SB-2

   As Filed With the Securities and Exchange Commission on September 27, 2007
                                                     Registration No. 333-______
================================================================================
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM SB-2
             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                            CENTAURUS RESOURCES CORP.
                 (Name of small business issuer in its charter)



                                                                              
           Delaware                                1000                            26-0687353
(State or Other Jurisdiction of        (Primary Standard Industrial             (I.R.S. Employer
Incorporation or Organization)          Classification Code Number)            Identification No.)


                                 721 Devon Court
                               San Diego, CA 92109
                               Tel: (858) 488-4433
          (Address and telephone number of principal executive offices)

                                 Joseph I. Emas
                             1224 Washington Avenue
                              Miami Beach, FL 33139
                                 (305) 531-1174
                               FAX (305) 531-1274
            (Name, address and telephone number of agent for service)

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

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

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

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

If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [ ]

                         CALCULATION OF REGISTRATION FEE

================================================================================
Title of Each                          Proposed       Proposed
  Class of                             Maximum         Maximum
 Securities                            Offering       Aggregate       Amount of
   to be           Amount to be       Price Per       Offering      Registration
 Registered         Registered         Share (2)      Price (3)        Fee (1)
- --------------------------------------------------------------------------------
Common Stock,
Shares              1,000,000          $0.025         $25,000           $0.77
================================================================================
(1)  Registration Fee has been paid via Fedwire.
(2)  The offering price was arbitrarily determined by Centaurus Resources Corp.
(3)  Estimated solely for the purpose of calculating the registration fee in
     accordance with Rule 457 under the Securities Act of 1933, as amended (the
     "Securities Act").

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

                 SUBJECT TO COMPLETION, DATED SEPTEMBER 27, 2007

THE INFORMATION CONTAINED IN THIS PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED.
THE SELLING STOCKHOLDERS MAY NOT SELL THESE SECURITIES UNTIL THE REGISTRATION
STATEMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "SEC") IS
EFFECTIVE. THIS PROSPECTUS IS NOT AN OFFER TO SELL THESE SECURITIES AND IT IS
NOT SOLICITING AN OFFER TO BUY THESE SECURITIES IN ANY STATE WHERE THE OFFER OR
SALE IS NOT PERMITTED.

                            CENTAURUS RESOURCES CORP.

                                   PROSPECTUS

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

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

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

Total                   $0.025          Not Applicable              $25,000

Centaurus Resources Corp. is an exploration stage company and currently has no
operations. Any investment in the shares offered herein involves a high degree
of risk. You should only purchase shares if you can afford a total loss of your
investment. Our independent auditor has issued an audit opinion for Centaurus
Resources Corp. which includes a statement expressing substantial doubt as to
our ability to continue as a going concern.

As of the date of this prospectus, our stock is presently not traded on any
market or securities exchange and there is no assurance that a trading market
for our securities will ever develop.

THE PURCHASE OF THE SECURITIES OFFERED THROUGH THIS PROSPECTUS INVOLVES A HIGH
DEGREE OF RISK. YOU SHOULD CAREFULLY READ AND CONSIDER THE SECTION OF THIS
PROSPECTUS ENTITLED "RISK FACTORS" ON PAGES 6 THROUGH 12 BEFORE BUYING ANY
SHARES OF CENTAURUS RESOURCES CORP.'S COMMON STOCK.

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

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

                 SUBJECT TO COMPLETION, DATED SEPTEMBER 27, 2007

                                   PROSPECTUS

                                   ----------
                            CENTAURUS RESOURCES CORP.
                                1,000,000 SHARES
                                  COMMON STOCK
                                   ----------

                                TABLE OF CONTENTS

                                                                            Page
                                                                            ----

Summary                                                                       3
Glossary of Geological Terms                                                  4
Risk Factors                                                                  6
Use of Proceeds                                                              12
Determination of Offering Price                                              12
Dilution                                                                     13
Plan of Distribution                                                         13
Legal Proceedings                                                            15
Director, Executive Officers, Promoters and Control Persons                  15
Security Ownership of Certain Beneficial Owners and Management               16
Description of Securities                                                    17
Interest of Named Experts and Counsel                                        17
Experts                                                                      18
Disclosure of Commission Position of Indemnification for Securities
 Act Liabilities                                                             18
Organization Within Last Five Years                                          18
Description of Business                                                      18
Management's Discussion and Analysis or Plan of Operation                    28
Description of Property                                                      31
Certain Relationships and Related Transactions                               32
Market for Common Equity and Related Stockholder Matters                     32
Executive Compensation                                                       33
Financial Statements                                                         34
Changes in and Disagreements with Accountants and Financial Disclosure       34

Until ninety days after the date this registration statement is declared
effective, all dealers that effect transactions in these securities whether or
not participating in this offering, may be required to deliver a prospectus.
This is in addition to the dealer's obligation to deliver a prospectus when
acting as underwriters and with respect to their unsold allotments or
subscriptions.

                                       2

                                     SUMMARY

AS USED IN THIS PROSPECTUS, UNLESS THE CONTEXT OTHERWISE REQUIRES, "WE," "US,"
"OUR," AND "CENTAURUS" REFERS TO CENTAURUS RESOURCES CORP. THE FOLLOWING SUMMARY
IS NOT COMPLETE AND DOES NOT CONTAIN ALL OF THE INFORMATION THAT MAY BE
IMPORTANT TO YOU. YOU SHOULD READ THE ENTIRE PROSPECTUS BEFORE MAKING AN
INVESTMENT DECISION TO PURCHASE OUR COMMON STOCK.

CENTAURUS RESOURCES CORP.

We are an exploration stage company engaged in the acquisition and exploration
of mineral properties. Centaurus Resources Corp. was incorporated in the State
of Delaware on July 23, 2007. We intend to use the net proceeds from this
offering to develop our business operations (See "Business of Company" and "Use
of Proceeds"). We are an exploration stage company with no revenues or operating
history. The principal executive offices are located at 721 Devon Court, San
Diego, CA 92109.

We received our initial funding of $15,000 through the sale of common stock to
our director who purchased 1,500,000 shares of common stock at $.01 per share on
August 13, 2007. From inception until the date of this filing, we have had no
operating activities. Our financial statement from inception (July 23, 2007)
through the year ended August 31, 2007 report no revenues and a net loss of
$9,027. Our independent auditor has issued an audit opinion for Centaurus
Resources Corp. 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 Whale 1 &
2 Lode Claims located in the State of Nevada that we call the "Whale Property."
The Whale Property consists of an area of approximately 40 acres located in the
Yellow Pine Mining District in Clark County, Nevada. Title to the Whale Property
is held by Centaurus Resources Corp. Our plan of operation is to conduct mineral
exploration activities on the Whale Property in order to assess whether it
possess deposits of minerals capable of commercial extraction.

We have not earned any revenues to date. We do not anticipate earning revenues
until such time as we enter into commercial production of our mineral
properties. 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, or if such deposits are discovered, that we
will enter into further substantial exploration programs.

As of the date of this prospectus, there is no public trading market for our
common stock and no assurance that a trading market for our securities will ever
develop.

                                  THE OFFERING

The Issuer:                   Centaurus Resources Corp.

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

Price Per Share:              $0.025

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

Net Proceeds:                 $25,000

Securities Issued and
Outstanding:                  1,500,000 shares of common stock were issued and
                              outstanding as of the date of this prospectus.

                                       3

Registration Costs:           We estimate our total offering registration costs
                              to be $5,000.

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

                     GLOSSARY OF TECHNICAL GEOLOGICAL TERMS

The following defined technical geological terms are used in our prospectus:

Anglesite                  A native sulphate of lead. It occurs in white or
                           yellowish transparent, prismatic crystals.

Azurite                    Blue carbonate of copper; blue malachite.

Basalt                     A general term for dark-colored mafic igneous rocks,
                           commonly extrusive but locally intrusive (e.g., as in
                           dikes).

Breccia                    A rock in which angular fragments are surrounded by a
                           mass of fine-grained minerals.

Brecciated                 The formation of angular rock fragments.

Calamine                   A white mineral; a common ore of zinc.

Carbonate                  A salt or ester of carbonic acid.

Cerussite                  A mineral consisting of lead carbonate that is an
                           important source of lead.

Chrysocolla                A hydrous silicate of copper, occurring massive, of a
                           blue or greenish blue color.

Cinnabar                   A heavy reddish mineral consisting of mercuric
                           sulfide; the chief source of mercury.

Clastic                    Fragments of minerals, rocks, or organic structures
                           that have been moved individually from their places
                           of origin.

Cretaceous                 Rocks laid down during the last period of the
                           Mesozoic era (between the Jurassic and Tertiary
                           periods, about 146 to 65 million years ago), at the
                           end of which dinosaurs and many other organisms died
                           out.

Diamond drill(ing)         A rotary type of rock drill in which the cutting is
                           done by abrasion rather than percussion. The cutting
                           bit is set with diamonds and is attached to the end
                           of long hollow rods through which water or other
                           fluid is pumped to the cutting face as a lubricant.
                           The drill cuts a core of rock that is recovered in
                           long cylindrical sections, two centimeters or more in
                           diameter.

Fault                      Zones A network of interconnected fractures
                           representing the surficial expression of a fault.

Fold                       A planar feature, such as a bedding plane, that has
                           been strongly warped, presumably by deformation.

                                       4

Galena                     The chief ore of lead, commonly found in shallow ore
                           veins in which open cavities are frequent; hence,
                           crystals are common and well developed. Galena is
                           widely distributed and constitutes by far the most
                           important ore for lead. Silver, antimony, arsenic,
                           copper, and zinc minerals often occur in intimate
                           association with galena; consequently, galena ores
                           mined for lead also include other valuable
                           by-products. Granite Plutonic igneous rock having
                           visibly crystalline texture; generally composed of
                           feldspar and mica and quartz.

Hydrozincite               An abundant element of the magnesium-cadmium group,
                           extracted principally from the minerals zinc blend,
                           smithsonite, calamine, and franklinite, as an easily
                           fusible bluish white metal, which is malleable,
                           especially when heated.

Igneous                    A type of rock which has been formed by the
                           consolidation of magma, a molten substance from the
                           earth's core.

Intrusive                  A body of igneous rock formed by the consolidation of
                           magma intruded into other rocks, in contrast to
                           lavas, which are extruded upon the surface.

Jurassic                   Second Period of Mesozoic Era, which covered span of
                           time between 190 - 135 million years before the
                           present time.

Limestone                  A bedded, sedimentary deposit consisting chiefly of
                           calcium carbonate.

Limonite                   A widely occurring iron oxide ore; a mixture of
                           goethite and hematite and lepidocrocite.

Lode                       A mineral deposit in solid rock.

Malachite                  Green mineral used as an ore of copper and for making
                           ornamental objects.

Mesozoic                   One of the eras of geologic time. It includes the
                           Triassic, Jurassic and Cretaceous periods.

Mineralization             The concentration of metals and their chemical
                           compounds within a body of rock.

Monte Cristo Limestone
Formation                  A local name for a geological series of rocks.

Normal Fault               A dip-slip fault in which the block above the fault
                           has moved downward relative to the block below.

Ore                        A mixture of minerals and gangue from which at least
                           one metal can be extracted at a profit.

Oxidization                A chemical reaction caused by exposure to oxygen that
                           results in a change in the chemical composition of a
                           mineral

Paleozoic                  Rocks that were laid down during the Paleozoic Era
                           (between 544 and 230 million years before the present
                           time).

Porphyritic                Containing relatively large isolated crystals in a
                           mass of fine texture.

Porphyry                   A heterogeneous rock characterized by the presence of
                           crystals in a relatively finer-grained matrix.

                                       5

Pyrite                     The most common of the sulphide minerals. It is
                           usually found associated with other sulphides or
                           oxides in quartz veins, sedimentary rock and
                           metamorphic rock, as well as in coal beds, and as the
                           replacement mineral in fossils.

Quartz                     A mineral whose composition is silicon dioxide. A
                           crystalline form of silica.

Sedimentary                A type of rock which has been created by the
                           deposition of solids from a liquid.

Smithsonite                Native zinc carbonate. It generally occurs in
                           stalactitic, reniform, or botryoidal shapes, of a
                           white to gray, green, or brown color.

Stratigraphy               Strictly, the description of bedded rock sequences;
                           used loosely, the sequence of bedded rocks in a
                           particular area.

Structural                 Pertaining to geologic structure.

Tertiary                   Relating to the first period of the Cenozoic era,
                           about 65 to 1.64 million years ago.

Thrust Faults (Faulting)   A dip-slip fault in which the upper block above the
                           fault plane moves up and over the lower block, so
                           that older strata are placed over younger. Trenching
                           The removal of overburden to expose the underlying
                           bedrock.

Triassic                   The system of strata that was deposited between 210
                           and 250 million years before the present time.

Vein                       An occurrence of ore with an irregular development in
                           length, width and depth usually from an intrusion of
                           igneous rock.

                                  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
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, and you may lose 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 have not yet commenced exploration on the Whale 1 & 2 Lode Claims.
Accordingly, we have no way to evaluate the likelihood that our business will be
successful. We were incorporated on July 23, 2007 and to date have been involved
primarily in organizational activities and the acquisition of the mineral
claims. We have not earned any revenues as of the date of this prospectus.
Potential investors should be aware of the difficulties normally encountered by
new mineral exploration companies and the high rate of failure of such
enterprises. The likelihood of success must be considered in light of the
problems, expenses, difficulties, complications and delays encountered in
connection with the exploration of the mineral properties that we plan to
undertake. These potential problems include, but are not limited to,
unanticipated problems relating to exploration, and additional costs and
expenses that may exceed current estimates. Prior to completion of our

                                       6

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 production of minerals from the claims
is not forthcoming, 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.

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

Our current operating funds are less than necessary to complete the intended
exploration program on our mineral claim. We will need the funds from this
offering to complete our business plan. As of August 31, 2007, we had cash in
the amount of $5,973. We currently do not have any operations and we have no
income.

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 $9,027 for the period from our inception on July
23, 2007 to August 31, 2007, 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. Chang G.
Park, 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 Centaurus Resources Corp. is
suitable.

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 Whale Property does not contain a known body of any commercial
minerals and, therefore, any program conducted on the Whale Property would be an
exploratory search of any minerals. There is no certainty that any expenditures
made in the exploration of the Whale 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

                                       7

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 Whale 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.

