of
June 30, 2010 and 2009 and the results of its operations and its cash flows for
the fiscal years then ended in conformity with accounting principles generally
accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company would continue as a going concern. As discussed in notes to the
financial statements, the Company has not generated profits to date and has a
working capital deficit which raises substantial doubt as to its ability to
continue as a going concern. The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

/s/ Stan J.H. Lee, CPA
-------------------------------
Stan J.H. Lee, CPA
August 6, 2010
Fort Lee, New Jersey

Saguaro Resources, Inc.
(A Development Stage Enterprise)
Balance Sheets
--------------------------------------------------------------------------------

As of As of
June 30, June 30,
2010 2009
-------- --------

ASSETS

CURRENT ASSETS
Cash $ 5,944 $ 4,925
-------- --------
TOTAL CURRENT ASSETS 5,944 4,925

OTHER ASSETS -- --
-------- --------
TOTAL OTHER ASSETS -- --
-------- --------

TOTAL ASSETS $ 5,944 $ 4,925
======== ========

LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
Advances from an Officer $ 8,245 $ 3,250
-------- --------
TOTAL CURRENT LIABILITIES 8,245 3,250

TOTAL LIABILITIES 8,245 3,250

STOCKHOLDERS' EQUITY
Common stock, ($0.0001 par value, 100,000,000 shares
authorized; 4,500,000 and 2,500,000 shares issued and
outstanding as of June 30, 2010 and June 30, 2009 respectively 450 250
Additional paid-in capital 32,050 12,250
Deficit accumulated during development stage (34,801) (10,825)
-------- --------
TOTAL STOCKHOLDERS' EQUITY (2,301) 1,675
-------- --------

TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 5,944 $ 4,925
======== ========

See Notes to Financial Statements

Saguaro Resources, Inc.
(A Development Stage Enterprise)
Statements of Operations
--------------------------------------------------------------------------------

February 29, 2008
(inception)
Year Ended Year Ended through
June 30, June 30, June 30,
2010 2009 2010
---------- ---------- ----------

REVENUES
Revenues $ -- $ -- $ --
---------- ---------- ----------
TOTAL REVENUES -- -- --

GENERAL & ADMINISTRATIVE EXPENSES 15,476 3,825 19,301
---------- ---------- ----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES (15,476) (3,825) (19,301)
---------- ---------- ----------
OTHER INCOME (EXPENSE)
Impairement of mining rights -- -- (7,000)
Exploration costs - Phase 1 (8,500) -- (8,500)
---------- ---------- ----------
TOTAL OTHER INCOME (EXPENSE) (8,500) -- (15,500)
---------- ---------- ----------

NET INCOME (LOSS) $ (23,976) $ (3,825) $ (34,801)
========== ========== ==========

BASIC EARNINGS PER SHARE $ (0.01) $ (0.00)
========== ==========
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING 3,436,986 2,500,000
========== ==========

See Notes to Financial Statements

Saguaro Resources, Inc.
(A Development Stage Enterprise)
Statements of Changes in Shareholders' Equity
--------------------------------------------------------------------------------

Deficit
Common Stock Additional During
------------------- Paid-in Development
Shares Amount Capital Stage Total
------ ------ ------- ----- -----

BALANCE, FEBRUARY 29, 2008 (INCEPTION) -- $ -- $ -- $ -- $ --

Commn stock issued,June 16, 2008 at $.005
per share 2,500,000 250 12,250 -- 12,500

Loss for the period beginning February 29, 2008
(inception) to June 30, 2008 (7,000) (7,000)
---------- ------ -------- --------- --------

BALANCE, JUNE 30, 2008 2,500,000 250 12,250 (7,000) 5,500
========== ====== ======== ========= ========

Loss for the fiscal year ended June 30, 2009 (3,825) (3,825)
---------- ------ -------- --------- --------

BALANCE, JUNE 30, 2009 2,500,000 250 12,250 (10,825) 1,675
========== ====== ======== ========= ========

Common stock issued, January 11, 2010 at
$0.01 per share 2,000,000 200 19,800 20,000

Loss for the fiscal year ended June 30, 2010 (23,976) (23,976)
---------- ------ -------- --------- --------

BALANCE, JUNE 30, 2010 4,500,000 $ 450 $ 32,050 $ (34,801) $ (2,301)
========== ====== ======== ========= ========

See Notes to Financial Statements

Saguaro Resources, Inc.
(A Development Stage Enterprise)
Statements of Cash Flows
--------------------------------------------------------------------------------

February 29, 2008
(inception)
Year Ended Year Ended through
June 30, June 30, June 30,
2010 2009 2010
-------- -------- --------

CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss) $(23,976) $ (3,825) $(34,801)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:

Changes in operating assets and liabilities:
Increase(Decrease) in Accounts payable and accrued liabilities
Increase(Decrease) in Advance from Officers 4,995 3,000 8,245
-------- -------- --------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES (18,981) (825) (26,556)

CASH FLOWS FROM INVESTING ACTIVITIES

NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES -- -- --

CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of common stock 20,000 -- 32,500
-------- -------- --------
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES 20,000 -- 32,500
-------- -------- --------

NET INCREASE (DECREASE) IN CASH 1,019 (825) 5,944

CASH AT BEGINNING OF YEAR 4,925 5,750 --
-------- -------- --------

CASH AT END OF YEAR $ 5,944 $ 4,925 $ 5,944
======== ======== ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
Interest $ -- $ -- $ --
======== ======== ========

Income Taxes $ -- $ -- $ --
======== ======== ========

See Notes to Financial Statements

Saguaro Resources, Inc.
(An Exploration Stage Company)
Notes to Financial Statements
June 30, 2010 and 2009
--------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Saguaro Resources, Inc. (the "Company") was incorporated on February 29, 2008
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 Sky 1-4 mineral claims in the Lida
Quadrangle Area, 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.

ACCOUNTING YEAR-END

Company adopted June 30 for its fiscal year end.

USE OF ESTIMATES

MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS

DEPRECIATION, AMORTIZATION AND CAPITALIZATION

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

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.

As of June 30, 2010
-------------------

Gross deferred tax assets $ 12,180
Valuation allowance (12,180)
--------

$ 0
Net deferred tax assets ========

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

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 $
34,801 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.

NOTE 7 - RELATED PARTY TRANSACTIONS

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

Lynn Briggs, 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 she advances to the Company for offering expenses
prior to the offering being closed which will be repaid from the proceeds of the
offering.

As of June 30, 2010, the Company owes $ 8,245 to a sole officer of the Company.
The indebtness has no fixed maturity and carries no interest.

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 June 16, 2008, the Company issued a total of 2,500,000 shares of common stock
to one director for cash in the amount of $0.005 per share for a total of
$12,500

On January 11, 2010, the Company issued a total of 2,000,000 shares of common
stock in the amount of $0.01 per share for a total of $20,000

As of June 30, 2010 and June 30, 2009, the Company had 4,500,000 and 2,500,000
shares of common stock issued and outstanding respectively.

NOTE 9 - STOCKHOLDERS' EQUITY

The stockholders' equity section of the Company contains the following classes
of capital stock as of June 30, 2010 and June 30, 2009:

Common stock, $ 0.0001 par value: 100,000,000 shares authorized; 4,500,000 and
2,500,000 shares issued and outstanding respectively.

NOTE 10 - MINERAL CLAIMS

On June 20, 2008, the Company acquired a 100% interest in the Sky 1-4 Mineral
Claims located in the Lida Quadrangle Area, Esmeralda County, Nevada. No proven
or probable reserves on the property have been established. The cost of the
Mineral Rights was impaired 100% as of June 30, 2008.

ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL MATTERS

None.

ITEM 9A(T). CONTROLS AND PROCEDURES

DISCLOSURE CONTROLS AND PROCEDURES

As required by paragraph (b) of Rules 13a-15 or 15d-15 under the Exchange Act,
our management, with the participation of our principal executive and principal
financial officer evaluated our company's disclosure controls and procedures (as
defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) as of the end of
the period covered by this report on Form 10-K. Disclosure controls and
procedures are controls and other procedures that are designed to ensure that
information required to be disclosed in our company's reports filed or submitted
under the Exchange Act is recorded, processed, summarized and reported, within
the time periods specified in the Securities and Exchange Commission's rules and
forms. Disclosure controls and procedures include controls and procedures
designed to ensure that information required to be disclosed in our company's
reports filed under the Exchange Act is accumulated and communicated to our
principal executive officer and our principal accounting officer, as
appropriate, to allow timely decisions regarding required disclosure. Based on
their evaluation, management concluded that as of the period covered by this
Annual Report on Form 10-K, these disclosure controls and procedures were not
effective.

MANAGEMENT'S ANNUAL REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING

Management is responsible for establishing and maintaining internal control over
financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Our
management, with the participation of our principal executive and principal
financial officer, evaluated the effectiveness of our internal control over
financial reporting as of June 30, 2010.

Based on its evaluation under the framework in Internal Control--Integrated
Framework , issued by the Committee of Sponsoring Organizations of the Treadway
Commission, our management concluded that our internal control over financial
reporting was not effective as of June 30, 2010, due to the existence of
significant deficiencies constituting material weaknesses, as described in
greater detail below. A material weakness is a control deficiency, or
combination of control deficiencies, such that there is a reasonable possibility
that a material misstatement of the annual or interim financial statements will
not be prevented or detected on a timely basis.

