10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

[X]	Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
	For the quarterly period ended February 29, 2012
[  ]	Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934
	For the transition period from __________ to__________
	Commission File Number: 333-171457

Laredo Resources Corp.

(Exact name of registrant as specified in its charter)

NV	Pending
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

Hero de Nacarozi #10, PO Box 177, C.P. 63732, Colonia Centtro, Bucerias, Navarit, Mexico

(Address of principal executive offices)

775-636-6937

(Registrant’s telephone number)

___________________________

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

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

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

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

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

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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 3,570,000 as of April 4, 2012.

TABLE OF CONTENTS
	Page
PART I - FINANCIAL INFORMATION
Item 1:  Financial Statements	3
Item 2:  Management’s Discussion and Analysis of Financial Condition and Results of Operations	4
Item 3:  Quantitative and Qualitative Disclosures About Market Risk	7
Item 4:  Controls and Procedures	7
PART II - OTHER INFORMATION
Item 1:  Legal Proceedings	9
Item 1A:  Risk Factors	9
Item 2:  Unregistered Sales of Equity Securities and Use of Proceeds	9
Item 3:  Defaults Upon Senior Securities	9
Item 4:  Mine Safety Disclosures	9
Item 5:  Other Information	9
Item 6:  Exhibits	10

2

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our financial statements included in this Form 10-Q are as follows:
F-1	Consolidated Balance Sheets as of February 29, 2012, and August 31, 2011;
F-2	Consolidated Statements of Operations for the three and six months ended February 29, 2012, and February 28, 2011, respectively, and period from Inception (August 17, 2010) to February 29, 2012;
F-3	Consolidated Statement of Stockholders’ Equity (Deficit) for period from Inception (August 17, 2010) to February 29, 2012;
F-4	Consolidated Statements of Cash Flows for the six months ended February 29, 2012, and February 28, 2011, respectively, and period from Inception (August 17, 2010) to February 29, 2012;
F-5	Notes to Financial Statements.

These financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and the SEC instructions to Form 10-Q.  In the opinion of management, all adjustments considered necessary for a fair presentation have been included.  Operating results for the interim period ended February 29, 2012, are not necessarily indicative of the results that can be expected for the full year.

3

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

CONSOLIDATED FINANCIAL STATEMENTS

February 29, 2012

(Stated in US Dollars)

(Unaudited)

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

CONSOLIDATED BALANCE SHEETS

(Stated in US Dollars)

	February 29,		August 31,
ASSETS	2012		2011
	(Unaudited)		(Audited)
Current assets
Cash	$	2,578	$	1,542
Prepaid expenses		-		3,000
Total current assets		2,578		4,542
Property option - Note 5		20,000		10,000
Total assets	$	22,578	$	14,542
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities
Accounts payable and accrued liabilities	$	11,148	$	10,260
Notes Payable, related party - Note 6		25,000		-
Total current liabilities		36,148		10,260
Long term liabilities
Accrued interest, related party - Note 6		1,271		516
Note payable, related party - Note 6		44,000		39,000
Total long term liabilities		45,271		39,516
Total liabilities	$	81,419	$	49,776
Stockholders’ deficit
Preferred stock, $0.001 par value
10,000,000 shares authorized, none outstanding		-		-
Common stock, $0.001 par value
90,000,000 shares authorized
3,570,000 shares issued and outstanding - Notes 6 and 7		3,570		3,570
Additional paid-in capital		25,759		25,310
Deficit accumulated during the exploration stage		(88,170)		(64,114)
Total stockholders’ deficit		(58,841)		(35,234)
Total liabilities and stockholders’ deficit	$	22,578	$	14,542

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

F-1

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

CONSOLIDATED STATEMENTS OF OPERATIONS

(Stated in US Dollars)

(Unaudited)

										From
										Inception
										(August 17,
	Three Months Ended				Six Months Ended					2010) to
	February 29,		February 28,		February 29,			February 28,		February 29,
	2012		2011		2012		2011			2012
Expenses
Accounting and audit	$	3,594	$	3,904	$	10,550	$		9,032	$	25,878
Foreign exchange loss		(2)		(8)		4			(5)		785
Legal fees		887		16,988		4,926			16,988		37,250
Mineral property exploration costs		-		-		-			4,500		4,500
Office expenses		1,562		1,570		3,189			3,239		9,819
Transfer and filing fees		605		-		3,560			-		6,700
Operating loss before interest expense		(6,646)		(22,454)		(22,229)			(33,754)		(84,932)
Interest expense - Note 5		(1,156)		(462)		(1,827)			(462)		(3,238)
Net loss	$	(7,802)	$	(22,916)	$	(24,056)	$		(34,216)	$	(88,170)
Basic loss per share	$	(0.01)	$	(0.01)	$	(0.01)	$		(0.01)
Weighted average number of shares outstanding - basic		3,570,000		3,570,000		3,570,000			3,570,000

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

F-2

LAREDO RESOURCES CORP.

 (An Exploration Stage Company)

CONSOLIDATED STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)

For the Period from Inception (August 18, 2010) to February 29, 2012

(Stated in US Dollars)

(Unaudited)

									Deficit
							Additional		Accumulated
							Paid-in		During the
	Preferred Shares			Common Shares			Capital		Exploration Stage		Total
	Number	Amount		Number	Amount
Balance, inception (August 17, 2010)	-	$	-	-	$	-	$	-	$	-	$	-
Capital stock issued to founder for cash	-		-	2,000,000		2,000		13,625		-		15,625
Capital stock issued for cash, net of commission	-		-	1,570,000		1,570		10,790	-			12,360
Net loss for the period	-		-	-		-		-		(7,325)		(7,325)
Balance, August 31, 2010	-		-	3,570,000		3,570		24,415		(7,325)		20,660
Capital contribution by president - Note 5	-		-	-		-		895		-		895
Net loss for the period	-		-	-		-		-		(56,789)		(56,789)
Balance, August 31, 2011	-	$	-	3,570,000		3,570		25,310		(64,114)		(35,234)
Capital contribution by president - Note 5	-		-	-		-		449		-		449
Net loss for the period	-		-	-		-		-		(24,056)		(24,056)
Balance, February 29, 2012	-	$	-	3,570,000	$	3,570	$	25,759	$	(88,170)	$	(58,841)

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

F-3

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Stated in US Dollars)