                                       8

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

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

THERE IS 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. We have a geological report detailing previous
exploration in the area, and the claim has been staked per Nevada regulations.
However, there is the possibility that previous work conducted was not carried
out properly and our claim does not contain any reserves, resulting in any funds
spent on exploration being lost.

BECAUSE WE HAVE NOT SURVEYED THE WHALE 1 & 2 LODE CLAIMS, WE MAY DISCOVER
MINERALIZATION ON THE CLAIMS THAT IS NOT WITHIN OUR CLAIM BOUNDARIES.

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

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

If our exploration program is successful in establishing ore of commercial
tonnage and grade, we will require additional funds in order to advance the
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. The most likely source of future funds is through the sale of
equity capital. Any sale of share capital will result in dilution to existing
shareholders. We may be unable to obtain any such funds, or to obtain such funds
on terms that we consider economically feasible and you may lose any investment
you make in this offering.

                                       9

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.

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

Mr. Robert C. Weaver, Jr., our officer and director, currently devotes
approximately 5 hours per week providing management services to us. While he
presently possesses adequate time to attend to our interest, it is possible that
the demands on him from other obligations could increase, with the result that
he would no longer be able to devote sufficient time to the management of our
company. This could negatively impact our business development.

RISKS ASSOCIATED WITH THIS OFFERING:

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

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

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

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

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

We are not registered on any public stock exchange. There is presently no demand
for our common stock and no public market exists for the shares being offered in
this prospectus. We plan to contact a market maker immediately following the
completion of the offering and apply to have the shares quoted on the OTC
Electronic Bulletin Board (OTCBB). The OTCBB is a regulated quotation service

                                       10

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

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

Our existing shareholder, Mr. Robert C. Weaver, Jr., acquired his shares at a
cost of $.01 per share, a cost per share substantially less than that which you
will pay for the shares you purchase in this offering. Upon completion of this
offering the net tangible book value of the shares held by our existing
shareholder (1,500,000 shares) will be increased by $.016 per share without any
additional investment on his part. The purchasers of shares in this offering
will incur immediate dilution (a reduction in the net tangible book value per
share from the offering price of $.025 (per share) or $.013 per share. As a
result, after completion of the offering, the net tangible book value of the
shares held by purchasers in this offering would be $.012 per share, reflecting
an immediate reduction in the $.025 per share they paid for their shares.

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

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

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

Our business plan allows for the payment of the estimated $5,000 cost of this
registration statement to be paid from existing cash on hand. If necessary, Mr.
Weaver, our director, has verbally agreed to loan the company funds to complete
the registration process. We plan to contact a market maker immediately
following the close of the offering and apply to have the shares quoted on the
OTC Electronic Bulletin Board. To be eligible for quotation, issuers must remain
current in their filings with the SEC. In order for us to remain in compliance
we will require future revenues to cover the cost of these filings, which could
comprise a substantial portion of our available cash resources. If we are unable
to generate sufficient revenues to remain in compliance it may be difficult for
you to resell any shares you may purchase, if at all.

                                       11

MR. WEAVER, A DIRECTOR OF THE COMPANY, BENEFICIALLY OWNS 100% OF THE OUTSTANDING
SHARES OF OUR COMMON STOCK. AFTER THE COMPLETION OF THIS OFFERING HE WILL OWN
60% OF THE OUTSTANDING SHARES. IF HE CHOOSES TO SELL HIS SHARES IN THE FUTURE,
IT MIGHT HAVE AN ADVERSE EFFECT ON THE PRICE OF OUR STOCK.

Due to the amount of Mr. Weaver's share ownership in our company, if he chooses
to sell his shares in the public market, the market price of our stock could
decrease and all shareholders suffer a dilution of the value of their stock. If
he does sell any of his common stock, he will be subject to Rule 144 under the
1933 Securities Act. Rule 144 restricts the ability of our director to sell
shares by limiting the sales of securities during any three-month period to the
greater of (1) 1% of the outstanding common stock of the issuer; or (2) the
average weekly reported trading volume in the outstanding common stock reported
on all securities exchanges during the four calendar weeks preceding the filing
of the required notice of the sale under Rule 144 with the SEC.

FORWARD LOOKING STATEMENTS

This prospectus contains forward-looking statements that involve risk and
uncertainties. We use words such as "anticipate", "believe", "plan", "expect",
"future", "intend", and similar expressions to identify such forward-looking
statements. Investors should be aware that all forward-looking statements
contained within this filing are good faith estimates of management as of the
date of this filing. Our actual results could differ materially from those
anticipated in these forward-looking statements for many reasons, including the
risks faced by us as described in the "Risk Factors" section and elsewhere in
this prospectus.

                                 USE OF PROCEEDS

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

                                                  Planned Expenditures Over
        Category                                      The Next 12 Months
        --------                                      ------------------
Phase 1 Exploration Program                                 $ 5,500
Phase 2 Exploration Program                                 $10,000
Legal and Accounting                                        $ 9,500
TOTAL PROCEEDS TO COMPANY                                   $25,000

We will establish a separate bank account and all proceeds will be deposited
into that account until the total amount of the offering is received and all
shares are sold, at which time the funds will be released to us for use in our
operations. In the event we do not sell all of the shares before the expiration
date of the offering, all funds will be returned promptly to the subscribers,
without interest or deduction. If necessary, Mr. Weaver, our director, has
verbally agreed to loan the company funds to complete the registration process
but we will require full funding to implement our complete business plan.

                         DETERMINATION OF OFFERING PRICE

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

                                       12

                                    DILUTION

Dilution represents the difference between the offering price and the net
tangible book value per share immediately after completion of this offering. Net
tangible book value is the amount that results from subtracting total
liabilities and intangible assets from total assets. Dilution arises mainly as a
result of our arbitrary determination of the offering price of the shares being
offered. Dilution of the value of the shares you purchase is also a result of
the lower book value of the shares held by our existing shareholders.

As of August 31, 2007, the net tangible book value of our shares was $5,973 or
$.004 per share, based upon 1,500,000 shares outstanding.

Upon completion of this offering, but without taking into account any change in
the net tangible book value after completion of this offering other than that
resulting from the sale of the shares and receipt of the total proceeds of
$25,000, the net tangible book value of the 2,500,000 shares to be outstanding
will be $30,973, or approximately $.012 per share. Accordingly, the net tangible
book value of the shares held by our existing stockholder (1,500,000 shares)
will be increased by $.016 per share without any additional investment on his
part. The purchasers of shares in this offering will incur immediate dilution (a
reduction in the net tangible book value per share from the offering price of
$.025 (per share) or $.013 per share. As a result, after completion of the
offering, the net tangible book value of the shares held by purchasers in this
offering would be $.012 per share, reflecting an immediate reduction in the
$.025 price per share he paid for their shares. After completion of the
offering, the existing shareholder will own 60% of the total number of shares
then outstanding, for which he will have made an investment of $15,000 or $.01
per share. Upon completion of the offering, the purchasers of these shares
offered hereby will own 40% of the total number of shares then outstanding, for
which he will have made cash investment of $25,000, or $.025 per share.

The following table illustrates the per share dilution to the new investors:

Public Offering Price Per Share                         $.025
Net Tangible Book Value Prior to this Offering          $.004
Net Tangible Book Value After Offering                  $.012
Immediate Dilution per Share to New Investors           $.013

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

                                       Total
                         Price       Number of      Percent of    Consideration
                       Per Share    Shares Held      Ownership        Paid
                       ---------    -----------      ---------        ----
Existing Shareholder     $.01        1,500,000           60          $15,000
Investors in this
Offering                 $.025       1,000,000           40          $25,000

                              PLAN OF DISTRIBUTION

OFFERING WILL BE SOLD BY OUR OFFICER AND/OR DIRECTOR

This is a self-underwritten offering. This prospectus permits our officer and/or
director to sell the shares directly to the public, with no commission or other
remuneration payable to him for any shares he may sell. There are no plans or
arrangement to enter into any contracts or agreements to sell the shares with a
broker or dealer. Our officer and/or director, Mr. Robert C. Weaver, Jr., will
sell the shares and intend to offer them to friends, family members and business

                                       13

acquaintances. In offering the securities on our behalf, he will rely on the
safe harbor from broker dealer registration set out in Rule 3a4-1 under the
Securities Exchange Act of 1934.

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

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

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

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

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

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

TERMS OF THE OFFERING

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

This offering will commence on the date of this prospectus and will continue for
a period of 180 days (the "Expiration Date"), unless extended by our Board of
Directors for an additional 90 days.

DEPOSIT OF OFFERING PROCEEDS

This is a "best efforts", "all or none" offering and, as such, we will not be
able to spend any of the proceeds unless all the shares are sold and all
proceeds are received. We intend to hold all funds collected from subscriptions
in a separate bank account until the total amount of $25,000 has been received.
At that time, the funds will be transferred to our business account for use in
implementation of our business plan. In the event the offering is not sold out
prior to the Expiration Date, all money will be promptly returned to the
investors, without interest or deduction. We determined the use of the standard
bank account was the most efficient use of our current limited funds. Please see
the risk factor section to read the related risk to you as a purchaser of any
shares.

PROCEDURES AND REQUIREMENTS FOR SUBSCRIPTION

If you decide to subscribe to any shares in this offering, you will be required
to execute a Subscription Agreement and tender it, together with a check or bank
money order made payable to Centaurus Resources Corp. Subscriptions, once
received by the company, are irrevocable.

                                       14

                                LEGAL PROCEEDINGS

We are not currently a party to any legal proceedings, and we are not aware of
any pending or potential legal actions.

           DIRECTOR, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS

The names, ages and titles of our executive officers and director are as
follows:

 Name and Address of Executive
    Officer and/or Director          Age                  Position
    -----------------------          ---                  --------
Robert C. Weaver, Jr.                63     President, Secretary, Treasurer and
721 Devon Court                             Director
San Diego, CA  92109

Mr. Robert C. Weaver, Jr. is the promoter of Centaurus Resources Corp., as that
term is defined in the rules and regulations promulgated under the Securities
and Exchange Act of 1933.

Mr. Weaver has no formal training as a geologist or in the technical or
managerial aspects of management of a mineral exploration company. His prior
business experience has not been 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
shareholders or until his or her successor is elected and qualified, or until he
or 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.

SIGNIFICANT EMPLOYEES

We have no significant employees other than our officer and/or director, Mr.
Robert C. Weaver, Jr.. Mr. Weaver currently devotes approximately 5 hours per
week to company matters. After receiving funding per our business plan, Mr.
Weaver intend to devote as much time as the Board of Directors deem necessary to
mange the affairs of the company.

Mr. Weaver 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 him or 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 he purchase or sale of any securities.

Mr. Weaver has not been convicted in any criminal proceeding (excluding traffic
violations) nor is he the subject of a criminal proceeding which is currently
pending.

                                       15

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 to conduct the
exploratory work on the Whale Property. We pay the consulting geologist the
usual and customary rates received by geologists performing similar consulting
services.

RESUME

ROBERT C. WEAVER, JR. serves as President, Secretary and Treasurer of Centaurus
Resources Corp. since July 23, 2007 (inception). From 1973 to current, Mr.
Weaver is employed as a real estate and mortgage broker in San Diego, CA. From
1982 to current, he serves as an attorney specializing in business and estate
planning in San Diego, CA. Also, from 1993 to present, he serves as president of
Abrams, Weaver, Templeton & Co., a consulting firm located in San Diego, CA. Mr.
Weaver received a J.D. in Law from Thomas Jefferson School of Law, San Diego, CA
in 1976, M.S. degree, Business Administration (Finance) from San Diego State
University, San Diego, CA in 1970 and a B.A. degree in Management from San Diego
State University, San Diego, CA in 1966.

         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth certain information concerning the number of
shares of our common stock owned beneficially as of September 27, 2007 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 shareholder 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           Robert C. Weaver, Jr., Director                 1,500,000               100%
                       721 Devon Court                                  Direct
                       San Diego, CA  92109

Common Stock           Officer and/or director as a Group              1,500,000               100%

HOLDERS OF MORE THAN 5% OF OUR COMMON STOCK

Common Stock           Robert C. Weaver, Jr.  Director                 1,500,000               100%
                       721 Devon Court                                  Direct
                       San Diego, CA  92109


- ----------
(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 September 27, 2007. As of
     September 27, 2007, there were 1,500,000 shares of our common stock issued
     and outstanding.

                                       16

                            DESCRIPTION OF SECURITIES

GENERAL

Our authorized capital stock consists of 100,000,000 shares of common stock,
with a par value of $0.0001 per share. As of September 27, 2007, there were
1,500,000 shares of our common stock of our common stock issued and outstanding
that was held of record by one (1) registered shareholder.

COMMON STOCK

The following is a summary of the material rights and restrictions associated
with our common stock. This description does not purport to be a complete
description of all of the rights of our stockholders and is subject to, and
qualified in its entirety by, the provisions of our most current Articles of
Incorporation and Bylaws, which are included as exhibits to this Registration
Statement.

The holders of our common stock currently have (i) equal ratable rights to
dividends from funds legally available therefore, when, as and if declared by
the Board of Director of the Company; (ii) are entitled to share ratably in all
of the assets of the Company available for distribution to holders of common
stock upon liquidation, dissolution or winding up of the affairs of the Company
(iii) do not have preemptive, subscription or conversion rights and there are no
redemption or sinking fund provisions or rights applicable thereto; and (iv) are
entitled to one non-cumulative vote per share on all matters on which stock
holders may vote. All shares of common stock now outstanding are fully paid for
and non-assessable and all shares of common stock which are the subject of this
offering, when issued, will be fully paid for and non-assessable. Please refer
to the Company's Articles of Incorporation, By-Laws and the applicable statutes
of the State of Delaware for a more complete description of the rights and
liabilities of holders of the Company's securities.

NON-CUMULATIVE VOTING

The holders of shares of common stock of the Company do not have cumulative
voting rights, which means that the holders of more than 50% of such outstanding
shares, voting for the election of director, can elect all of the director to be
elected, if he so choose, and, in such event, the holders of the remaining
shares will not be able to elect any of the Company's director. After this
Offering is completed, the present stockholder will own 60.0% of the outstanding
shares. (See "Dilution").