Based on this evaluation, our management concluded that as of the end of the
fiscal year covered by this report on Form 10-K, we have the following material
weaknesses in our internal control over financial reporting:

(i) Lack of a sufficient number of independent directors for our board and
audit committee. As a publicly-traded company, we should strive to
have a majority of our board of directors be independent;
(ii) Insufficient segregation of duties in our finance and accounting
functions due to limited personnel. During the fiscal year ended June
30, 2010, we had limited staff that performed nearly all aspects of
our financial reporting process, including, but not limited to, access
to the underlying accounting records and systems, the ability to post
and record journal entries and responsibility for the preparation of
the financial statements. This creates certain incompatible duties and
a lack of review over the financial reporting process that would
likely result in a failure to detect errors in spreadsheets,
calculations, or assumptions used to compile the financial statements
and related disclosures as filed with the SEC. These control
deficiencies could result in a material misstatement to our interim or
annual financial statements that would not be prevented or detected;
(iii) Our company's management does not have sufficient technical
accounting knowledge relating to accounting for options granted to
directors and officers, and employees;

(iv) Our company's management does not have sufficient technical accounting
knowledge relating to accounting for income taxes;
(v) Our company's management does not have sufficient technical knowledge
in the preparation of financial statements; and,
(vi) Insufficient corporate governance policies. Our corporate governance
activities and processes are not always formally documented.
Specifically, decisions made by the board to be carried out by
management should be documented and communicated on a timely basis to
reduce the likelihood of any misunderstandings regarding key decisions
affecting our operations and management.

The full list of these weaknesses was discovered by our management during the
performance of its evaluation of our disclosure controls and procedures and
internal control over financial reporting as described above. Some of these
weaknesses were known to our management previously. Our management believes that
these weaknesses have existed in our company since inception.

Because of its inherent limitations, internal control over financial reporting
may not prevent or detect misstatements. In addition, projections of any
evaluation of effectiveness to future periods are subject to the risk that
controls may become inadequate because of changes in conditions and that the
degree of compliance with the policies or procedures may deteriorate.

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

During the fiscal year ended June 30, 2010, there were no changes in our
internal control over financial reporting that have materially affected, or are
reasonably likely to materially affect our internal control over financial
reporting.

PLAN FOR REMEDIATION OF MATERIAL WEAKNESSES

We intend to take appropriate and reasonable steps to make the necessary
improvements to remediate our material weaknesses when we are able to do so
financially and when the timing is appropriate for our company. We do not know
what further measures we will take, when we will take them or how much they will
cost.

ATTESTATION REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

This annual report does not include an attestation report of our independent
registered public accounting firm regarding internal control over financial
reporting. Management's report was not subject to attestation by our company's
independent registered public accounting firm pursuant to temporary rules of the
SEC that permit our company to provide only management's report in this annual
report.

CERTIFICATIONS

Certifications with respect to disclosure controls and procedures and internal
control over financial reporting under Rules 13a-14(a) or 15d-14(a) of the
Exchange Act are attached to this annual report on Form 10-K.

ITEM 9B. OTHER INFORMATION

None.

PART III

ITEM 10 DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

DIRECTORS AND EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

As at August 13, 2010, our directors and executive officers, their age,
positions held, and duration of such, are as follows:

Date First Elected
Name Position Held with our Company Age or Appointed
---- ------------------------------ --- ------------

Lynn Briggs President, CEO, CFO, Secretary, 57 February 29, 2008
Treasurer and Sole Director

Lynn Briggs is the promoter of Saguaro Resources, Inc., as that term is defined
in the rules and regulations promulgated under the Securities and Exchange Act
of 1933.

Ms. Briggs 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 research and reporting 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.
Lynn Briggs. Ms. Briggs currently devotes approximately 4-5 hours per week to
company matters. After receiving funding per our business plan Ms. Briggs
intends to devote as much time as the Board of Directors deem necessary to
manage the affairs of the company.

Ms. Briggs 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. Briggs 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 Sky Property. We pay the consulting geologist the usual
and customary rates received by geologists performing similar consulting
services.

RESUME

Lynn Briggs - Ms. Briggs serves as President and Director of Saguaro Resources,
Inc. from 2008 to current. From 2006 to current, Ms. Briggs writes articles for
the Northern Echo, a newspaper located in Darlington, County Durham. From 2001
to current, she serves as a researcher for Mr. Mike Amos, a reporter with the
Northern Echo, Darlington, County Durham. Ms. Briggs was store supervisor from
1996-2000 for HMV Records in Strongsville, Ohio. She currently serves as
volunteer with the Royal Theatrical Fund, London from 2004 to current.

CODE OF ETHICS

We have not adopted a Code of Ethics applicable to all of our directors,
officers, employees and consultants, as defined by applicable rules of the SEC.
Since we have only one officer and director we did not feel it necessary at this
time. When our activities expand and we have more employees we will adopt a code
of ethics.