(Unaudited)

					From
					Inception
					(August 17
	Six Months Ended				2010) to
	February 29,		February 28,		February 29,
	2012		2011		2012
Cash Flows from Operating Activities
Net loss	$	(24,056)	$	(34,216)	$	(88,170)
Adjustments to reconcile net loss to net cash used by operating activities
Non cash interest expense - capital contribution		449		441		1,344
Changes in operating assets and liabilities:
Accrued interest		1,378		-		1,894
Prepaid expenses		3,000		-		-
Accounts payable and accrued liabilities		(9,735)		(1,493)		525
Net cash used in operating activities		(28,964)		(35,268)		(84,407)
Cash Flows from Investing Activities
Acquisition of property option		-		(10,000)		(10,000)
Net cash used in investing activity		-		(10,000)		(10,000)
Cash Flows from Financing Activities
Capital stock issued		-		-		27,985
Notes payable, related party		30,000		25,000		69,000
Net cash provided by financing activities		30,000		25,000		96,985
Net (decrease) increase in cash during the period		1,036		(20,268)		2,578
Cash, beginning of the period		1,542		27,400		-
Cash, end of the period	$	2,578	$	7,132	$	2,578
Supplemental information
Cash paid for:
Interest and taxes paid in cash	$	-	$	-	$	-
Non-cash activities:
Accrual for mineral property option payment	$	10,000	$	-	$	-

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

F-4

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 1

Basis of Presentation

While the information presented in the accompanying February 29, 2012 consolidated financial statements is unaudited, it includes all adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the period presented in accordance with the accounting principles generally accepted in the United States of America.  In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.  These consolidated financial statements should be read in conjunction with the Company’s August 31, 2011 audited financial statements (notes thereto) included in the Company’s Form 10-K.

Operating results for the six months ended February 29, 2012 are not necessarily indicative of the results that can be expected for the year ending August 31, 2012.

Note 2

Nature of Operations and Ability to Continue as a Going Concern

The Company was incorporated in the state of Nevada, United States of America on August 17, 2010.  The Company is an exploration stage company and was formed for the purpose of acquiring exploration and development stage mineral properties.  The Company’s year-end is August 31.

On August 31, 2010, the Company incorporated a wholly-owned subsidiary, LRE Exploration LLC, (“LRE”) in the State of Nevada, United States of America (“USA”) for the purpose of mineral exploration in the USA.

On November 30, 2010, LRE entered into a property option agreement with Arbutus Minerals LLC. (“Arbutus”) whereby the Company was granted an option to earn up to a 100% interest in 20 mineral claims (the “ABR Claims”) located approximately 15 miles north of Elko, Nevada. (Note 5)

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year.  Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern.  The Company has yet to achieve profitable operations, has accumulated losses of $88,170 since its inception and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern.

F-5

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 2

Nature of Operations and Ability to Continue as a Going Concern - (continued)

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

Note 3

Summary of Significant Accounting Policies

The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and are stated in US dollars.  The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expense during the reporting period. Actual results could differ from those estimates.

The financial statements have, in management’s opinion, been properly prepared within the framework of the significant accounting policies summarized below:

Principles of Consolidation

These consolidated financial statements include the accounts of the Company and LRE Exploration LLC., a wholly owned subsidiary incorporated in Nevada, USA on August 31, 2010.  All significant inter-company transactions and balances have been eliminated.

Exploration Stage Company

The Company is an exploration stage company.  All losses accumulated since inception are considered part of the Company’s exploration stage activities.

Cash and cash equivalents

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.  There were no cash equivalents at February 29, 2012.

The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At February 29, 2012, the balance did not exceed the federally insured limit.

F-6

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 3

Summary of Significant Accounting Policies - (continued)

Mineral Property

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

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

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

Mineral property exploration costs are expensed as incurred.

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

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

To date the Company has not established any proven or probable reserves on its mineral properties.

Asset Retirement Obligations

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

F-7

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 3

Summary of Significant Accounting Policies - (continued)

Asset Retirement Obligations - (continued)

The fair value of the ARO is measured using expected future cash flow, discounted at the Company’s credit-adjusted risk-free interest rate.  As of February 29, 2012, the Company has determined no provision for ARO’s is required.

Impairment of Long- Lived Assets

The Company reviews and evaluates long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable.  The assets are subject to impairment consideration under FASB ASC 360-10-35-17 if events or circumstances indicate that their carrying amount might not be recoverable.  When the Company determines that an impairment analysis should be done, the analysis will be performed using the rules of FASB ASC 930-360-35, Asset Impairment, and 360- 0 through 15-5, Impairment or Disposal of Long- Lived Assets.

Foreign Currency Translation

The Company’s functional currency is the United States dollar as substantially all of the Company’s operations are in the USA. The Company uses the United States dollar as its reporting currency for consistency with registrants of the Securities and Exchange Commission (“SEC”).

Assets and liabilities denominated in a foreign currency are translated at the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates.  Income statement accounts are translated at the average rates of exchange prevailing during the period.

Translation adjustments from the use of different exchange rates from period to period are included in the Accumulated Other Comprehensive Income account in Stockholders’ Equity, if applicable.  

Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date.  Any exchange gains and losses are included in the Statement of Operations and Comprehensive Loss.

Earnings per share  

In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,”  basic earnings per share (“EPS”) is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities.

F-8

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 3

Summary of Significant Accounting Policies - (continued)

Earnings per share - (continued)

Diluted EPS gives effect to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased from the exercise of stock options or warrants), and convertible debt or convertible preferred stock, using the if-converted method.  Diluted EPS excludes all dilutive potential of shares of common stock if their effect is anti-dilutive.  As there are no common stock equivalents outstanding, diluted and basic loss per share are the same.

Stock-based Compensation

The Company is required to record compensation expense, based on the fair value of the awards, for all awards granted after the date of the adoption.

Comprehensive Income

The Company is required to report comprehensive income, which includes net loss as well as changes in equity from non-owner sources.

Note 4

Financial Instruments

Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability.

The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk.

In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs.  The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.  Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

Level 1 -

inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.

F-9

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 4

Financial Instruments - (continued)

Level 2 -

inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 -

inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

The carrying value of the Company’s financial assets and liabilities which consist of cash, accounts payable and accrued liabilities, and notes payable in management’s opinion approximate fair value due to the short maturity of such instruments.  These financial assets and liabilities are valued using level 3 inputs, except for cash which is at level 1.  Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, exchange or credit risks arising from these financial instruments.