DIVIDEND POLICY

We have never declared or paid any cash dividends on our common stock. We
currently intend to retain future earnings, if any, to finance the expansion of
our business. As a result, we do not anticipate paying any cash dividends in the
foreseeable future.

                     INTERESTS OF NAMED EXPERTS AND COUNSEL

No expert or counsel named in this prospectus as having prepared or certified
any part of this prospectus or having given an opinion upon the validity of the
securities being registered or upon other legal matters in connection with the
registration or offering of the common stock was employed on a contingency
basis, or had, or is to receive, in connection with the offering, a substantial
interest, direct or indirect, in our company or any of its parents or
subsidiaries. Nor was any such person connected with our company or any of its
parents or subsidiaries as a promoter, managing or principal underwriter, voting
trustee, director, officer, or employee.

                                       17

                                     EXPERTS

The law firm of Joseph I. Emas, 1224 Washington Avenue, Miami Beach, FL has
passed upon the validity of the shares being offered and certain other legal
matters and is representing us in connection with this offering. Mr. Emas'
consent is attached to this prospectus as an exhibit.

Chang Park, CPA of 371 E Street, Chula Vista, CA, our independent registered
public accountant, has audited our financial statements included in this
prospectus and registration statement to the extent and for the periods set
forth in their audit report. Chang Park has presented its report with respect to
our audited financial statements. The report of Chang Park, CPA is included in
reliance upon their authority as experts in accounting and auditing, and his
consent is attached to this prospectus as an exhibit.

Laurence Sookochoff, P. Eng., our consulting geologist, has prepared the
geological report entitled "Geological Evaluation Report on the Whale 1 & 2 Lode
Claims" dated August 20, 2007. Mr. Sookochoff's consent to the inclusion of
geological information from the geological report is attached to this prospectus
as an exhibit.

              DISCLOSURE OF COMMISSION POSITION OF INDEMNIFICATION
                         FOR SECURITIES ACT LIABILITIES

Our Articles of Incorporation provide that we will indemnify an officer,
director, or former officer or director, to the full extent permitted by law. We
have been advised that, in the opinion of the SEC, indemnification for
liabilities arising under the Securities Act is against public policy as
expressed in the Securities Act, and is, therefore, unenforceable. In the event
that a claim for indemnification against such liabilities (other than the
payment of expenses incurred or paid by a director, officer or controlling
person in the successful defense of any action, suit or proceeding) is asserted
by one of our director, officers, or controlling persons in connection with the
securities being registered, we will, unless in the opinion of our legal counsel
the matter has been settled by controlling precedent, submit the question of
whether such indemnification is against public policy to a court of appropriate
jurisdiction. We will then be governed by the court's decision.

                       ORGANIZATION WITHIN LAST FIVE YEARS

Centaurus Resources Corp. was incorporated on July 23, 2007 under the laws of
the State of Delaware. We are engaged in the business of acquisition,
exploration and development of natural resource properties.

Robert C. Weaver, Jr. serves as officer and director of our company from
inception (July 23, 2007) to current date. No other person other than Mr. Weaver
has acted as a promoter of Centaurus Resources Corp. since our inception. Other
than Mr. Weaver's purchase of 1,500,000 shares of our common stock on August 13,
2007, Mr. Weaver has not entered into any agreement with us in which he is to
receive from us or provide to us anything of value. Mr. Weaver purchased the
1,500,000 shares of our common stock at a price of $.01 per share for a total of
$15,000.

                             DESCRIPTION OF BUSINESS

IN GENERAL

We are an exploration stage company engaged in the acquisition and exploration
of mineral properties. We acquired a 100% undivided interest in the Whale 1 & 2
Lode Claims (the "Whale Property") which is comprised of two located claims of
20 acres each located in the Yellow Pine Mining District, Clark County, Nevada.
Our plan of operation is to conduct mineral exploration activities on the Whale
Property in order to assess whether it contains any commercial exploitable
deposits of zinc or other minerals of commercial extraction. Currently there are
no known mineral reserves on the Whale Property.

                                       18

We have not earned any revenues to date. Our independent auditor has issued an
audit opinion which includes a statement expressing substantial doubt as to our
ability to continue as a going concern. There is the likelihood of our mineral
claim containing little or no economic mineralization or reserves of zinc or
other minerals. We are presently in the exploration stage of our business and we
can provide no assurance that any commercially viable mineral deposits 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 does not
contain any reserves all funds that we spend on exploration will be lost.

ACQUISITION OF THE WHALE PROPERTY

We entered into a purchase agreement dated August 10, 2007 with Multi Metal
Mining Corp. pursuant to which we acquired a 100% interest in the Whale 1 & 2
Lode Claims for cash consideration of $6,000. The Whale 1 & 2 Lode Claims
property is comprised of two unpatented lode mineral claims within an area of 40
acres, located in the Yellow Pine Mining District, Clark County, Nevada, see
"Location Map" below.

                                       19





                      [MAP SHOWING THE PROPERTY LOCATION]




                                       20

GEOLOGICAL REPORT ON THE WHALE PROPERTY

We engaged Laurence Sookochoff, P.Eng., to prepare a geological evaluation
report on the Whale Property. Mr. Sookochoff 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. Sookochoff attended the University of British Columbia and holds
a Bachelor of Science degree in geology. Mr. Sookochoff has been licensed as a
professional engineer by the Professional Engineers Association of B.C. for the
past 40 years.

The work completed by Mr. Sookochoff 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 Whale Property entitled
"Geological Evaluation Report on the Whale 1 & 2 Lode Claims, Yellow Pine Mining
District, Clark County, Nevada, USA" prepared by Mr. Sookochoff on August 20,
2007. 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 Whale Property provided below is based on Mr. Sookochoff's report.

DESCRIPTION OF PROPERTY

The property owned by Centaurus Resources Corp., on which the net proceeds of
the offering will be spent, is the Whale 1 & 2 Lode Claims which is comprised of
two located claims within an area of 40 acres located in the Goodsprings (Yellow
Pine) Mining District, situated within the southwestern corner of the state of
Nevada. The Whale 1 & 2 Lode Claims covers some former exploratory workings on a
mineral showing.

The claims were recorded with the County and the Bureau of Land Management and
are in good standing until September 1, 2008.

                                       21





                        [MAP SHOWING THE CLAIM LOCATION]




                                       22

PHYSIOGRAPHY, CLIMATE, VEGETATION AND WATER

The Whale 1 & 2 Lode Claims are situated on and on the southern facing slopes of
a northeasterly trending mountain range. The topography is moderately steep
sloping from near the valley floor adjacent to the Sandy Valley Road at an
elevation of 3,200 feet, to 4,300 feet in the northern portion of the Whale 1
Lode Claim.

The area is a typically desert climate with relatively high temperatures and low
precipitation. Vegetation consists mainly of desert shrubs and cactus. Sources
of water would be available form valley wells.

PROPERTY HISTORY

The history of the Yellow Pine Mining District stems from 1856 when Mormon
missionaries reported ore in the area. In 1857 the smelting or ore produced
9,000 pounds of lead and in 1898 a mill was built south of Goodsprings. As a
result of the mill availability, exploration activity led to the discovery of
many of the mines in the area.

The completion of the San Pedro, Los Angeles and Salt Lake railroad in 1905 and
recognition of oxidized zinc minerals in the ore in 1906 stimulated development
of the mines and the region has been subject to intermittent activity up to 1964
particularly during the World War I and II years.

Production from the mines of the Yellow Pine Mining District from 1902 to 1929
was 477,717 tons. Bullion recovery from 7,656 tons of this ore by amalgamation
and cyanidation was 9,497 ounces of gold and 2,445 ounces of silver. The
concentrator treated 230,452 tons of ore which yielded 58,641 tons of lead-zinc
concentrate and 32,742 tons of lead concentrate.

Crude ore shipped in 1929 was 227,952 tons from which recovery amounted to 3,196
ounces of gold, 422,379 ounces silver, 3,085,675 pounds copper, 34,655460 pounds
lead and 110,833,051 pounds zinc.

Although the mines of this district have been worked primarily for their
lead-zinc-silver values, and estimated 91,000 ounces of gold has been recovered
as a by-produce of copper-lead-silver mining.

REGIONAL GEOLOGY

The Spring Mountain range consists mainly of Paleozoic sediments which have
undergone intense folding accompanied by faulting. At the Yellow Pine District,
a series of Carboniferous sediments consist largely of siliceous limestones and
include strata of pure crystalline limestone and dolomite with occasional
intercalated beds of fine grained sandstone. These strata have a general west to
southwest dip of from 15 to 45 degrees which is occasionally disturbed by local
folds. Igneous rocks are scarce and are represented chiefly by quartz-monzonite
porphyry dikes and sills. The quartz-monzonite porphyry is intruded into these
strata and is of post-Jurassic age, perhaps Tertiary.

STRATIGRAPHY

The sedimentary rocks in the district range in age from Upper Cambrian to
Recent. The Paleozoic section includes the Cambrian Bonanza King and Nopah
Formations, the Devonian Sultan, Mississippian Monte Cristo Limestone,
Pennsylvanian/Mississippian Bird Spring Formation and Permian Kaibab Limestone.

The Mesozoic section is comprised only of the Triassic Moenkopi and Chinle
Formations and an upper Mesozoic unit of uncertain age termed the Lavinia Wash
Formation. The Paleozoic rocks are dominantly carbonates while the Mesozoic
units are continental clastics. Tertiary rocks include gravels and minor
volcanic tuffs.

                                       23





                       [MAP SHOWING THE REGIONAL GEOLOGY]




                                       24

Only two varieties of intrusive rocks are known in the district. The most
abundant is granite porphyry which forms three large sill-like masses. The sills
generally lie near major thrust faults and are thought to have been emplaced
along breccia zones at the base of the upper plate of the thrust fault. Locally,
small dikes of basaltic composition and uncertain age have been encountered in
some of the mine workings.

STRUCTURE

The region reveals an amazing record of folding, thrust faulting and normal
faulting. Folding began in the early Jurassic, resulting in broad flexures in
the more massive units and tight folds in the thinly bedded rocks. The thrust
faults in the district are part of a belt of thrust faulted rocks, the Foreland
Fold and Thrust Belt that stretches from southern Canada to southern California.
Deformation within this belt began in the Jurassic and continued until
Cretaceous time. Within the Goodsprings District thrust faulting appears to
post-date much of the folding, but despite intensive study the actual age of
thrusting continues to be the subject of contentious debate. Three major thrusts
have been mapped; from west to east, the Green Monster, Keystone and Contact
thrusts.

Of these the Keystone, is the most persistent along strike having been mapped
for a distance of over 50 kilometers. The stratigraphic relationships along the
Keystone fault are similar to those for all the major thrusts in the area,
Cambrian Bonanza King Formation ahs been thrust eastward over younger Paleozoic
rocks.

PROPERTY GEOLOGY, REGIONAL MINERALIZATION AND PROPERTY MINERALIZATION

The Whale 1 & 2 Lode Claims are indicated to be underlain by the Sultan
Limestone to the top of the Monte Cristo Limestone Formation. The Formation
trends at N70W and dips 35 to 45 degrees to the southwest.

REGIONAL MINERALIZATION AND PROPERTY MINERALIZATION

Ore deposits in the Goodsprings (Yellow Pine) district can at best be
characterized as enigmatic. They appear to fall into two distinct types, which
may or may not be related, gold-copper deposits and lead zinc deposits.
Gold-copper deposits are clearly related to sill-like masses of granite
porphyry. All existing mines worked the contact between the intrusive and
surrounding sedimentary rocks. Gold occurred in both the intrusive and the
carbonate wall rocks. It appears any carbonate unit was a suitable host.

ORE MINERALOGY AND ALTERATION

The lead-zinc deposits are often distant from intrusives and occur as veins or
replacements of brecciated rocks along fault zones, either thrust faults or
normal faults. Unlike the gold deposits, the productive lead-zinc deposits are
restricted to the Monte Cristo Formation.

Mineralogy of gold-copper deposits consists of native gold (often visible),
pyrite, limonite, cinnabar, malachite, azurite and chrysocaolla. Lead-zinc
deposits are comprised of hydrozincite, calamine, smithsonite, cerrusite,
anglesite, galena and iron oxides. The rather unusual mineralogy of the district
is due to the great depth of surface oxidation, exceeding 200 meters. Typical
sulfides such as chalcopyrite, sphalerite and pyrite have been partially or
completely altered to more stable hydrated carbonates and sulfates. Only the
highly insoluble lead sulfide, galena has been successfully resisted surface
oxidation.

Primary alteration is difficult to characterize due to the supergene overprint,
but again appears to differ for gold-copper deposits and lead-zinc deposits.
Gold-copper ores have been extensively sericitized and kollinized, altering the
host pluton to the rock that can be mined through simple excavation with little
to no blasting. The rock is so thoroughly altered it decrepitates on exposure to
the atmosphere. On the other hand, lead-zinc deposits appear to be characterized
by dolomitization and minor silicification.

                                       25

PROPERTY MINERALIZATION

On the Whale claim group the mineralization at the main underground workings is
of calamine replacing dolomitized Anchor limestone breccia near layers of chert
which is largely white and slightly decomposed. The eastern workings expose
small veins that contain cuprodeschloizite and a little galena, calamine and
wulfenite.

Samples taken by the writer in 1989 from the Whale Mine returned assays of 970
pap of a chip sample of silicified dolomite (wall rock), 15% zinc of a light
brown vesicular breccia grab sample from the ore bin, and a2.53% zinc of a dark
brown limestone coarse breccia grab sample from the portal dump.

CONCLUSIONS AND RECOMMENDATIONS OF GEOLOGICAL REPORT AND THE GEOLOGICAL
EXPLORATION PROGRAM

Mr. Sookochoff states, in his geology report, that the Whale 1 & 2 Lode Claims
incorporates a breccia zone that is indicated up to 40 feet wide and which hosts
potential mineralization of zinc values. He recommends that a three phased
exploration program be conducted on the Whale 1 & 2 Lode Claims.

The first phase of the program consist of trenching and sampling be completed
over the known mineral zone to determine geological controls to the
mineralization and to determine the nature of the mineralization. The second
phase would consist of VLF-EM and magnetometer surveys to be completed along the
extensions of the known mineral zones to determine the possibility of any
parallel structures that may host potentially economic mineral zones. The third
phase would consist of the diamond drilling of the prime correlative anomalous
zones.