ITEM 11. EXECUTIVE COMPENSATION

MANAGEMENT COMPENSATION

Currently, Lynn Briggs, 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
------------ ---- ------ ----- ------ ------ ------ -------- ------ ------

Lynn Briggs, 2009 0 0 0 0 0 0 0 0
President, 2008 0 0 0 0 0 0 0 0
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
---- ----------- ------------- ----------- ----- ---- --------- ------ ------ ------

Lynn 0 0 0 0 0 0 0 0 0
Briggs

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
---- ---- ------ ------ ------------ -------- ------------ -----

Lynn Briggs 0 0 0 0 0 0 0

There are no current employment agreements between the company and its
officer/director.

On June 16, 2008, a total of 2,500,000 shares of common stock were issued to
Lynn Briggs in exchange for cash in the amount of $12,500 or $0.005 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. Briggs currently devotes approximately 4-5 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.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
RELATED STOCKHOLDER MATTERS

The following table sets forth certain information concerning the number of
shares of our common stock owned beneficially as of September 30, 2009 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 Lynn Briggs, Director 2,500,000 100%
71 The Mead Direct
Darlington,
County Durham
DL1 1EU
United Kingdom

Common Stock Officer and/or director as a Group 2,500,000 100%

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, 2010. As of June
30, 2010, there were 4,500,000 shares of our common stock issued and
outstanding.

FUTURE SALES BY EXISTING STOCKHOLDERS

A total of 2,500,000 shares have been issued to the existing stockholder, all of
which are held by our sole officer/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 current plans to sell her shares.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
INDEPENDENCE

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

On June 16, 2008, the Company issued a total of 2,500,000 shares of common stock
to Lynn Briggs for cash at $0.005 per share for a total of $12,500.

As of June 30, 2010 Ms. Briggs had advanced the company funds in the amount of
$8,245. This loan is interest free and payable on demand.

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 prior to hiring any
additional employees.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

AUDIT FEES

For the period ended June 30, 2010 and June 30, 2009, the aggregate fees billed
by Stan J.H. Lee, CPA for professional services rendered for the audit of our
financial statements were:

Year Ended Year Ended
Fees June 30, 2010 June 30, 2009
---- ------------- -------------

Audit Fees $ 3,500 $ 3,250
Audit Related Fees -- --
Tax Fees -- --
Other Fees 4,000 * --
-------- --------
Total Fees $ 7,500 $ 3,250
======== ========

----------
* Fees related to the review of the quarterly financial statements

POLICY ON PRE-APPROVAL BY AUDIT COMMITTEE OF SERVICES PERFORMED BY INDEPENDENT
AUDITOR

We do not use Stan J.H. Lee, CPA for financial information system design and
implementation. These services, which include designing or implementing a system
that aggregates source data underlying the financial statements or generates
information that is significant to our financial statements, are provided
internally or by other service providers. We do not engage Stan J.H. Lee, CPA to
provide compliance outsourcing services.

Effective May 6, 2003, the Securities and Exchange Commission adopted rules that
require that before an auditor is engaged by us to render any auditing or
permitted non-audit related service, the engagement be:

* approved by our audit committee; or
* entered into pursuant to pre-approval policies and procedures
established by the board of directors, provided the policies and
procedures are detailed as to the particular service, the board of
directors is informed of each service, and such policies and
procedures do not include delegation of the board of directors'
responsibilities to management.

The board of directors pre-approves all services provided by our independent
auditor. All of the above services and fees were reviewed and approved by the
board of directors either before or after the respective services were rendered.

The board of directors has considered the nature and amount of fees billed by
Stan J.H. Lee, CPA and believes that the provision of services for activities
unrelated to the audit is compatible with maintaining auditor independence.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

Exhibits required by Item 601 of Regulation S-K:

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

3.1 Articles of Incorporation (attached as an exhibit to our Form S-1
Registration Statement, filed on September 28, 2009)

3.2 Bylaws (attached as an exhibit to our Form S-1 Registration
Statement, filed on September 28, 2009)

31.1* Section 302 Certification under Sarbanes-Oxley Act Of 2002

32.1* Section 906 Certification under Sarbanes- Oxley Act Of 2002

----------
* Filed herewith.

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

August 13, 2010 Saguaro Resources, Inc., Registrant

By: /s/ Lynn Briggs
-----------------------------------------------
Lynn Briggs, President and Chief Executive
Officer

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

August 13, 2010 Saguaro Resources, Inc., Registrant

By: /s/ Lynn Briggs
-----------------------------------------------
Lynn Briggs, President, Secretary and Treasurer
Chief Financial Officer (Principal Executive
Officer and Principal Accounting Officer)