Note 5

Mineral Property

	February 29,		August 31,
	2012		2010
ABR Claims
Option Costs	$	20,000	$	10,000
Net cost	$	20,000	$	10,000

On November 30, 2010, LRE entered into a property option agreement with Arbutus Minerals LLC (“Arbutus”) whereby the Company was granted an option to earn up to a 100% interest in 20 mineral claims (the “ABR Claims”) located approximately 15 miles north of Elko, Nevada.  Arbutus holds only the mineral rights to the ABR Claims as the ABR Claims are on Bureau of Land Management managed land.  Consideration for the option consists of cash payments to Arbutus totalling $90,000, and aggregate exploration expenditures of $295,000 as follows:

Payments to Arbutus

·

$10,000 upon execution of option agreement;

·

$10,000 on or before November 30, 2011 (payment extended to November 30, 2012);

·

$20,000 on or before November 30, 2012; and

·

$50,000 on or before November 30, 2013.

F-10

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 5

Mineral Property - (continued)

Exploration Expenditures

·

$15,000 in aggregate exploration expenditures prior to November 30, 2012;

·

$65,000 in aggregate exploration expenditures prior to November 30, 2013; and

·

$215,000 in aggregate exploration expenditures prior to November 30, 2014.

As at February 29, 2012, the Company had incurred $10,000 in acquisition costs and accrued an additional $10,000 in the form of option payments to Arbutus per the option agreement. When a property reaches the production stage, the related capitalized costs will be amortized, using the units of production method on the basis of periodic estimates of ore reserves, currently no property has reached the production stage. When the Company has capitalized mineral properties, these properties will be periodically assessed for impairment of value and any diminution in value.

From Inception (August 17, 2010) to February 29, 2012, the Company had incurred an aggregate amount of $4,500 for geological surveys, which are considered geological and geophysical costs which are expensed when incurred.

Note 6

Related Party Transactions

On November 22, 2011, the Company President loaned $15,000 to the Company and the Company issued a promissory note in the amount of $15,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on November 30, 2013.  During the six month period ended February 29, 2012, the Company accrued $244 (six month period ended February 28, 2011 - $nil) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $244 (August 31, 2011 - $nil)

On September 13, 2011, the Company President loaned $15,000 to the Company and the Company issued a promissory note in the amount of $15,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on September 30, 2013.  During the six month period ended February 29, 2012, the Company accrued $416 (six month period ended February 29, 2011 - $nil) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $416 (August 31, 2011 - $nil)

On August 22, 2011, the Company President loaned $4,000 to the Company and the Company issued a promissory note in the amount of $4,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on August 31, 2013.  During the six month period ended February 29, 2012, the Company accrued $120 (six month period ended February 28, 2011 - $nil) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $126 (August 31, 2011 - $6)

F-11

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 6

Related Party Transactions - (continued)

On May 10, 2011, the Company President loaned $10,000 to the Company and the Company issued a promissory note in the amount of $10,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on May 31, 2013.  During the six month period ended February 29, 2012, the Company accrued $299 (six month period ended February 28, 2011 - $nil) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $485 (August 31, 2011 - $186)

On February 15, 2011, the Company President loaned $10,000 to the Company and the Company issued a promissory note in the amount of $10,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on February 28, 2013.  During the six month period ended February 29, 2012, the Company accrued $299 (six month period ended February 28, 2011 - $21) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $623 (August 31, 2011 - $324)

On September 2, 2010, the Company President loaned $15,000 to the Company and the Company issued a promissory note in the amount of $15,000.  The promissory note is unsecured, non-interest bearing, and matures on September 30, 2012.  During the six month period ended February 29, 2012, the Company accrued $449 (six month period ended February 28, 2011 - $441) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $1,344 (August 31, 2011 - $895)

The Company also recorded a capital contribution for the six month period ended February 29, 2012 of $449 (six month period ended February 28, 2011 - $441) in respect of the imputed interest charged on this note payable.

On August 19, 2010, the Company received and accepted a subscription to purchase 2,000,000 shares of common stock at $0.0078 per share for aggregate proceeds of $15,625 from the Company’s president.  The subscription agreement permitted the Company to accept 200,000 Mexican Peso’s in full settlement of the share subscription.  The share subscription was settled in Mexican Peso’s.

Note 7

Capital Stock

Issued:

On August 19, 2010, the Company issued 2,000,000 shares of common stock to the Company’s president at $0.0078 per share for total proceeds of $15,625.

On August 27, 2010, the Company issued 1,570,000 shares of common stock at $0.008 per share for total proceeds of $12,560 pursuant to a private placement.  The Company paid commissions of $200 for net proceeds of $12,360.

F-12

LAREDO RESOURCES CORP.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

February 29, 2012

(Stated in US Dollars)

(Unaudited)

Note 8

Subsequent Event

On March 20, 2012, the Company President loaned $7,500 to the Company and the Company issued a promissory note in the amount of $7,500.  The promissory note is unsecured, bears interest at 6% per annum, and matures on March 31, 2013.

On April 3, 2012, the Company entered into an extension agreement with Arbutus Minerals LLC to extend the $10,000 property option payment from May 31, 2012 to November 30, 2012.

F-13

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

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

Company Overview

Business of Company

We are an exploration stage company that intends to engage in the exploration of mineral properties with a view to exploiting any mineral deposits we discover.  We, through our wholly owned subsidiary, LRE Exploration LLC, a Nevada limited liability company, (“LRE”) own an option to acquire an undivided 100% beneficial interest in a mineral claim located in Elko County, in the State of Nevada, known as the ABR Claims.  Although we hold an option to the mineral exploration rights relating to the twenty mineral claims in the ABR Claims, we do not own any real property interest in the ABR Claims or any other property.