The following three 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               Exploration Program                 Cost                   Status
- -----               -------------------                 ----                   ------
                                                        

Phase 1     Trenching and prospecting over known      $ 5,500    Expected to be completed in Fall, 2007
            mineralized zones                                    (dependent on consulting geologist's schedule).

Phase 2     VLF-EM and magnetometer surveys,          $10,000    Expected to be completed in 2008
            sampling                                             (depending on the results of Phase 1, and
                                                                 consulting geologist's schedule).


Phase 3     Test diamond drilling of the prime        $65,000    Expected to be completed in 2008
            targets                                              (depending on the results of Phase 2, and
                                                                 consulting geologist's schedule.)

            TOTAL ESTIMATED COST                      $80,500


COMPETITION

We are an explorations stage company. 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 claim. Readily available commodities markets exist in the U.S.
and around the world for the sale of zinc and other minerals. Therefore, we will
likely be able to sell any zinc 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 or products, equipment or services and will not do so until funds are
received from this offering. If we are unsuccessful in securing the products,

                                       26

equipment and services we need we may have to suspend our exploration plans
until we are able to do so.

We compete with other mineral resource exploration and development companies for
financing and for the acquisition of new mineral properties. Many of the mineral
resource exploration and development companies with whom we compete have greater
financial and technical resources than us. Accordingly, these competitors may be
able to spend greater amounts on acquisitions of mineral properties of merit, on
exploration of their mineral properties and on development of their mineral
properties. In addition, they may be able to afford greater geological expertise
in the targeting and exploration of mineral properties. This competition could
result in competitors having mineral properties of greater quality and interest
to prospective investors who may finance additional exploration and development.
This competition could adversely impact on our ability to finance further
exploration and to achieve the financing necessary for us to develop our mineral
properties.

EMPLOYEES AND EMPLOYMENT AGREEMENTS

We have no employees other than our officer and director as of the date of this
prospectus. Mr. Weaver currently devotes approximately 5 hours per week to
company matters and after receiving funding, he 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 employees. We conduct our business largely through consultants.

RESEARCH AND DEVELOPMENT EXPENDITURES

We have not incurred any research expenditures since our incorporation.

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 the state of Nevada specifically. We will
also be subject to the regulations of the Bureau of Land Management, Department
of the Interior.

PATENTS AND TRADEMARKS

We do not own, either legally or beneficially, any patents or trademarks.

NEED FOR GOVERNMENT APPROVAL FOR ITS PRODUCTS OR SERVICES

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

                                       27

REPORTS TO SECURITIES HOLDERS

We provide an annual report that includes audited financial information to our
shareholders. We will make our financial information equally available to any
interested parties or investors through compliance with the disclosure rules of
Regulation S-B for a small business issuer under the Securities Exchange Act of
1934. We will become subject to disclosure filing requirements once our SB-2
registration statement becomes effective, including filing Form 10K-SB annually
and Form 10Q-SB quarterly. In addition, we will file Form 8K and other proxy and
information statements from time to time as required. We do not intend to
voluntarily file the above reports in the event that our obligation to file such
reports is suspended under the Exchange Act. The public may read and copy any
materials that we file with the Securities and Exchange Commission, ("SEC"), at
the SEC's Public Reference Room at 100 F Street NE, Washington, DC 20549. The
public may obtain information on the operation of the Public Reference Room by
calling the SEC at 1-800-SEC-0330. The SEC maintains an Internet site
(http://www.sec.gov) that contains reports, proxy and information statements,
and other information regarding issuers that file electronically with the SEC.

            MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

PLAN OF OPERATION

Our cash balance is $5,973 as of August 31, 2007. We believe our cash balance is
sufficient to fund our limited levels of operations until November, 2007. If we
experience a shortage of funds prior to funding we may utilize funds from our
director, who has informally agreed to advance funds to allow us to pay for
offering costs, filing fees, and professional fees, however he has no formal
commitment, arrangement or legal obligation to advance or loan funds to the
company. In order to achieve our business plan goals, we will need the funding
from this offering. We are an exploration stage company and have generated no
revenue to date. We have sold $15,000 in equity securities to pay for our
minimum level of operations.

Our auditor has issued a going concern opinion. This means that there is
substantial doubt that we can continue as an on-going business for the next
twelve months unless we obtain additional capital to pay our bills. This is
because we have not generated revenues and no revenues are anticipated until we
begin removing and selling minerals. There is no assurance we will ever reach
that stage.

Our plan of operation is to conduct mineral exploration activities on the Whale
Property in order to assess whether the property contains mineral reserves
capable of commercial extraction. Our exploration program is designed to explore
for commercially viable deposits of zinc and other minerals. We have not, nor
has any predecessor, identified any commercially exploitable reserves of these
minerals on the Whale Property.

Our plan of operation for the twelve months following the date of this
prospectus is to complete the first phase of the exploration program on our
claim consisting of geological mapping, soil sampling and rock sampling. In
addition to the $15,500 we anticipate spending for Phase 1 and 2 for the
exploration program as outlined below, we anticipate spending an additional
$9,500 on professional fees, including fees payable in connection with the
filing of this registration statement and complying with reporting obligations.
Total expenditures over the next 12 months are therefore expected to be
approximately $25,000, which is the amount to be raised in this offering and our
cash on hand. If we experience a shortage of funds prior to funding during the
next 12 months, we may utilize funds from our director, who has informally
agreed to advance funds to allow us to pay for professional fees, including fees
payable in connection with the filing of this registration statement and
operation expenses, however he has no formal commitment, arrangement or legal
obligation to advance or loan funds to the company. We will require the funds
from this offering to proceed.

                                       28

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



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

Phase 1     Trenching and prospecting over known      $ 5,500    Expected to be completed in Fall, 2007
            mineralized zones                                    (dependent on consulting geologist's schedule).

Phase 2     VLF-EM and magnetometer surveys,          $10,000    Expected to be completed in 2008
            sampling                                             (depending on the results of Phase 1, and
                                                                 consulting geologist's schedule).


Phase 3     Test diamond drilling of the prime        $65,000    Expected to be completed in 2008
            targets                                              (depending on the results of Phase 2, and
                                                                 consulting geologist's schedule.)

            TOTAL ESTIMATED COST                      $80,500


If we are successful in raising the funds from this offering, we plan to
commence Phase 1 of the exploration program on the claim in Fall, 2007. We
expect this phase to take 15 days to complete and an additional two months for
the consulting geologist to receive the results of the assay lab and prepare his
report.

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

Following Phase 1 of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with Phase 2 of our
exploration program. The estimated cost of this program is $10,000 and will take
approximately 10 days to complete and an additional two months for the
consulting geologist to receive the results from the assay lab and prepare his
report.

Following Phase 2 of the exploration program, if it proves successful in
identifying mineral deposits, we intend to proceed with Phase 3 of our
exploration program if we are able to raise the funds necessary. The estimated
cost of this program is $65,000 and will take approximately 2 weeks to complete
and an additional two months for the consulting geologist to receive the results
from the assay lab and prepare his report.

We anticipate commencing Phase 2 of our exploration program in Winter 2007,
depending on whether the Phase 1 program proves successful in identifying
mineral deposits. Subject to financing, we anticipate commencing Phase 3 of our
exploration program in 2008, depending on whether Phase 2 program proves
successful in identifying mineral deposits. We have a verbal agreement with
Laurence Sookochoff, the consulting geologist who prepared the geology report on
our claim, to retain his services for our planned exploration program. We will
require additional funding to proceed with Phase 3 and any subsequent work on
the claim, we have no current plans on how to raise the additional funding. We
cannot provide investors with any assurance that we will be able to raise
sufficient funds to proceed with any work after the first two phases of the
exploration program.

                                       29

OFF-BALANCE SHEET ARRANGEMENTS

We have 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.

LIMITED OPERATING HISTORY; NEED FOR ADDITIONAL CAPITAL

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

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

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

LIQUIDITY AND CAPITAL RESOURCES

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

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

The one property in the Company's portfolio, on which the net proceeds of the
offering will be spent, is the Whale 1 & 2 Lode Claims consisting of two claims
comprising a total of 40 acres. We have not carried out any exploration work on
the claims and have incurred no exploration costs.

We received our initial funding of $15,000 through the sale of common stock to
Mr. Weaver, our director, who purchased 1,500,000 shares of our common stock at
$.01 on August 13, 2007. From inception until the date of this filing we have
had no operating activities. Our financial statements from inception (July 23,
2007) through the year ended August 31, 2007 report no revenues and a net loss
of $9,027.

SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

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

                                       30

USE OF ESTIMATES

Management uses estimates and assumption 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 probable reserves. To date, the Company has not
established the commercial feasibility of any exploration prospects; therefore,
all costs are being expensed.

DEPRECIATION, AMORTIZATION AND CAPITALIZATION

The Company records depreciation and amortization when appropriate using both
straight-line and declining balance methods over the estimated useful life of
the assets (five to seven years). Expenditures for maintenance and repairs are
charged to expense as incurred. Additions, major renewals and replacements that
increase the property's useful life are capitalized. Property sold or retired,
together with the related accumulated depreciation is removed from the
appropriated 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 of
financial reporting and income tax reporting purposes. Income taxes are provided
based on tax rates in effect at the time such temporary differences are expected
to reverse. A valuation allowance is provided for certain deferred tax assets if
it is more likely than not, that the Company will not realize the tax assets
through future operations.

FAIR VALUE OF FINANCIAL INSTRUMENTS

Financial Accounting Standards statements 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.

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.

                             DESCRIPTION OF PROPERTY

We currently do not own any physical property or own any real property. We
purchased the Whale Property at a cost of $6,000. Title to the Whale Property
mineral claims is held by Centaurus Resources Corp.

                                       31

We currently utilize space provided to us on a rent free basis from our officer
and director, Robert C. Weaver, Jr. at 721 Devon Court, San Diego, CA 92109.
Management believes the current premises are sufficient for its needs at this
time.

                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

Mr. Weaver will not be paid for any underwriting services that he performs on
our behalf with respect to this offering. He will also not receive any interest
on any funds that he may advance to us for expenses incurred prior to the
offering being closed. Any funds loaned will be repaid from the proceeds of the
offering.

On August 13, 2007, a total of 1,500,000 shares of Common Stock was issued to
Mr. Weaver in exchange for $15,000, or $.0.01 per share. All of such shares are
"restricted" securities, as that term is defined by the Securities act of 1933,
as amended, and are held by a director of the Company. (See "Principal
Stockholders".)

            MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

NO PUBLIC MARKET FOR COMMON STOCK

There is currently no public market for our common stock. There has been no
public trading of our securities, and, therefore, no high and low bid pricing.

As of the date of this prospectus, Centaurus Resources Corp. has one shareholder
of record. We have paid no cash dividends and have no outstanding options. We
have no securities authorized for issuance under equity compensation plans.

The SEC has adopted rules that regulate broker-dealer practices in connection
with transactions in penny stocks. Penny stocks are generally equity securities
with a price of less than $5.00, other than securities registered on certain
national securities exchanges or quoted on the NASDAQ system, provided that
current price and volume information with respect to transactions in such
securities is provided by the exchange or quotation system. The penny stock
rules require a broker-dealer, prior to a transaction in a penny stock, to
deliver a standardized risk disclosure document prepared by the SEC, that: (a)
contains a description of the nature and level of risk in the market for penny
stocks in both public offerings and secondary trading; (b) 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 to such
duties or other requirements of Securities' laws; (c) contains a brief, clear,
narrative description of a dealer market, including bid and ask prices for penny
stocks and the significance of the spread between the bid and ask price; (d)
contains a toll-free telephone number for inquiries on disciplinary actions; (e)
defines significant terms in the disclosure document or in the conduct of
trading in penny stocks; and (f) contains such other information and is in such
form, including language, type, size and format, as the SEC shall require by
rule or regulation. The broker-dealer also must provide, prior to effecting any
transaction in a penny stock, the customer with: (a) bid and offer quotations
for the penny stock; (b) the compensation of the broker-dealer and its
salesperson in the transaction; (c) 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 (d) 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 suitably written statement.

                                       32

These disclosure requirements may have the effect of reducing the trading
activity in the secondary market for our stock if it becomes subject to these
penny stock rules. Therefore, if our common stock becomes subject to the penny
stock rules, stockholders may have difficulty selling those securities.

REGULATION M

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

                             EXECUTIVE COMPENSATION

MANAGEMENT COMPENSATION

Our current director and officer is Robert C. Weaver, Jr.

The table below summarizes all compensation awarded to, earned by, or paid to
our executive officers by any person for all services rendered in all capacities
to us for the period from our inception through to August 31, 2007:



                                             Annual Compensation                 Long Term Compensation
                                      ---------------------------------    ---------------------------------
                                                                           Restricted
                                                           Other Annual      Stock     Options/*    LTIP         All Other
Name           Title          Year    Salary($)   Bonus    Compensation     Awarded     SARs (#)  payouts($)   Compensation
- ----           -----          ----    ---------   -----    ------------     -------     --------  ----------   ------------
                                                                                    
Robert C.     President,      2007       $0        $0           $0             $0          $0         $0            $0
Weaver, Jr.   Secretary,
              Treasurer, and
              Director


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

On August 13, 2007, a total of 1,500,000 shares of common stock were issued to
Mr. Robert C. Weaver, Jr. in exchange for cash in the amount of $15,000 or $.01
per share. The terms of this stock issuance was as fair to the company, in the
opinion of the Board of Directors, as if it could have been made with an
unaffiliated third party.

Mr. Weaver currently devotes approximately 5 hours per week to manage the
affairs of the company. He 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.

                                       33

                              FINANCIAL STATEMENTS

The financial statements of Centaurus Resources Corp. for the year ended August
31, 2007, and related notes, included in this prospectus have been audited by
Chang Park, CPA, and have been so included in reliance upon the opinion of such
accountants given upon their authority as an expert in auditing and accounting.

                CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
                      ACCOUNTING AND FINANCIAL DISCLOSURE

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

                                       34

                           Chang G. Park, CPA, Ph. D.
                    * 371 E STREET * CHULA VISTA * CALIFORNIA 91910-2615 *
      * TELEPHONE (858) 722-5953 * FAX (858) 408-2695 * FAX (858) 764-5480
                         * E-MAIL changgpark@gmail.com *


             Report of Independent Registered Public Accounting Firm

To the Board of Directors of
Centaurus Resources Corp.