We plan to perform basic geological work on the ABR mineral claims to identify specific drill targets on the property, and then collect subsurface samples by drilling to confirm the presence of mineralization (the presence of economic minerals in a specific area or geological formation).  If successful, we may enter into joint venture agreements with other companies to fund further exploration work on the ABR mineral claims.  If we are not successful in determining the presence of mineralization on the ABR claims, we may seek out other mineral claims prospects. By such prospects, we mean properties that may have been previously identified by third parties, including prior owners such as exploration companies, as mineral prospects with potential for economic mineralization.  Often these properties have been sampled, mapped and sometimes drilled, usually with indefinite results.  Accordingly, such acquired projects will either have some prior exploration history or will have strong similarity to a recognized geologic ore deposit model.  Geographic emphasis will be placed on the western United States. The focus of our activity will be to acquire properties that we believe to be undervalued; including those that we believe to hold previously unrecognized mineral potential.  

Our strategy with the ABR mineral claims and other prospects deemed to be of higher risk or those that would require very large exploration expenditures is to present them to larger companies for joint venture.  Our joint venture strategy is intended to maximize the abilities and skills of the management group, conserve capital, and provide superior leverage for investors.  If we present a property to a major company and they are not interested, we will continue to seek an interested partner.

ABR Claims

The ABR claims consist of 20 adjoining unpatented mineral claims totaling 413 acres.  Each claim is approximately 1,500 feet by 600 feet.

Location and Means of Access to ABR Claims

The ABR mineral claims are located approximately 15 miles northwest of the city of Elko, Nevada on BLM-managed land in Elko County, a county in northeastern Nevada. Access is by way of a two wheel drive road to within one-half mile of the claims. From the road, access is approximately one-half mile to the east of the road across public lands.

4

Power and rail facilities are available within 10 miles of the mineral claims.  Supplies and services would be obtained from Elko or Reno, Nevada.

Title to ABR Claims

In 2010, Arbutus Minerals LLC, a limited liability company organized under the laws of Nevada, staked the ABR Claims.  As a result of this staking, Arbutus possesses the right to develop the mineral rights on the ABR Claims. The ABR Claims are on BLM managed land. The annual claim payments for Bureau of Land Management managed land are $140.  Arbutus is responsible for making these payments. We have entered into a property option agreement with Arbutus regarding the ABR claims, the terms of which are as follows:

Property Option Agreement

Under the terms of the Property Option Agreement between Arbutus and LRE, our wholly owned mining exploration subsidiary, we acquired an option to acquire a 100% interest in the mineral rights for the ABR Claims for an initial payment of $10,000. On October 18, 2011, and April 3, 2012, LRE entered into an extension agreement with Arbutus to amend the terms of the Property Option Agreement. In order to exercise the option, we must pay the following monies to Arbutus and make the following expenditures on the ABR Claims by the following dates:

Payments to Arbutus

·

$30,000 on or before November 30, 2012; and

·

$50,000 on or before November 30, 2013.

Exploration Expenditures

·

$15,000 in aggregate exploration expenditures prior to November 30, 2012;

·

$65,000 in aggregate exploration expenditures prior to November 30, 2013; and

·

$215,000 in aggregate exploration expenditures prior to November 30, 2014.

Previous Operations on the ABR Claims.

To our knowledge, there have been no prior operations on these claims.

Present Condition of ABR Claims.

At present, the property does not have any plant, buildings, equipment or mining assets.  

Work Completed on the ABR Claims.

No work has been performed on the ABR Claims by either us or Arbutus.

Proposed and Current State of Exploration and Development on the Claims.

Although, there is not currently any exploration on the property, we have incurred $4,500 for geological surveys.  We retained Mr. Carl von Einsiedel, Bachelor of Science in Geology and Professional Geoscientist, to conduct a study and produce a report on the exploration potential of the property.  He had the following recommendation:

Phase I

·

An initial assessment of the ABR Mineral Claims that should include extensive research on known occurrences in certain surrounding mountain districts and an initial reconnaissance exploration program.  The estimated cost of this program is $15,000 (Phase I) and would require one year to complete.

Phase II

·

Subject to the results of the initial assessment, (Phase 1) a follow up program of detailed sampling and ground magnetic surveys would be warranted at a cost of $50,000 (Phase II) and would require one year to complete.

5

Phase III

·

In the event that Phase II identifies a significant altered or mineralized zone a second follow up program (Phase III) would be warranted at a cost of $150,000 and would require one year to complete.

The cumulative cost of the phases of this program is $215,000.  While we have not yet commenced the field work phase of our initial exploration program, we intend to proceed with the initial exploratory work as recommended.  If we are able to raise sufficient capital, then the field work of Phase I should begin in the late summer of the 2012 calendar year.  Upon our review of the results, we will assess whether the results are sufficiently positive to warrant additional phases of the exploration program.   

No Known Presence of Reserves on the ABR Claims.

The proposed program is exploratory in nature and there are no known reserves on the property.

Rock Formations and Mineralization of Existing or Potential Economic Significance on the ABR Claims.

The ABR Claims are in an area referred to as the Independence Mountains. The Independence Mountain Range is part of the Basin and Range Province of Nevada and is a horst block consisting primarily of Paleozoic sedimentary rocks with lesser Tertiary volcanics and intrusive dikes.

Results of Operations for the three and six month period ended February 29, 2012 and February 28, 2011 and for the period from Inception (August 17, 2010) through February 29, 2012.

For the three months ended February 29, 2012, we generated no gross revenue. Our Operating Expenses during the three month period ended February 29, 2012, equaled $6,648, consisting of $3,594 in accounting and audit fees, $887 in legal fees, $1,562 in office expenses and $605 in transfer and filing fees. We had $2 of foreign exchange gain and interest expense of $1,156 for the period. We therefore recorded a net loss of $7,802 for the three months ended February 29, 2012.

For the three months ended February 28, 2011, we generated no gross revenue. Our Operating Expenses during the three month period ended February 28, 2011, equaled $22,462, consisting of $3,904 in accounting and audit fees, $16,988 in legal fees and $1,570 in office expenses . We had $8 of foreign exchange gain and interest expense of $462 for the period. We therefore recorded a net loss of $22,916 for the three months ended February 28, 2011.

For the six months ended February 29, 2012, we generated no gross revenue. Our primary Operating Expenses during the six month period ended February 29, 2012, equaled $22,225, consisting of $10,550 in accounting and audit fees, $4,926 in legal fees, $3,189 in office expenses and $3,560 in transfer and filing fees. We had $4 in foreign exchange loss and interest expense of $1,827 for the period. We therefore recorded a net loss of $24,056 for the six months ended February 29, 2012.

For the six months ended February 28, 2011, we generated no gross revenue. Our Operating Expenses during the six month period ended February 28, 2011, equaled $33,749, consisting of $9,032 in accounting and audit fees, $16,988 in legal fees, $4,500 in mineral property exploration costs and $3,239 in office expenses. We had $5 of foreign exchange gain and interest expense of $462 for the period. We therefore recorded a net loss of $34,216 for the six months ended February 28, 2011.

For the period from Inception (August 17, 2010) through February 29, 2012, we generated no gross revenue. Our Operating Expenses during the period from Inception (August 17, 2010) through February 29, 2012, equaled $84,147, consisting primarily of $25,878 in accounting and audit fees, $37,250 in legal fees, $4,500 in mineral property exploration costs, $9,819 in office expenses and $6,700 in transfer and filing fees. We had $785 in foreign exchange loss and Interest expense of $3,238 for the period. We therefore, recorded a net loss of $88,170 for the period from Inception (August 17, 2010) through February 29, 2012.

6

Liquidity and Capital Resources

As of February 29, 2012, we had total current assets of $2,578 as compared to $4,542 for the year ended August 31, 2011. We had $36,148 in current liabilities as of February 29, 2012, as compared to $10,260 for the year ended August 31, 2011. Thus, we had working capital deficit of $33,570 as of February 29, 2012, as compared to a working capital deficit of $5,718 as of August 31, 2011.

Net cash used in operating activities was $28,964, $35,268, and $84,407 for the six months ended February 29, 2012, and February 28, 2011, and for the period from Inception (August 17, 2010) through February 29, 2012, respectively. Our main sources of cash for the period from Inception (August 17, 2010) through February 29, 2012, were from the sale of our common stock, which generated $27,985, and issuance of notes payable to related parties, which generated $69,000.

The success of our business plan beyond the next 12 months is contingent upon us obtaining additional financing. We intend to fund operations through debt and/or equity financing arrangements, which may be insufficient to fund our capital expenditures, working capital, or other cash requirements. We do not have any formal commitments or arrangements for the sales of stock or the advancement or loan of funds at this time. There can be no assurance that such additional financing will be available to us on acceptable terms, or at all.

Off Balance Sheet Arrangements

As of February 29, 2012, there were no off balance sheet arrangements.  

Going Concern

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

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

Item 3. Quantitative and Qualitative Disclosures About Market Risk

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

Item 4. Controls and Procedures

We carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e) as of February 29, 2012.  This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and our Chief Financial Officer, Ms. Ruth Cruz Santos.  

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

Based upon that evaluation, including our Chief Executive Officer and Chief Financial Officer, we have concluded that our disclosure controls and procedures were ineffective as of the end of the period covered by this quarterly report.

7

Limitations on the Effectiveness of Internal Controls

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

8

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

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

Item 1A:Risk Factors

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

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

None

Item 3. Defaults upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Extension of Option Agreement.

Under the terms of the Property Option Agreement between Arbutus and LRE, LRE was required to pay Arbutus $10,000 by November 30, 2011, in order to preserve its ability to purchase the mineral claim which is the subject of the foregoing Property Option Agreement. On October 18, 2011, Arbutus and LRE agreed to extend the deadline for the payment of the $10,000 until May 31, 2012.

On April 3, 2012, after the close of the quarter, Arbutus and LRE agreed to extend the deadline for the payment of the $10,000 an additional 6 months by entering into an Extension of Option Agreement. The $10,000 is now due on November 30, 2012.  Because the Property Option Agreement also calls for $20,000 payment to be made from LRE to Arbutus on that same date, LRE will now be required to pay Arbutus $30,000 on November 30, 2012 in order to exercise the option.

The foregoing description of the Extension of Option Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Extension of Option Agreement attached hereto as Exhibit 10.1 and incorporated herein by reference.

Promissory Note between Us and the President.

On March 20, 2012, after the close of the quarter, our President loaned $7,500 to us and we issued a promissory note in the amount of $7,500.  The promissory note is unsecured, bears interest at 6% per annum, and matures on March 31, 2013.  The foregoing description of the promissory note does not purport to be complete and is qualified in its entirety by reference to the complete text of the promissory note attached hereto as Exhibit 10.2 and incorporated herein by reference.

9

Item 6. Exhibits

Exhibit Number	Description of Exhibit
10.1	Extension of Option Agreement
10.2	Promissory Note
31.1	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101**	The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended February 29, 2012 formatted in Extensible Business Reporting Language (XBRL).

**Provided herewith

10

SIGNATURES

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

	LAREDO RESOURCES, CORP.
Date:	April 10, 2012
	/s/ Ruth Crus Santos
By:	Ruth Crus Santos
Title:	Chief Executive Officer

11

EX-10.1

Exhibit 10.1

EXTENSION OF OPTION AGREEMENT

WHEREAS, ARBUTUS MINERALS LLC (“Arbutus’) and LRE EXPLORATION LLC (“LRC”) are parties to a Property Option Agreement (the “Agreement”) dated November 30, 2010; and

WHEREAS, Section 4.3 b) of the Agreement requires LRE to pay Arbutus Ten Thousand Dollars ($10,000) on or before November 30, 2011; and

WHEREAS, on October 18, 2011, Arbutus and LRE extended the November 30, 2011, payment date by six (6) additional months until May 31, 2012; and

WHEREAS, Arbutus and LRE desire to extend the May 31, 2012 payment date by six (6) additional months until November 30, 2012.

NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

The payment date of November 30, 2011 as defined in the Agreement and which was previously extended to May 31, 2012 is hereby further extended to November 30, 2012.

All other terms of the Agreement shall remain in full force and effect.

This agreement may be executed in counterparts.

IN WITNESS WHEREOF, the parties have executed this Extension of the Option Agreement effective as of April 3, 2012.

ARBUTUS MINERALS LLC

_______________________

Richard Green, Manager

LRE EXPLORATION LLC

_______________________

Ruth Cruz Santos, Manager

EX-10.2

Exhibit 10.2

PROMISSORY NOTE

March 20, 2012

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Ruth Cruz Santos, certify that;

1.

I have reviewed this quarterly report on Form 10-Q for the quarter ended February 29, 2012 of Laredo Resources Corp (the “registrant”);

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 10, 2012

By: /s/ Ruth Cruz Santos

Title: Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, Ruth Cruz Santos, certify that;

1.