We have audited the accompanying  balance sheets of Centaurus Resources Corp. as
of  August  31,  2007 and the  related  statements  of  operations,  changes  in
shareholders'  equity  and  cash  flows  for  the  period  from  July  23,  1995
(inception)   to  August  31,  2007.   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 audit 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.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  An audit also includes assessing the accounting principles used and
significant  estimates  made by  management,  as well as evaluating  the overall
financial  statement  presentation.   We  believe  that  our  audit  provides  a
reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material respects, the financial position of Centaurus Resources Corp. as of
August 31, 2007 and the results of their  operations  and its cash flows for the
period from July 23, 2007 (inception) to August 31, 2007 in conformity with U.S.
generally accepted accounting principles.

The  financial  statements  have been  prepared  assuming  that the Company will
continue as a going concern. As discussed in Note 6 to the financial statements,
the Company's  present revenues are  insufficient to meet operating  expenses to
raise  substantial  doubt about 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/ Chang G. Park, CPA
- ------------------------------
Chang G. Park, CPA

September 20, 2007
Chula Vista, CA 91910

        Member of the California Society of Certified Public Accountants
          Registered with the Public Company Accounting Oversight Board

                                      F-1

                            Centaurus Resources Corp.
                         (An Exploration Stage Company)
                                  BALANCE SHEET
                              As of August 31, 2007
- --------------------------------------------------------------------------------

                                     ASSETS

CURRENT ASSETS
  Cash                                                                 $  5,973
                                                                       --------
TOTAL CURRENT ASSETS                                                      5,973
                                                                       --------

      TOTAL ASSETS                                                     $  5,973
                                                                       ========

                 LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)

LIABILITIES                                                                  --

      TOTAL LIABILITIES                                                $     --
                                                                       --------

STOCKHOLDERS' EQUITY (DEFICIT)
  Common Stock (.0001 par value, 100,000,000 shares authorized,
   1,500,000 issued and outstanding as of August 31, 2007                   150
  Additional paid- in capital                                            14,850
  Deficit accumulated during exploration stage                           (9,027)
                                                                       --------
TOTAL STOCKHOLDERS' EQUITY (DEFICIT)                                      5,973
                                                                       --------

      TOTAL LIABILITIES & SHAREHOLDERS' EQUITY (DEFICIT)               $  5,973
                                                                       ========


                        See Notes to Financial Statements

                                      F-2

                            Centaurus Resources Corp.
                         (An Exploration Stage Company)
                             STATEMENT OF OPERATION
                July 23, 2007 (Inception) Through August 31, 2007
- --------------------------------------------------------------------------------

REVENUES
  Revenue                                                           $        --
                                                                    -----------
TOTAL REVENUES                                                               --
                                                                    -----------

OPERATING COSTS
  Administrative Expense                                                  9,027
                                                                    -----------
TOTAL OPERATING COSTS                                                     9,027
                                                                    -----------

NET INCOME (LOSS)                                                   $    (9,027)
                                                                    ===========

Basic & Diluted (Loss) per Share                                          (0.01)
                                                                    ===========

Weighted Average Number of Shares                                     1,500,000
                                                                    ===========


                        See Notes to Financial Statements

                                      F-3

                            Centaurus Resources Corp.
                         (An Exploration Stage Company)
                        STATEMENT OF STOCKHOLDER'S EQUITY
                From Inception July 23, 2007 to August 31, 2007
- --------------------------------------------------------------------------------



                                                                             Deficit
                                                                           Accumulated
                                         Common Stock                        During
                                    ---------------------      Paid in     Development     Total
                                    Shares         Amount      Capital        Stage        Equity
                                    ------         ------      -------        -----        ------
                                                                          
Shares issued to founder on
 August 13, 2007 at $0.01 per
 share, par value .0001            1,500,000       $  150    $   14,850                   $ 15,000

Net (Loss) for period                                                        $ (9,027)      (9,027)
                                  ----------       ------    ----------      --------     --------

Balance, August 31, 2007           1,500,000       $  150    $   14,850      $ (9,027)    $  5,973
                                  ==========       ======    ==========      ========     ========



                        See Notes to Financial Statements

                                      F-4

                            Centaurus Resources Corp.
                         (An exploration stage company)
                               CASH FLOW STATEMENT
                July 23, 2007 (Inception) Through August 31, 2007
- --------------------------------------------------------------------------------


CASH FLOW FROM OPERATING ACTIVITIES
  Net Income (Loss)                                                    $ (9,027)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:                               --
                                                                       --------
          NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES:           (9,027)
                                                                       --------

CASH FLOWS FROM INVESTING ACTIVITIES

          NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES:               --
                                                                       --------
CASH FLOW FROM FINANCING ACTIVITIES
  Issuance of Common Stock                                                  150
  Additional Paid-in Capital                                             14,850
                                                                       --------

          NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES:           15,000
                                                                       --------

NET INCREASE (DECREASE) IN CASH                                           5,973
CASH AT BEGINNING OF PERIOD                                                   0
                                                                       --------
CASH AT END OF PERIOD                                                  $  5,973
                                                                       ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest Paid                                                        $     --
                                                                       ========
  Income Taxes Paid                                                    $     --
                                                                       ========


                        See Notes to Financial Statements

                                      F-5

                            Centaurus Resources Corp.
                         (An Exploration Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2007


NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Centaurus  Resources Corp. (the Company) was incorporated on July 23, 2007 under
the laws of the State of  Delaware.  The  Company  is  primarily  engaged in the
acquisition and exploration of mining properties.

The Company has been in the  exploration  stage since its  formation and has not
yet  realized  any revenues  from its planned  operations.  Upon the location of
commercially  mineable  reserves,  the  Company  plans to  prepare  for  mineral
extraction and enter the development stage.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

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

USE OF ESTIMATES

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.

PRO FORMA COMPENSATION EXPENSE

No stock  options  have been issued by the  Company.  Accordingly;  no pro forma
compensation expense is reported in these financial statements.

MINERAL PROPERTY ACQUISITION AND EXPLORATION COSTS

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

DEPRECIATION, AMORTIZATION AND CAPITALIZATION

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

                                      F-6

                            Centaurus Resources Corp.
                         (An Exploration Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2007


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - CONTINUED

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

INCOME TAXES

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.

NOTE 3 - PROVISION FOR INCOME TAXES

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

                                      F-7

                            Centaurus Resources Corp.
                         (An Exploration Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2007


                                            As of August 31, 2007
                                            ---------------------
     Deferred tax assets:
       Net operating loss                          $ 9,027
       Other                                             0
       Gross deferred tax assets                   $ 1,354
       Valuation allowance                         $(1,354)
                                                   -------

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

NOTE 4 - COMMITMENTS AND CONTINGENCIES

LITIGATION

The Company is not presently involved in any litigation.

NOTE 5 - RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

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

NOTE 6 - GOING CONCERN

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

The consolidated financial statements 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
$9,027 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
consolidated  financial statements of the Company do not include any adjustments
that may result from the outcome of these aforementioned uncertainties.

                                      F-8

                            Centaurus Resources Corp.
                         (An Exploration Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2007


NOTE 7 - RELATED PARTY TRANSACTIONS

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

Robert C. Weaver Jr., the sole officer and director of the Company,  will not be
paid for any  underwriting  services  that he  performs on behalf of the Company
with respect to the Company's  upcoming SB-2 offering.  He will also not receive
any interest on any funds that he advances to the Company for offering  expenses
prior to the offering being closed which will be repaid from the proceeds of the
offering.

NOTE 8 - STOCK TRANSACTIONS

Transactions,  other than  employees'  stock  issuance,  are in accordance  with
paragraph 8 of Statement of Financial  Accounting  Standards 123. Thus issuances
shall be accounted  for based on the fair value of the  consideration  received.
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 August 13,  2007 the  Company  issued a total of  1,500,000  shares of common
stock to one  director  for cash in the amount of $0.01 per share for a total of
$15,000.

As of August 31, 2007 the Company had  1,500,000  shares of common  stock issued
and outstanding.

NOTE 9 - STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of August 31, 2007:

Common stock, $ 0.0001 par value: 80,000,000 shares authorized; 1,500,000 shares
issued and outstanding.

                                      F-9

                                     PART II

                   INFORMATION NOT REQUIRED IN THE PROSPECTUS

INDEMNIFICATION OF DIRECTOR AND OFFICERS

Centaurus Mining Corp.'s By-Laws allow for the indemnification of the officer
and/or director in regard to his carrying out duties of his office. The Board of
Directors will make determination regarding the indemnification of the director,
officer or employee as is properly under the circumstances if he has met the
applicable standard of conduct set forth in the Delaware General Corporation
Law.

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

OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

The estimated costs of this offering are as follows:

           Expenses (1)                      US ($)
           ------------                    ---------
     SEC Registration Fee                  $     .77
     Transfer Agent Fees                   $  450.00
     Accounting Fees and Expenses          $2,700.00
     Legal Fees                            $1,500.00
     Miscellaneous                         $  349.23
                                           ---------
     TOTAL                                 $5,000.00
                                           =========

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

RECENT SALES OF UNREGISTERED SECURITIES

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

We issued 1,500,000 shares of common stock on August 13, 2007 to Robert C.
Weaver, Jr., our director. These shares were issued pursuant to Section 4(2) of
the Securities Act at a price of $0.01 per share, for total proceeds of $15,000.
The 1,500,000 shares of common stock are restricted shares as defined in the
Securities Act.

EXHIBITS

    Exhibit
    Number                     Description of Exhibits
    ------                     -----------------------
      3.1       Articles of Incorporation.
      3.2       By-Laws
      5.1       Opinion & Consent of Joseph Emas, Esq.
      10.1      Purchase Agreement dated August 10, 2007 between Multi Metal
                Mining Corp and Centaurus Resources Corp.
      23.1      Consent of Chang Park, CPA
      23.2      Consent of Laurence Sookochoff, P.Eng., Consulting Geologist
      99.1      Subscription Agreement

                                      II-1

UNDERTAKINGS

The undersigned Registrant hereby undertakes:

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

     (a)  Include any prospectus required by Section 10(a)(3) of the Securities
          Act;

     (b)  Reflect in the prospectus any facts or events which, individually or
          together, represent a fundamental change in the information in the
          registration statement. Notwithstanding the foregoing, any increase or
          decrease in volume of securities offered (if the total dollar value of
          securities offered would not exceed that which was registered) and any
          deviation from the low or high end of the estimated maximum offering
          range may be reflected in the form of prospectus filed with the SEC
          pursuant to Rule 424(b) if, in the aggregate, the changes in the
          volume and price represent no more than a 20% change in the maximum
          aggregate offering price set forth in the "Calculation of Registration
          Fee" table in the effective registration statement; and

     (c)  Include any additional or changed material information on the plan of
          distribution.

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

3.   To remove from registration, by means of a post-effective amendment, any of
     the securities being registered hereby that remains unsold at the
     termination of the offering.

Insofar as indemnification for liabilities arising under the Securities Act of
1933 (the "Act") may be permitted to our director, officers and controlling
persons pursuant to the provisions above, or otherwise, we have been advised
that in the opinion of the SEC such indemnification is against public policy as
expressed in the Securities Act, and is, therefore, unenforceable.

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

For determining any liability under the Securities Act, we shall treat the
information omitted from the form of prospectus filed as part of this
registration statement in reliance upon Rule 430A and contained in a form of
prospectus filed by us under Rule 424 (b) (1), or (4), or 497(h) under the
Securities Act as part of this registration statement as of the time the
Commission declared it effective.

For determining any liability under the Securities Act, we shall treat each
post-effective amendment that contains a form of prospectus as a new
registration statement for the securities offered in the registration statement,
and that the offering of the securities at that time as the initial bona fide
offering of those securities.

                                      II-2

                                   SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements of filing on Form SB-2 and authorized this registration
statement to be signed on its behalf by the undersigned, in San Diego, CA on
September 27, 2007.

                                   CENTAURUS RESOURCES CORP.


                                   By: /s/ Robert C. Weaver, Jr.
                                       -----------------------------------------
                                       ROBERT C. WEAVER, JR.
                                       President, Secretary and Treasurer
                                       Chief Executive Officer, Chief Financial
                                       Officer, Principal Accounting Officer and
                                       and Director

In accordance with the requirements of the Securities Act of 1933, this
registration statement was signed by the following persons in the capacities and
on the dates stated.



         Signature                                   Title                                 Date
         ---------                                   -----                                 ----
                                                                              

/s/ Robert C. Weaver, Jr.           President, Secretary and Treasurer               September 27, 2007
- ------------------------------      Chief Executive Officer, Chief Financial
ROBERT C. WEAVER, JR.               Officer, Principal Accounting Officer
                                    and Director


                                      II-3

EX-3.1

                                                                     Exhibit 3.1

                          CERTIFICATE OF INCORPORATION



     FIRST: The name of this corporation shall be: CENTAURUS RESOURCES CORP.

     SECOND: Its registered office in the State of Delaware is to be located at
2711 Centerville Road, Suite 400, Wilmington, Country of New Castle, Delaware,
19808. The name of its registered agent at such address is THE COMPANY
CORPORATION.

     THIRD: The purpose or purposes of the corporation shall be:

     To engage in any lawful act or activity for which corporations may be
organized under the General Corporation Law of Delaware.

     FOURTH: The total number of shares of stock which this corporation is
authorized to issue is: Eighty Million (80,000,000)shares of common stock with a
par value of $0.0001.

     The powers, preferences and rights and the qualification, limitation and
restrictions thereof shall be determined by the board of directors.

     FIFTH: The name and mailing address of the incorporator is as follows:

                             The Company Corporation
                             2711 Centerville Road
                             Suite 400
                             Wilmington, DE 19808

     SIXTH: The Board of Directors shall have the power to adopt, amend or
repeal the by-laws.

     SEVENTH: No director shall be personally liable to the Corporation or its
stockholders for monetary damages for any breach of fiduciary duty by such
director as a director. Notwithstanding the foregoing sentence, a director shall
be liable to the extent provided by applicable law, (i) for breach of the
director's duty of loyalty to the Corporation or its stockholders, (ii) for acts
or omissions not in good faith or which involve intentional misconduct or a
knowing violation of law, (iii) pursuant to Section 174 of the Delaware General
Corporation Law or (iv) for any transaction from which the director derived an
improper personal benefit. No amendment to or repeal of this Article Seventh
shall apply to or have an effect on the liability or alleged liability of any
director of the Corporation for or with respect to any acts of omissions of such
director occurring prior to such amendment.