I have reviewed this quarterly report on Form 10-Q for the quarter ended February 29, 2012 of Laredo Resources Corp (the “registrant”);

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.

The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 10, 2012

By: /s/ Ruth Cruz Santos

Title: Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND

CHIEF FINANCIAL OFFICER

PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the quarterly Report of Laredo Resources Corp (the “Company”) on Form 10-Q for the quarter ended February 29, 2012 filed with the Securities and Exchange Commission (the “Report”), I, Ruth Cruz Santos, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.

The Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and

2.

The information contained in the Report fairly presents, in all material respects, the consolidated financial condition of the Company as of the dates presented and the consolidated result of operations of the Company for the periods presented.

By:	/s/ Ruth Cruz Santos
Name:	Ruth Cruz Santos
Title:	Principal Executive Officer, Principal Financial Officer and Director
Date:	April 10, 2012

This certification has been furnished solely pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

XML

Summary of Significant Accounting Policies

3 Months Ended

Feb. 29, 2012

Accounting Policies

Significant Accounting Policies [Text Block]

Note 3  Summary of Significant Accounting Policies

The consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and are stated in US dollars. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expense during the reporting period. Actual results could differ from those estimates.

The financial statements have, in management’s opinion, been properly prepared within the framework of the significant accounting policies summarized below:

Principles of Consolidation

These consolidated financial statements include the accounts of the Company and LRE Exploration LLC., a wholly owned subsidiary incorporated in Nevada, USA on August 31, 2010.  All significant inter-company transactions and balances have been eliminated.

Exploration Stage Company

The Company is an exploration stage company.  All losses accumulated since inception are considered part of the Company’s exploration stage activities.

Cash and cash equivalents

The Company considers all highly liquid instruments purchased with a maturity of three months or less to be cash equivalents.  There were no cash equivalents at February 29, 2012.

The Company minimizes its credit risk associated with cash by periodically evaluating the credit quality of its primary financial institution. The balance at times may exceed federally insured limits. At February 29, 2012, the balance did not exceed the federally insured limit.

Mineral Property

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

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

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

Mineral property exploration costs are expensed as incurred.

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

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

To date the Company has not established any proven or probable reserves on its mineral properties.

Asset Retirement Obligations

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

The fair value of the ARO is measured using expected future cash flow, discounted at the Company’s credit-adjusted risk-free interest rate.  As of February 29, 2012, the Company has determined no provision for ARO’s is required.

Impairment of Long- Lived Assets

The Company reviews and evaluates long-lived assets for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable.  The assets are subject to impairment consideration under FASB ASC 360-10-35-17 if events or circumstances indicate that their carrying amount might not be recoverable.  When the Company determines that an impairment analysis should be done, the analysis will be performed using the rules of FASB ASC 930-360-35, Asset Impairment, and 360- 0 through 15-5, Impairment or Disposal of Long- Lived Assets.

Foreign Currency Translation

The Company’s functional currency is the United States dollar as substantially all of the Company’s operations are in the USA. The Company uses the United States dollar as its reporting currency for consistency with registrants of the Securities and Exchange Commission (“SEC”).

Assets and liabilities denominated in a foreign currency are translated at the exchange rate in effect at the balance sheet date and capital accounts are translated at historical rates.  Income statement accounts are translated at the average rates of exchange prevailing during the period.

Translation adjustments from the use of different exchange rates from period to period are included in the Accumulated Other Comprehensive Income account in Stockholders’ Equity, if applicable.  

Transactions undertaken in currencies other than the functional currency of the entity are translated using the exchange rate in effect as of the transaction date.  Any exchange gains and losses are included in the Statement of Operations and Comprehensive Loss.

Earnings per share  

In accordance with accounting guidance now codified as FASB ASC Topic 260, “Earnings per Share,”  basic earnings per share (“EPS”) is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period, excluding the effects of any potentially dilutive securities.

Diluted EPS gives effect to all dilutive potential of shares of common stock outstanding during the period including stock options or warrants, using the treasury stock method (by using the average stock price for the period to determine the number of shares assumed to be purchased from the exercise of stock options or warrants), and convertible debt or convertible preferred stock, using the if-converted method.  Diluted EPS excludes all dilutive potential of shares of common stock if their effect is anti-dilutive.  As there are no common stock equivalents outstanding, diluted and basic loss per share are the same.

Stock-based Compensation

The Company is required to record compensation expense, based on the fair value of the awards, for all awards granted after the date of the adoption.

Comprehensive Income

The Company is required to report comprehensive income, which includes net loss as well as changes in equity from non-owner sources.

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Nature of Operations and Ability to Continue as a Going Concern

3 Months Ended

Feb. 29, 2012

Organization, Consolidation and Presentation of Financial Statements

Nature of Operations [Text Block]

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

The Company was incorporated in the state of Nevada, United States of America on August 17, 2010.  The Company is an exploration stage company and was formed for the purpose of acquiring exploration and development stage mineral properties.  The Company’s year-end is August 31.

On August 31, 2010, the Company incorporated a wholly-owned subsidiary, LRE Exploration LLC, (“LRE”) in the State of Nevada, United States of America (“USA”) for the purpose of mineral exploration in the USA.

On November 30, 2010, LRE entered into a property option agreement with Arbutus Minerals LLC. (“Arbutus”) whereby the Company was granted an option to earn up to a 100% interest in 20 mineral claims (the “ABR Claims”) located approximately 15 miles north of Elko, Nevada. (Note 5)

These financial statements have been prepared in accordance with generally accepted accounting principles applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next fiscal year.  Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern.  The Company has yet to achieve profitable operations, has accumulated losses of $88,170 since its inception and expects to incur further losses in the development of its business, all of which casts substantial doubt about the Company’s ability to continue as a going concern.

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

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CONSOLIDATED BALANCE SHEETS (unaudited) (USD $)	Feb. 29, 2012	Aug. 31, 2011
Current assets
Cash	$ 2,578	$ 1,542
Prepaid expenses		3,000
Total current assets	2,578	4,542
Property option - Note 5	20,000	10,000
Total assets	22,578	14,542
Current liabilities
Accounts payable and accrued liabilities	11,148	10,260
Notes payable, related party - Note 6	25,000
Total current liabilities	36,148	10,260
Long term liabilities
Accrued interest, related party - Notes 6	1,271	516
Notes payable, related party - Note 6	44,000	39,000
Total long term liabilities	45,271	39,516
Total liabilities	81,419	49,776
Stockholders' equity (deficit)
Preferred stock, $0.001 par value 10,000,000 shares authorized, none outstanding
Common stock, $0.001 par value 90,000,000 shares authorized 3,570,000 shares issued and outstanding - Notes 6 and 7	3,570	3,570
Additional paid-in capital	25,759	25,310
Deficit accumulated during the exploration stage	(88,170)	(64,114)
Total stockholders' equity (deficit)	(58,841)	(35,234)
Total liabilities & stockholders' equity (deficit)	$ 22,578	$ 14,542	[1]

[1] The numbers in this column, for the year ended August 31, 2011, are derived from audited financials.

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CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) (USD $)	6 Months Ended		18 Months Ended
	Feb. 29, 2012	Feb. 28, 2011	Feb. 29, 2012
Cash Flows from Operating Activities
Net loss	$ (24,056)	$ (34,216)	$ (88,170)
Adjustments to reconcile net loss to net cash used by operating activities
Non cash interest expense - capital contribution	449	441	1,344
Changes in operating assets and liabilities:
Accrued interest	1,378		1,894
Prepaid expenses	3,000
Accounts payable and accrued liabilities	(9,735)	(1,493)	525
Net cash used in operating activities	(28,964)	(35,268)	(84,407)
Cash Flows from Investing Activities
Acquisition of property option		(10,000)	(10,000)
Net cash used in investing activity		(10,000)	(10,000)
Cash Flows from Financing Activities
Capital stock issued			27,985
Notes payable, related party	30,000	25,000	69,000
Net cash provided by financing activities	30,000	25,000	96,985
Net (decrease) increase in cash during the period	1,036	(20,268)	2,578
Cash, beginning of the period	1,542	27,400
Cash, end of the period	2,578	7,132	2,578
Supplemental information
Interest and taxes paid in cash
Non-cash activities
Accrual for mineral property option payment	$ 10,000

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Basis of Presentation

3 Months Ended

Feb. 29, 2012

Organization, Consolidation and Presentation of Financial Statements

Basis of Accounting [Text Block]

Note 1  Basis of Presentation

While the information presented in the accompanying February 29, 2012 consolidated financial statements is unaudited, it includes all adjustments which are, in the opinion of management, necessary to present fairly the financial position, results of operations and cash flows for the period presented in accordance with the accounting principles generally accepted in the United States of America.  In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature.  These consolidated financial statements should be read in conjunction with the Company’s August 31, 2011 audited financial statements (notes thereto) included in the Company’s Form 10-K.

Operating results for the six months ended February 29, 2012 are not necessarily indicative of the results that can be expected for the year ending August 31, 2012.

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CONSOLIDATED BALANCE SHEETS (unaudited) (parenthetical) (USD $)	Feb. 29, 2012	Aug. 31, 2011
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	90,000,000	90,000,000
Common stock, shares issued	3,570,000	3,570,000
Common stock, shares outstanding	3,570,000	3,570,000

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Document and Entity Information (USD $)	3 Months Ended
	Feb. 29, 2012
Document and Entity Information
Entity Registrant Name	Laredo Resources Corp.
Document Type	10-Q
Document Period End Date	Feb. 29, 2012
Amendment Flag	false
Entity Central Index Key	0001499871
Current Fiscal Year End Date	--08-31
Entity Common Stock, Shares Outstanding	3,570,000
Entity Public Float	$ 0
Entity Filer Category	Smaller Reporting Company
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Well-known Seasoned Issuer	No
Document Fiscal Year Focus	2012
Document Fiscal Period Focus	Q2

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CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited) (USD $)	3 Months Ended		6 Months Ended		18 Months Ended
	Feb. 29, 2012	Feb. 28, 2011	Feb. 29, 2012	Feb. 28, 2011	Feb. 29, 2012
Expenses
Accounting and audit	$ 3,594	$ 3,904	$ 10,550	$ 9,032	$ 25,878
Foreign exchange (gain) loss	(2)	(8)	4	(5)	785
Legal fees	887	16,988	4,926	16,988	37,250
Mineral property exploration costs				4,500	4,500
Office expenses	1,562	1,570	3,189	3,239	9,819
Transfer and filing fees	605		3,560		6,700
Operating loss before interest expense	(6,646)	(22,454)	(22,229)	(33,754)	(84,932)
Interest expense - Notes 6	(1,156)	(462)	(1,827)	(462)	(3,238)
NET LOSS	$ (7,802)	$ (22,916)	$ (24,056)	$ (34,216)	$ (88,170)
Basic loss per share	$ (0.01)	$ (0.01)	$ (0.01)	$ (0.01)
Weighted average number of shares outstanding - basic	3,570,000	3,570,000	3,570,000	3,570,000

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Related Party Transactions

3 Months Ended

Feb. 29, 2012

Related Party Disclosures

Related Party Transactions Disclosure [Text Block]

Note 6  Related Party Transactions

On November 22, 2011, the Company President loaned $15,000 to the Company and the Company issued a promissory note in the amount of $15,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on November 30, 2013.  During the six month period ended February 29, 2012, the Company accrued $244 (six month period ended February 28, 2011 - $nil) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $244 (August 31, 2011 - $nil)

On September 13, 2011, the Company President loaned $15,000 to the Company and the Company issued a promissory note in the amount of $15,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on September 30, 2013.  During the six month period ended February 29, 2012, the Company accrued $416 (six month period ended February 29, 2011 - $nil) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $416 (August 31, 2011 - $nil)

On August 22, 2011, the Company President loaned $4,000 to the Company and the Company issued a promissory note in the amount of $4,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on August 31, 2013.  During the six month period ended February 29, 2012, the Company accrued $120 (six month period ended February 28, 2011 - $nil) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $126 (August 31, 2011 - $6)

On May 10, 2011, the Company President loaned $10,000 to the Company and the Company issued a promissory note in the amount of $10,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on May 31, 2013.  During the six month period ended February 29, 2012, the Company accrued $299 (six month period ended February 28, 2011 - $nil) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $485 (August 31, 2011 - $186)

On February 15, 2011, the Company President loaned $10,000 to the Company and the Company issued a promissory note in the amount of $10,000.  The promissory note is unsecured, bears interest at 6% per annum, and matures on February 28, 2013.  During the six month period ended February 29, 2012, the Company accrued $299 (six month period ended February 28, 2011 - $21) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $623 (August 31, 2011 - $324)

On September 2, 2010, the Company President loaned $15,000 to the Company and the Company issued a promissory note in the amount of $15,000.  The promissory note is unsecured, non-interest bearing, and matures on September 30, 2012.  During the six month period ended February 29, 2012, the Company accrued $449 (six month period ended February 28, 2011 - $441) of interest expense in respect of this note payable.  Total accrued interest on this note as of February 29, 2012 was $1,344 (August 31, 2011 - $895).