     IN WITNESS WHEREOF, the undersigned, being the incorporator herein before
named, has executed signed and acknowledged this certificate of incorporation
this 23rd day of July, 2007.


                                  By: /s/ Sparkle Harding
                                      ---------------------------
                                      Sparkle Harding
                                      Assistant Secretary

STATE OF DELAWARE
SECRETARY OF STATE
DIVISION OF CORPORATIONS
DELIVERED 10:46 AM 07/23/2007
FILED 10:33 AM 07/23/2007
SRV 070839691 - 4393392 FILE

EX-3.2

                                                                     Exhibit 3.2

                                     BYLAWS

                                       OF

                            CENTAURUS RESOURCES CORP.


                            (a Delaware corporation)

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

                                    ARTICLE I

                                  STOCKHOLDERS

     1. CERTIFICATES  REPRESENTING STOCK. Certificates representing stock in the
corporation  shall be  signed  by,  or in the name of,  the  corporation  by the
Chairperson  or  Vice-Chairperson  of the Board of Directors,  if any, or by the
President or a Vice-President and by the Treasurer or an Assistant  Treasurer or
the Secretary or an Assistant  Secretary of the corporation shall sign by, or in
the name of, the corporation certificates representing stock in the corporation.
Any or all the signatures on any such  certificate  may be a facsimile.  In case
any officer,  transfer  agent,  or registrar  who has signed or whose  facsimile
signature  has been  placed  upon a  certificate  shall  have  ceased to be such
officer,  transfer agent, or registrar before such certificate is issued, it may
be issued by the  corporation  with the same  effect as if such person were such
officer, transfer agent, or registrar at the date of issue.

     Whenever the  corporation  shall be authorized to issue more than one class
of stock or more  than one  series  of any  class of  stock,  and  whenever  the
corporation  shall  issue any  shares of its stock as  partly  paid  stock,  the
certificates  representing  shares  of any such  class or  series or of any such
partly  paid stock  shall set forth  thereon the  statements  prescribed  by the
General  Corporation  Law. Any  restrictions  on the transfer or registration of
transfer  of any  shares  of  stock  of any  class  or  series  shall  be  noted
conspicuously on the certificate representing such shares.

     The  corporation  may issue a new  certificate  of stock or  uncertificated
shares in place of any  certificate  theretofore  issued by it,  alleged to have
been lost,  stolen,  or  destroyed,  and the Board of Directors  may require the
owner of the lost,  stolen,  or destroyed  certificate,  or such  owner's  legal
representative,  to give the  corporation  a bond  sufficient  to indemnify  the
corporation  against  any claim  that may be made  against  it on account of the
alleged loss,  theft, or destruction of any such  certificate or the issuance of
any such new certificate or uncertificated shares.

     2. UNCERTIFICATED  SHARES. Subject to any conditions imposed by the General
Corporation  Law,  the Board of  Directors  of the  corporation  may  provide by
resolution  or  resolutions  that some or all of any or all classes or series of
the stock of the corporation shall be uncertificated shares. Within a reasonable
time  after  the  issuance  or  transfer  of  any  uncertificated   shares,  the
corporation  shall send to the  registered  owner  thereof  any  written  notice
prescribed by the General Corporation Law.

     3.  FRACTIONAL  SHARE  INTERESTS.  The  corporation  may,  but shall not be
required  to,  issue  fractions of a share.  If the  corporation  does not issue
fractions of a share,  it shall (1) arrange for the  disposition  of  fractional
interests by those entitled thereto, (2) pay in cash the fair value of fractions
of a share as of the time when those  entitled  to receive  such  fractions  are
determined,   or  (3)  issue  scrip  or  warrants  in  registered  form  (either
represented by a certificate or uncertificated) or bearer form (represented by a
certificate)  which  shall  entitle  the holder to receive a full share upon the
surrender of such scrip or warrants  aggregating a full share. A certificate for
a fractional  share or an  uncertificated  fractional  share shall, but scrip or
warrants  shall not unless  otherwise  provided  therein,  entitle the holder to
exercise voting rights, to receive dividends thereon,  and to participate in any
of the  assets  of the  corporation  in the event of  liquidation.  The Board of
Directors  may cause scrip or warrants  to be issued  subject to the  conditions
that they shall become void if not exchanged for  certificates  representing the
full shares or uncertificated full shares before a specified date, or subject to
the conditions that the shares for which scrip or warrants are  exchangeable may
be sold by the corporation and the proceeds  thereof  distributed to the holders
of scrip or  warrants,  or  subject to any other  conditions  which the Board of
Directors may impose.

     4.  STOCK  TRANSFERS.  Upon  compliance  with  provisions  restricting  the
transfer or registration  of transfer of shares of stock,  if any,  transfers or
registration  of transfers of shares of stock of the  corporation  shall be made
only on the stock ledger of the corporation by the registered holder thereof, or
by the registered  holder's attorney  thereunto  authorized by power of attorney
duly executed and filed with the Secretary of the corporation or with a transfer
agent  or a  registrar,  if any,  and,  in the  case of  shares  represented  by
certificates, on surrender of the certificate or certificates for such shares of
stock properly endorsed and the payment of all taxes due thereon.

     5.  RECORD  DATE FOR  STOCKHOLDERS.  In  order  that  the  corporation  may
determine  the  stockholders  entitled to notice of or to vote at any meeting of
stockholders or any adjournment thereof, the Board of Directors may fix a record
date,  which  record date shall not  precede the date upon which the  resolution
fixing the record date is adopted by the Board of  Directors,  and which  record
date shall not be more than sixty nor less than ten days before the date of such
a meeting. If no record date is fixed by the Board of Directors, the record date
for  determining  stockholders  entitled to notice of or to vote at a meeting of
stockholders shall be at the close of business on the day next preceding the day
on which notice is given,  or, if notice is waived,  at the close of business on
the day next preceding the day on which the meeting is held. A determination  of
stockholders  of  record  entitled  to  notice  of or to  vote at a  meeting  of
stockholders shall apply to any adjournment of the meeting;  provided,  however,
that the Board of Directors may fix a new record date for the adjourned meeting.
In order that the corporation may determine the stockholders entitled to consent
to corporate action in writing without a meeting, the Board of Directors may fix
a record  date,  which  record  date shall not  precede  the date upon which the
resolution  fixing the record  date is  adopted by the Board of  Directors,  and
which  date  shall  not be more  than ten days  after  the date  upon  which the
resolution  fixing the record date is adopted by the Board of  Directors.  If no
record  date has been  fixed by the  Board of  Directors,  the  record  date for
determining the stockholders  entitled to consent to corporate action in writing

                                       2

without a meeting, when no prior action by the Board of Directors is required by
the General  Corporation  Law, shall be the first date on which a signed written
consent  setting  forth the action taken or proposed to be taken is delivered to
the  corporation by delivery to its registered  office in the State of Delaware,
its  principal  place of  business,  or an officer  or agent of the  corporation
having custody of the book in which  proceedings of meetings of stockholders are
recorded.  Delivery made to the corporation's registered office shall be by hand
or by certified or registered mail, return receipt requested.  If no record date
has been  fixed by the  Board of  Directors  and  prior  action  by the Board of
Directors  is  required  by the  General  Corporation  Law,  the record date for
determining  stockholders  entitled  to consent to  corporate  action in writing
without a  meeting  shall be at the  close of  business  on the day on which the
Board of Directors adopts the resolution taking such prior action. In order that
the  corporation may determine the  stockholders  entitled to receive payment of
any  dividend  or  other   distribution  or  allotment  of  any  rights  or  the
stockholders  entitled  to  exercise  any  rights  in  respect  of  any  change,
conversion, or exchange of stock, or for the purpose of any other lawful action,
the Board of  Directors  may fix a record  date,  which  record  date  shall not
precede  the date upon which the  resolution  fixing the record date is adopted,
and which record date shall be not more than sixty days prior to such action. If
no record date is fixed,  the record date for determining  stockholders  for any
such purpose  shall be at the close of business on the day on which the Board of
Directors adopts the resolution relating thereto.

     6.  MEANING OF  CERTAIN  TERMS.  As used  herein in respect of the right to
notice of a meeting of  stockholders  or a waiver  thereof or to  participate or
vote  thereat or to  consent or dissent in writing in lieu of a meeting,  as the
case may be,  the term  "share"  or  "shares"  or "share of stock" or "shares of
stock" or  "stockholder"  or  "stockholders"  refers to an outstanding  share or
shares of stock and to a holder or  holders of record of  outstanding  shares of
stock when the  corporation  is  authorized to issue only one class of shares of
stock,  and said reference is also intended to include any outstanding  share or
shares of stock and any  holder or holders  of record of  outstanding  shares of
stock of any class  upon  which or upon whom the  certificate  of  incorporation
confers  such rights  where there are two or more classes or series of shares of
stock or upon which or upon whom the General Corporation Law confers such rights
notwithstanding  that the certificate of incorporation may provide for more than
one class or series of  shares  of stock,  one or more of which are  limited  or
denied such rights there under; provided, however, that no such right shall vent
in the event of an increase or a decrease in the authorized  number of shares of
stock of any class or series which is otherwise  denied  voting rights under the
provisions of the certificate of  incorporation,  except as any provision of law
may otherwise require.

     7. STOCKHOLDER MEETINGS.

     - TIME. The annual meeting shall be held on the date and at the time fixed,
from time to time, by the  directors,  provided,  that the first annual  meeting
shall be held on a date within  thirteen  months after the  organization  of the
corporation,  and each successive  annual meeting shall be held on a date within
thirteen  months  after  the date of the  preceding  annual  meeting.  A special
meeting shall be held on the date and at the time fixed by the directors.

                                       3

     - PLACE.  Annual meetings and special meetings shall be held at such place,
within or without the State of  Delaware,  as the  directors  may,  from time to
time,  fix.  Whenever the  directors  shall fail to fix such place,  the meeting
shall  be held at the  registered  office  of the  corporation  in the  State of
Delaware.

     - CALL. Annual meetings and special meetings may be called by the directors
or by any officer instructed by the directors to call the meeting.

     - NOTICE OR WAIVER  OF  NOTICE.  Written  notice of all  meetings  shall be
given,  stating the place,  date,  and hour of the meeting and stating the place
within  the  city or  other  municipality  or  community  at  which  the list of
stockholders of the corporation may be examined. The notice of an annual meeting
shall state that the meeting is called for the election of directors and for the
transaction of other  business  which may properly come before the meeting,  and
shall (if any other  action  which could be taken at a special  meeting is to be
taken at such annual  meeting)  state the purpose or  purposes.  The notice of a
special  meeting shall in all instances  state the purpose or purposes for which
the  meeting is called.  The notice of any  meeting  shall also  include,  or be
accompanied by, any additional statements,  information, or documents prescribed
by the General  Corporation  Law.  Except as  otherwise  provided by the General
Corporation Law, a copy of the notice of any meeting shall be given,  personally
or by mail,  not less than ten days nor more than sixty days  before the date of
the meeting,  unless the lapse of the prescribed  period of time shall have been
waived, and directed to each stockholder at such stockholder's record address or
at such other address which such  stockholder  may have  furnished by request in
writing to the Secretary of the  corporation.  Notice by mail shall be deemed to
be given when  deposited,  with postage  thereon  prepaid,  in the United States
mail.  If a meeting is  adjourned  to another  time,  not more than  thirty days
hence,  and/or to another place,  and if an  announcement  of the adjourned time
and/or place is made at the meeting, it shall not be necessary to give notice of
the adjourned meeting unless the directors, after adjournment,  fix a new record
date for the adjourned meeting.  Notice need not be given to any stockholder who
submits a written  waiver of notice signed by such  stockholder  before or after
the  time  stated  therein.   Attendance  of  a  stockholder  at  a  meeting  of
stockholders  shall  constitute a waiver of notice of such meeting,  except when
the stockholder attends the meeting for the express purpose of objecting, at the
beginning of the meeting, to the transaction of any business because the meeting
is not lawfully  called or convened.  Neither the business to be transacted  at,
nor the purpose of, any regular or special meeting of the  stockholders  need be
specified in any written waiver of notice.

     - STOCKHOLDER  LIST.  The officer who has charge of the stock ledger of the
corporation  shall  prepare and make,  at least ten days before every meeting of
stockholders,  a complete  list of the  stockholders,  arranged in  alphabetical
order,  and  showing the  address of each  stockholder  and the number of shares
registered  in the  name of each  stockholder.  Such  list  shall be open to the
examination of any stockholder,  for any purpose germane to the meeting,  during
ordinary business hours, for a period of at least ten days prior to the meeting,
either at a place within the city or other  municipality  or community where the
meeting  is to be held,  which  place  shall be  specified  in the notice of the
meeting,  or if not so specified,  at the place where the meeting is to be held.
The list shall also be  produced  and kept at the time and place of the  meeting

                                       4

during the whole time thereof,  and may be inspected by any  stockholder  who is
present.  The  stock  ledger  shall  be the  only  evidence  as to who  are  the
stockholders  entitled to examine the stock  ledger,  the list  required by this
section  or  the  books  of the  corporation,  or to  vote  at  any  meeting  of
stockholders.

     - CONDUCT OF MEETING.  Meetings of the stockholders  shall be presided over
by one of the  following  officers in the order of seniority  and if present and
acting - the  Chairperson  of the Board,  if any,  the  Vice-Chairperson  of the
Board, if any, the President, a Vice-President,  or, if none of the foregoing is
in  office  and  present  and  acting,  by a  chairperson  to be  chosen  by the
stockholders.  The Secretary of the corporation, or in such Secretary's absence,
an Assistant Secretary,  shall act as secretary of every meeting, but if neither
the  Secretary  nor an  Assistant  Secretary is present the  chairperson  of the
meeting shall appoint a secretary of the meeting.

     - PROXY  REPRESENTATION.  Every stockholder may authorize another person or
persons  to act  for  such  stockholder  by  proxy  in all  matters  in  which a
stockholder  is  entitled  to  participate,  whether  by  waiving  notice of any
meeting,  voting or participating at a meeting, or expressing consent or dissent
without a  meeting.  Every  proxy must be signed by the  stockholder  or by such
stockholder's  attorney-in-fact.  No proxy  shall be voted or acted  upon  after
three years from its date unless such proxy provides for a longer period. A duly
executed proxy shall be irrevocable if it states that it is irrevocable and, if,
and only as long as, it is coupled with an interest sufficient in law to support
an irrevocable power. A proxy may be made irrevocable  regardless of whether the
interest  with  which it is  coupled is an  interest  in the stock  itself or an
interest in the corporation generally.

     - INSPECTORS.  The directors, in advance of any meeting, may, but need not,
appoint  one or  more  inspectors  of  election  to act  at the  meeting  or any
adjournment thereof. If an inspector or inspectors are not appointed, the person
presiding at the meeting may, but need not, appoint one or more  inspectors.  In
case any person who may be appointed as an inspector fails to appear or act, the
vacancy may be filled by  appointment  made by the  directors  in advance of the
meeting or at the meeting by the person presiding  thereat.  Each inspector,  if
any, before  entering upon the discharge of duties of inspector,  shall take and
sign an oath  faithfully to execute the duties of inspector at such meeting with
strict impartiality and according to the best of such inspector's  ability.  The
inspectors,  if any, shall  determine the number of shares of stock  outstanding
and the voting power of each,  the shares of stock  represented  at the meeting,
the existence of a quorum, the validity and effect of proxies, and shall receive
votes,  ballots,  or consents,  hear and determine all  challenges and questions
arising in  connection  with the right to vote,  count and  tabulate  all votes,
ballots,  or consents,  determine the result,  and do such acts as are proper to
conduct the election or vote with  fairness to all  stockholders.  On request of
the person presiding at the meeting, the inspector or inspectors,  if any, shall
make a report in writing of any  challenge,  question,  or matter  determined by
such inspector or inspectors and execute a certificate of any fact found by such
inspector or  inspectors.  Except as may otherwise be required by subsection (e)
of Section 231 of the General  Corporation  Law, the  provisions of that Section
shall not apply to the corporation.

                                       5

     - QUORUM.  The  holders of a majority  of the  outstanding  shares of stock
shall  constitute a quorum at a meeting of  stockholders  for the transaction of
any  business.  The  stockholders  present may  adjourn the meeting  despite the
absence of a quorum.

     - VOTING. Each share of stock shall entitle the holder thereof to one vote.
Directors  shall be elected by a plurality of the votes of the shares present in
person  or  represented  by proxy at the  meeting  and  entitled  to vote on the
election of directors. Any other action shall be authorized by a majority of the
votes cast  except  where the General  Corporation  Law  prescribes  a different
percentage of votes and/or a different  exercise of voting power,  and except as
may otherwise  prescribed by the provisions of the certificate of  incorporation
and these Bylaws. In the election of directors, and for any other action, voting
need not be by ballot.

     8.  STOCKHOLDER  ACTION  WITHOUT  MEETINGS.  Except as any provision of the
General  Corporation  Law may  otherwise  require,  any action  required  by the
General  Corporation  Law to be  taken  at any  annual  or  special  meeting  of
stockholders,  or any action which may be taken at any annual or special meeting
of  stockholders,  may be taken  without a  meeting,  without  prior  notice and
without a vote,  if a consent  in  writing,  setting  forth the action so taken,
shall be signed by the  holders of  outstanding  stock  having not less than the
minimum number of votes that would be necessary to authorize or take such action
at a meeting at which all shares  entitled  to vote  thereon  were  present  and
voted.  Prompt notice of the taking of the corporate action without a meeting by
less than unanimous  written  consent shall be given to those  stockholders  who
have not consented in writing.  Action taken pursuant to this paragraph shall be
subject to the provisions of Section 228 of the General Corporation Law.

                                   ARTICLE II

                                    DIRECTORS

     1. FUNCTIONS AND  DEFINITION.  The business and affairs of the  corporation
shall be  managed by or under the  direction  of the Board of  Directors  of the
corporation.  The  Board  of  Directors  shall  have  the  authority  to fix the
compensation of the members thereof.  The use of the phrase "whole board" herein
refers to the total number of  directors,  which the  corporation  would have if
there were no vacancies.

     2.  QUALIFICATIONS  AND NUMBER.  A director  need not be a  stockholder,  a
citizen  of the  United  States,  or a resident  of the State of  Delaware.  The
initial Board of Directors shall consist of one person. Thereafter the number of
directors  constituting  the whole board  shall be at least one.  Subject to the
foregoing  limitation  and except for the first Board of Directors,  such number
may be  fixed  from  time  to  time  by  action  of the  stockholders  or of the
directors,  or, if the number is not fixed,  the number shall be one. The number
of directors may be increased or decreased by action of the  stockholders  or of
the directors.

                                       6

     3.  ELECTION  AND TERM.  The first Board of  Directors,  unless the members
thereof  shall nave been named in the  certificate  of  incorporation,  shall be
elected by the  incorporator  or  incorporators  and shall hold office until the
first annual meeting of stockholders  and until their successors are elected and
qualified or until their earlier resignation or removal. Any director may resign
at any time upon written notice to the  corporation.  Thereafter,  directors who
are elected at an annual meeting of stockholders,  and directors who are elected
in the interim to fill  vacancies  and newly created  directorships,  shall hold
office until the next annual meeting of stockholders  and until their successors
are elected and qualified or until their earlier resignation or removal.  Except
as the General  Corporation  Law may otherwise  require,  in the interim between
annual meetings of stockholders  or of special  meetings of stockholders  called
for the  election of directors  and/or for the removal of one or more  directors
and  for  the  filling  of  any  vacancy  in  that  connection,   newly  created
directorships  and any vacancies in the Board of Directors,  including  unfilled
vacancies  resulting  from the removal of directors for cause or without  cause,
may be filled  by the vote of a  majority  of the  remaining  directors  then in
office, although less than a quorum, or by the sole remaining director.

     4. MEETINGS.

     - TIME.  Meetings shall be held at such time as the Board shall fix, except
that the first  meeting of a newly elected Board shall be held as soon after its
election as the directors may conveniently assemble.

     - PLACE.  Meetings  shall be held at such place within or without the State
of Delaware as shall be fixed by the Board.

     - CALL.  No call shall be required for regular  meetings for which the time
and place have been fixed. Special meetings may be called by or at the direction
of the Chairperson of the Board, if any, the  Vice-Chairperson  of the Board, if
any, of the President, or of a majority of the directors in office.

     - NOTICE OR ACTUAL OR CONSTRUCTIVE  WAIVER. No notice shall be required for
regular meetings for which the time and place have been fixed. Written, oral, or
any  other  mode of notice  of the time and  place  shall be given  for  special
meetings  in  sufficient  time  for the  convenient  assembly  of the  directors
thereat.  Notice  need  not be  given  to any  director  or to any  member  of a
committee of  directors  who submits a written  waiver of notice  signed by such
director or member  before or after the time stated  therein.  Attendance of any
such person at a meeting  shall  constitute a waiver of notice of such  meeting,
except when such person attends a meeting for the express  purpose of objecting,
at the beginning of the meeting,  to the transaction of any business because the
meeting  is  not  lawfully  called  or  convened.  Neither  the  business  to be
transacted  at,  nor the  purpose  of, any  regular  or  special  meeting of the
directors need be specified in any written waiver of notice.

     - QUORUM AND  ACTION.  A majority of the whole  Board  shall  constitute  a
quorum except when a vacancy or vacancies  prevents such  majority,  whereupon a
majority of the directors in office shall  constitute a quorum,  provided,  that

                                       7

such majority shall constitute at least one-third of the whole Board. A majority
of the  directors  present,  whether or not a quorum is  present,  may adjourn a
meeting to another  time and place.  Except as herein  otherwise  provided,  and
except as  otherwise  provided by the General  Corporation  Law, the vote of the
majority  of the  directors  present  at a meeting  at which a quorum is present
shall be the act of the Board.  The quorum and voting  provisions  herein stated
shall  not be  construed  as  conflicting  with any  provisions  of the  General
Corporation  Law and these Bylaws  which  govern a meeting of directors  held to
fill  vacancies  and  newly  created  directorships  in the  Board or  action of
disinterested directors.

     Any  member  or  members  of the  Board of  Directors  or of any  committee
designated by the Board may  participate in a meeting of the Board,  or any such
committee,  as the case may be,  by means of  conference  telephone  or  similar
communications  equipment  by means of which all  persons  participating  in the
meeting can hear each other.

     - CHAIRPERSON OF THE MEETING.  The  Chairperson of the Board, if any and if
present  and   acting,   shall   preside  at  all   meetings.   Otherwise,   the
Vice-Chairperson  of  the  Board,  if any  and if  present  and  acting,  or the
President,  if present and acting,  or any other  director  chosen by the Board,
shall preside.

     5. REMOVAL OF DIRECTORS. Except as may otherwise be provided by the General
Corporation  Law, any director or the entire Board of Directors  may be removed,
with or without cause,  by the holders of a majority of the shares then entitled
to vote at an election of directors.

     6. COMMITTEES. The Board of Directors may designate one or more committees,
each  committee to consist of one or more of the  directors of the  corporation.
The Board may  designate  one or more  directors  as  alternate  members  of any
committee,  who may replace any absent or disqualified  member at any meeting of
the  committee.  In the  absence or  disqualification  of any member of any such
committee or committees,  the member or members  thereof  present at any meeting
and not  disqualified  from  voting,  whether  or not  such  member  or  members
constitute a quorum,  may  unanimously  appoint  another  member of the Board of
Directors to act at the meeting in the place of any such absent or  disqualified
member.  Any such  committee,  to the extent  provided in the  resolution of the
Board,  shall have and may exercise all the powers and authority of the Board of
Directors in the management of the business and affairs of the corporation  with
the exception of any power or authority the delegation of which is prohibited by
Section 141 of the General  Corporation  Law, and may  authorize the seal of the
corporation to be affixed to all papers which may require it.

     7.  WRITTEN  ACTION.  Any action  required or  permitted to be taken at any
meeting of the Board of Directors or any committee  thereof may be taken without
a meeting if all members of the Board or committee,  as the case may be, consent
thereto in writing,  and the  writing or writings  are filed with the minutes of
proceedings of the Board or committee.

                                       8

                                   ARTICLE III

                                    OFFICERS

     The officers of the corporation shall consist of a President,  a Secretary,
a Treasurer,  and, if deemed necessary,  expedient, or desirable by the Board of
Directors,  a Chairperson  of the Board,  a  Vice-Chairperson  of the Board,  an
Executive  Vice-President,  one or  more  other  Vice-Presidents,  one  or  more
Assistant Secretaries, one or more Assistant Treasurers, and such other officers
with such titles as the resolution of the Board of Directors choosing them shall
designate. Except as may otherwise be provided in the resolution of the Board of
Directors  choosing  such  officer,  no officer  other than the  Chairperson  or
Vice-Chairperson  of the Board, if any, need be a director.  The same person may
hold any number of offices, as the directors may determine.

     Unless  otherwise  provided in the resolution  choosing such officer,  each
officer shall be chosen for a term which shall continue until the meeting of the
Board of Directors  following the next annual meeting of stockholders  and until
such officer's successor shall have been chosen and qualified.

     All officers of the corporation  shall have such authority and perform such
duties in the management and operation of the corporation as shall be prescribed
in the  resolutions  of the Board of Directors  designating  and  choosing  such
officers  and  prescribing  their  authority  and  duties,  and shall  have such
additional  authority  and duties as are incident to their office  except to the
extent that such resolutions may be inconsistent therewith.  The Secretary or an
Assistant  Secretary of the  corporation  shall record all of the proceedings of
all meetings and actions in writing of stockholders,  directors,  and committees
of  directors,  and shall  exercise such  additional  authority and perform such
additional  duties as the Board  shall  assign to such  Secretary  or  Assistant
Secretary. The Board of Directors may remove any officer, with or without cause.
The Board of Directors may fill any vacancy in any office.

                                   ARTICLE IV

                                 CORPORATE SEAL

     The  corporate  seal shall be in such form as the Board of Directors  shall
prescribe.

                                    ARTICLE V

                                   FISCAL YEAR

     The fiscal year of the corporation  shall be fixed, and shall be subject to
change, by the Board of Directors.

                                       9

                                   ARTICLE VI

                               CONTROL OVER BYLAWS

     Subject to the  provisions  of the  certificate  of  incorporation  and the
provisions of the General  Corporation Law, the power to amend, alter, or repeal
these  Bylaws and to adopt new Bylaws my be  exercised by the Board of Directors
or by the stockholders.

     I HEREBY  CERTIFY that the foregoing is a full,  true,  and correct copy of
the Bylaws of Centaurus Resources Corp., a Delaware corporation, as in effect on
the date hereof.

DATED: July 23, 2007

                                             /s/ Robert C. Weaver, Jr.
                                             -------------------------------
                                             Robert Weaver, Secretary
                                             Centaurus Resources Corp.


(SEAL)

                                       10

EX-5.1

                                                                     Exhibit 5.1

                             OPINION AS TO LEGALITY

                                 JOSEPH I. EMAS
                                 ATTORNEY AT LAW
                             1224 Washington Avenue
                           Miami Beach, Florida 33139
                            (305) 531-1174 Facsimile:
                                 (305) 531-1274
                         Email: jiemas@josephiemaspa.com

September 4, 2007

United States Securities and Exchange Commission
100 F Street
Washington, D.C. 20549

     Re: Centaurus Resources Corp. (the "Company")

Ladies and Gentlemen:

As counsel  for the  Company,  I have  examined  the  Company's  certificate  of
incorporation,   by-laws,  and  such  other  corporate  records,  documents  and
proceedings and such questions of laws I have deemed relevant for the purpose of
this opinion, including but not limited to, Delaware law including the statutory
provisions,  all applicable provisions of the Delaware Constitution and reported
judicial decisions  interpreting  those laws. In my examination,  I have assumed
the genuineness of all signatures,  the authenticity of all documents  submitted
to me as originals, and conformity with the originals of all documents submitted
to me as copies thereof. In addition, I have made such other examinations of law
and fact,  as I have  deemed  relevant  in order to form a basis for the opinion
hereinafter expressed.

 I have also, as counsel for the Company,  examined the  Registration  Statement
(the  "Registration  Statement")  of your  Company  on Form SB-2,  covering  the
registration  under  the  Securities  Act  of  1933  of  1,000,000  shares  (the
"Registered  Shares") of the Company's  common stock (the "Common  Stock") to be
offered by the Company on a self-underwritten, best efforts, all or none basis.

My review has also  included  the form of  prospectus  for the  issuance of such
securities (the "Prospectus") filed with the Registration Statement.

On the basis of such examination, I am of the opinion that:

     1.   The Company is a corporation  duly authorized and validly existing and
          in good  standing  under  the  laws of the  State  of  Delaware,  with
          corporate   power  to  conduct  its   business  as  described  in  the
          Registration Statement.

     2.   The Company has an authorized  capitalization  of 80,000,000 shares of
          Common Stock, $0.0001 par value and no shares of Preferred Stock.

     3.   The shares of Common Stock  currently  issued and outstanding are duly
          and validly issued as fully paid and  non-assessable,  pursuant to the
          corporate law of the State of Delaware  (Delaware General  Corporation
          Law).

     4.   The  1,000,000  shares of Common  Stock  offered  in the  Registration
          Statement, when issued, shall be duly and validly issued as fully paid
          and  non-assessable,  pursuant  to the  corporate  law of the State of
          Delaware (Delaware General Corporation Law).

This  opinion  includes  my opinion  on  Delaware  law  including  the  Delaware
Constitution,  all  applicable  provisions  of Delaware  statutes,  and reported
judicial decisions interpreting those laws.

This opinion letter is limited to the matters  stated herein,  and no opinion is
implied or may be inferred beyond the matters expressly stated. I hereby consent
to the use of my opinion  as herein set forth as an exhibit to the  Registration
Statement  and to the use of my name under the  caption  "Legal  Matters" in the
prospectus forming a part of the Registration Statement. In giving this consent,
I do not hereby admit that I come within the category of persons  whose  consent
is  required  under  Section  7 of the  Securities  Act of 1933 or the rules and
regulations of the SEC promulgated thereunder or Item 509 of Regulation S-K.

Very truly yours,



                               /s/ Joseph I. Emas
                           --------------------------
                             JOSEPH I. EMAS, ESQUIRE

EX-10.1

                                                                    Exhibit 10.1

                               PURCHASE AGREEMENT

THIS AGREEMENT dated for reference the 10th day of August, 2007.

BETWEEN:

     MULTI METAL MINING CORP, a Nevada Corporation with an office at 818-470
     Granville ST., Vancouver, British Columbia, V6C 1V5

     (hereinafter called the "Vendor")

                                                               OF THE FIRST PART

AND:

     CENTAURUS RESOURCES CORP., a Delaware corporation having its office at 721
     Devon Court, San Diego, CA 92109

     (hereinafter called the "Purchaser")

                                                              OF THE SECOND PART

WHEREAS:

A. The Vendor is the beneficial owner of the mineral claims described in
Schedule "A" hereto (the "Property");

B. The Vendor wishes to sell a 100% undivided interest in and to the Property to
the Purchaser and the Purchaser wishes to acquire such interest pursuant to the
terms and conditions hereinafter set out;

NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and
of the mutual covenants and agreements hereinafter contained, the parties hereto
agree as follows:

VENDOR'S REPRESENTATIONS AND WARRANTIES

1. The Vendor represents and warrants to the Purchaser that:

     (a)  It is the sole recorded and beneficial owner of an undivided l00%
          interest in and to the Property;

     (b)  The claims comprising the Property have been, to the best of the
          information and belief of the Vendor, properly located and staked and
          recorded in compliance with the laws of the jurisdiction in which they
          are situate, are accurately described in Schedule "A" and are valid
          and subsisting mineral claims as at the date of this Agreement;

     (c)  The Property is in good standing under all applicable laws and
          regulations, all assessment work required to be performed and filed
          has been performed and filed, all taxes and other payments have been
          paid and all filings have been made;

     (d)  The Property is free and clear of any encumbrances, liens or charges
          and neither the Vendor nor, to the best of the Vendor's knowledge, any
          of her predecessors in interest or title, have done anything whereby
          the Property may be encumbered; and


     (e)  It has the right to enter into this Agreement and to deal with the
          Property in accordance with the terms of this Agreement, there are no
          disputes over the title to the Property, and no other party has any
          interest in the Property or the production therefrom or any right to
          acquire any such interest.

PURCHASER'S REPRESENTATIONS AND WARRANTIES

2. The Purchaser represents and warrants to the Vendor that:

     (a)  it has been duly incorporated, amalgamated or continued and validly
          exists as a corporation in good standing under the laws of its
          jurisdiction of incorporation, amalgamation or continuation;

     (b)  it has duly obtained all corporate authorizations for the execution of
          this Agreement and for the performance of this Agreement by it, and
          the consummation of the transactions herein contemplated will not
          conflict with or result in any breach of any covenants or agreements
          contained in, or constitute a default under, or result in the creation
          of any encumbrance under the provisions of the Articles or the
          constating documents of the Purchaser or any shareholders' or
          directors' resolution, indenture, agreement or other instrument
          whatsoever to which the Purchaser is a party or by which it is bound
          or to which it or the Property may be subject; and

     (c)  no proceedings are pending for, and the Purchaser is unaware of any
          basis for the institution of any proceedings leading to, the
          dissolution or winding up of the Purchaser or the placing of the
          Purchaser in bankruptcy or subject to any other laws governing the
          affairs of insolvent corporations.

SURVIVAL OF REPRESENTATIONS AND WARRANTIES

3. The representations and warranties in this Agreement shall survive the
closing of this transaction and shall apply to all assignments, conveyances,
transfers and documents delivered in connection with this Agreement and there
shall not be any merger of any representations and warranties in such
assignments, conveyances, transfers or documents notwithstanding any rule of
law, equity or statute to the contrary and all such rules are hereby waived. The
Vendor shall have the right to waive any representation and warranty made by the
Purchaser in the Vendor's favor without prejudice to any of its rights with
respect to any other breach by the Purchaser and the Purchaser shall have the
same right with respect to any of the Vendor's representations in the
Purchaser's favor.

PURCHASE AND SALE

4. The Vendor hereby sells and assigns and the Purchaser hereby purchases a 100%
undivided interest in and to the Property for the sum of $3,500 US payable on
execution of this Agreement.

FURTHER ASSURANCES

5. Upon payment of the Purchase Price the Vendor shall cause to be executed a
Bill of Sale or such other documents as the Purchaser may reasonably require
transferring a 100% undivided interest in and to the Property to the Purchaser
or its nominee which the Purchaser shall be at liberty to record forthwith. The
parties shall execute all further documents or assurances as may be required to
carry out the full intent of this Agreement.

                                       2

NOTICE

6. Each notice, demand or other communication required or permitted to be given
under this Agreement shall be in writing and shall be delivered, telegraphed or
telecopied to such party at the address for such party specified above. The date
of receipt of such notice, demand or other communication shall be the date of
delivery thereof if delivered or telegraphed or, if given by telecopier, shall
be deemed conclusively to be the next business day. Either party may at any time
and from time to time notify the other party in writing of a change of address
and the new address to which notice shall be given to it thereafter until
further change.

PAYMENT

7. All references to monies hereunder will be in United States funds. All
payments to be made to any party hereunder may be made by check mailed or
delivered to such party to its address for notice purposes as provided herein.

ENTIRE AGREEMENT

8. This Agreement constitutes the entire agreement between the parties and
replaces and supercedes all agreements, memoranda, correspondence,
communications, negotiations and representations, whether verbal or express or
implied, statutory or otherwise, between the parties with respect to the subject
matter herein.

GENDER

9. Wherever the singular or neuter are used herein the same shall be deemed to
include the plural, feminine or masculine.

ENUREMENT

10. This Agreement shall enure to the benefit of and be binding upon the parties
hereto and their respective successors and permitted assigns.

EXECUTION

11. (a) Counterparts. This Agreement may be executed in one or more
counterparts, all of which will be considered one and the same agreement and
will become effective when one or more counterparts have been signed by each of
the parties and delivered to the other parties, it being understood that all
parties need not sign the same counterpart.

(b) Fax Execution. This Agreement may be executed by delivery of executed
signature pages by fax and such fax execution will be effective for all
purposes.

                                       3

IN WITNESS WHEREOF this Agreement has been executed by the parties hereto as of
the day and year first above written.

VENDOR:
MULTI METAL MINING CORP.
by its authorized signatory:

/s/ Larry Sostad
- --------------------------------
LARRY SOSTAD


PURCHASER:
CENTAURUS RESOURCES CORP.
by its authorized signatory:

/s/ Robert C. Weaver, Jr.
- ------------------------------------
ROBERT C. WEAVER, JR., PRESIDENT

                                       4

                                  SCHEDULE "A"

                                  THE PROPERTY


Claim Name:                    Whale 1 & @ Lode Claims

Book and Instrument Numbers:   20070504-0003797

Filed:                         May 4, 2007 in the Clark County Recorder's Office

NMC Claim Nos:                 958515
                               958516

Located in the Yellow Pine Mining District, Clark County, Nevada, USA

                                       5

EX-23.1

                                                                    Exhibit 23.1

                           Chang G. Park, CPA, Ph. D.
             * 371 E STREET * CHULA VISTA * CALIFORNIA 91910-2615 *
      * TELEPHONE (858) 722-5953 * FAX (858) 408-2695 * FAX (858) 764-5480
                        * E-MAIL changgpark@gmail.com *


September 20, 2007


To Whom It May Concern:

The firm of Chang G.  Park,  CPA  consents  to the  inclusion  of our  report of
September 20, 2007 on the audited  financial  statements of Centaurus  Resources
Corp. as of August 31, 2007 in any filings that are necessary now or in the near
future with the U.S. Securities and Exchange Commission.

Very truly yours,


/s/ Chang G. Park
- ----------------------------
Chang G. Park, CPA



        Member of the California Society of Certified Public Accountants
          Registered with the Public Company Accounting Oversight Board

EX-23.2

                                                                    Exhibit 23.2

                          LAURENCE SOOKOCHOFF, P. ENG.

                        CONSENT OF GEOLOGICAL CONSULTANT

I hereby consent to the inclusion and reference of the following reports in the
Registration Statement on Form SB-2 to be filed by Centaurus Resources Corp.
with the United States Securities and Exchange Commission:

     Report entitled "Geological Evaluation Report on the Whale 1 & 2 Lode
     Claims" dated August 20, 2007.

In addition, I consent to the reference to me under the heading "Experts" in the
Registration Statement on Form SB-2.

Dated the 27th day of September, 2007.


/s/ Laurence Sookochoff
- ----------------------------------------
LAURENCE SOOKOCHOFF, P. Eng.

EX-99.1

                                                                    Exhibit 99.1

                            CENTAURUS RESROUCES CORP.

                            STOCK SUBSCRIPTION OFFER

_________________________________________ (the "Undersigned"), whose address is
_______________________________________________________________________________,
hereby offers to subscribe for (________) shares of Common Stock (the "Stock")
of Centaurus Resources Corp., (the "Company") whose address is 721 Devon Street,
San Diego, CA 92109. The par value of the Common Stock is $.0001. The
Undersigned agrees to pay $0.025 per share.

REPRESENTATIONS AND WARRANTIES OF THE UNDERSIGNED

The Undersigned hereby represents and warrants that:

1.   The Undersigned is financially responsible, able to meet his/her
     obligations hereunder, and acknowledges this investment may be long term
     and is by its nature speculative; further, the Undersigned acknowledges
     he/she is financially capable of bearing the risk of this investment.

2.   The Undersigned has had substantial experience in business or investments
     in one or more of the following:

     (i)  knowledge of, and investment experience with, securities such as
          stocks and bonds;

     (ii) ownership of interests in new ventures and/or start-up companies;

3.   The Undersigned is capable of bearing the high degree of economic risks and
     burdens of this investment, including, but not limited to, the possibility
     of complete loss of all his/her investment capital and the lack of a liquid
     public market, such that he/she may not be able to readily liquidate the
     investment whenever desired or at the then current asking price of the
     Stock.

At no time was the Undersigned presented with or solicited by any leaflet,
public promotional meeting, circular, newspaper or magazine article, radio or
television advertisement, or any other form of general advertising otherwise
than in connection and concurrently with this offer.

The Stock which the Undersigned hereby subscribes is being acquired solely for
his/her own account, for investment, and is not being purchased with a view to
or for the resale or distribution thereof and the Undersigned has no present
plans to enter into any contract, undertaking, agreement or arrangement for such
resale or distribution.

The foregoing representations and warranties shall be true and accurate as of
the date hereof and as of the date of any acceptance of this offer by the
Company and shall survive the date of such acceptance by the Company.

ACCESS TO AND FURNISHING INFORMATION

The Company has provided the Undersigned with a copy of the prospectus filed
with the U.S. Securities and Exchange Commission. The Undersigned hereby
acknowledges that he/she has had an opportunity to review and understand the
foregoing and has, if he/she deemed necessary, consulted with a legal and/or tax
advisor.

REVOCATION

The Undersigned agrees that he/she shall not cancel, terminate or revoke this
agreement or any provisions hereof or any agreement of the Undersigned made
hereunder.

Page 2 of 2


NOTICES

All notices or other communications given or made hereunder shall be in writing
and shall be delivered or mailed by registered or certified mail, return receipt
requested, postage prepaid, to the Undersigned or to the Company at their
respective addresses set forth below.

GOVERNING LAW

This agreement and other transactions contemplated hereunder shall be construed
in accordance with and governed by the laws of the State of Delaware.

ENTIRE AGREEMENT

This offer constitutes the entire agreement among the parties hereto with
respect to the subject matter hereof and may be amended only by a writing
executed by all parties.

IN WITNESS WHEREOF, the parties hereto have executed this offer as of the date
and year set forth below.

DATED this ________ day of __________, ______.


- ---------------------------------------------
Signature


- ---------------------------------------------
Name (Please Print)


- ---------------------------------------------
Address

- ---------------------------------------------
City                   State      Zip Code

- ---------------------------------------------
Telephone


ACCEPTED BY:

Centaurus Resources Corp.


- ---------------------------------------------
Robert C. Weaver, Jr., President