The Company also recorded a capital contribution for the six month period ended February 29, 2012 of $449 (six month period ended February 28, 2011 - $441) in respect of the imputed interest charged on this note payable.

On August 19, 2010, the Company received and accepted a subscription to purchase 2,000,000 shares of common stock at $0.0078 per share for aggregate proceeds of $15,625 from the Company’s president.  The subscription agreement permitted the Company to accept 200,000 Mexican Peso’s in full settlement of the share subscription.  The share subscription was settled in Mexican Peso’s.

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Mineral Property

3 Months Ended

Feb. 29, 2012

Extractive Industries

Mineral Industries Disclosures [Text Block]

Note 5  Mineral Property

	February 29,	August 31,
	2012	2010
ABR Claims
Option Costs	$  20,000	$  10,000
Net cost	$  20,000	$  10,000

On November 30, 2010, LRE entered into a property option agreement with Arbutus Minerals LLC (“Arbutus”) whereby the Company was granted an option to earn up to a 100% interest in 20 mineral claims (the “ABR Claims”) located approximately 15 miles north of Elko, Nevada.  Arbutus holds only the mineral rights to the ABR Claims as the ABR Claims are on Bureau of Land Management managed land.  Consideration for the option consists of cash payments to Arbutus totalling $90,000, and aggregate exploration expenditures of $295,000 as follows:

Payments to Arbutus

·

$10,000 upon execution of option agreement;

·

$10,000 on or before November 30, 2011 (payment extended to November 30, 2012);

·

$20,000 on or before November 30, 2012; and

·

$50,000 on or before November 30, 2013.

Exploration Expenditures

·

$15,000 in aggregate exploration expenditures prior to November 30, 2012;

·

$65,000 in aggregate exploration expenditures prior to November 30, 2013; and

·

$215,000 in aggregate exploration expenditures prior to November 30, 2014.

As at February 29, 2012, the Company had incurred $10,000 in acquisition costs and accrued an additional $10,000 in the form of option payments to Arbutus per the option agreement. When a property reaches the production stage, the related capitalized costs will be amortized, using the units of production method on the basis of periodic estimates of ore reserves, currently no property has reached the production stage. When the Company has capitalized mineral properties, these properties will be periodically assessed for impairment of value and any diminution in value.

From inception (August 17, 2010) to February 29, 2012, the Company had incurred an aggregate amount of $4,500 for geological surveys, which are considered geological and geophysical costs which are expensed when incurred.

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Capital Stock

3 Months Ended

Feb. 29, 2012

Equity

Stockholders' Equity Note Disclosure [Text Block]

Note 7  Capital Stock

Issued:

On August 19, 2010, the Company issued 2,000,000 shares of common stock to the Company’s president at $0.0078 per share for total proceeds of $15,625.

On August 27, 2010, the Company issued 1,570,000 shares of common stock at $0.008 per share for total proceeds of $12,560 pursuant to a private placement.  The Company paid commissions of $200 for net proceeds of $12,360.

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Subsequent Event

3 Months Ended

Feb. 29, 2012

Subsequent Events

Subsequent Events [Text Block]

Note 8  Subsequent Event

On March 20, 2012, the Company President loaned $7,500 to the Company and the Company issued a promissory note in the amount of $7,500.  The promissory note is unsecured, bears interest at 6% per annum, and matures on March 31, 2013.

On April 3, 2012, the Company entered into an extension agreement with Arbutus Minerals LLC to extend the $10,000 property option payment from May 31, 2012 to November 30, 2012.

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CONSOLIDATED STATEMENT OF STOCKHOLDERS' (DEFICIT) EQUITY (unaudited) (USD $)	Common Stock	Additional Paid-in Capital	Deficit Accumulated During the Exploration Stage	Total
Beginning Balance, amount at Aug. 17, 2010
Capital stock issued to founder for cash, shares	2,000,000			2,000,000
Capital stock issued to founder for cash, value	$ 2,000	$ 13,625		$ 15,625
Capital stock issued for cash, shares, net of commission	1,570,000			1,570,000
Capital stock issued for cash, value, net of commission	1,570	10,790		12,360
Net loss for the period			(7,325)	(7,325)
Ending Balance, amount at Aug. 31, 2010	3,570	24,415	(7,325)	20,660
Ending Balance, shares at Aug. 31, 2010	3,570,000			3,570,000
Capital contribution by president - Note 6		895		895
Net loss for the period			(56,789)	(56,789)
Ending Balance, amount at Aug. 31, 2011	3,570	25,310	(64,114)	(35,234)
Ending Balance, shares at Aug. 31, 2011	3,570,000			3,570,000
Capital contribution by president - Note 6		449		449
Net loss for the period			(24,056)	(24,056)
Ending Balance, amount at Feb. 29, 2012	$ 3,570	$ 25,759	$ (88,170)	$ (58,841)
Ending Balance, shares at Feb. 29, 2012	3,570,000			3,570,000

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Financial Instruments

3 Months Ended

Feb. 29, 2012

Investments, All Other Investments

Financial Instruments Disclosure [Text Block]

Note 4  Financial Instruments

Fair value is defined as the price that would be received upon sale of an asset or paid upon transfer of a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability.

The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity. In addition, the fair value of liabilities should include consideration of non-performance risk including our own credit risk.

In addition to defining fair value, the standard expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs.  The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market.  Each fair value measurement is reported in one of the three levels which is determined by the lowest level input that is significant to the fair value measurement in its entirety. These levels are:

Level 1 -

inputs are based upon unadjusted quoted prices for identical instruments traded in active markets.

Level 2 -

inputs are based upon significant observable inputs other than quoted prices included in Level 1, such as quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 -

inputs are generally unobservable and typically reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. The fair values are therefore determined using model-based techniques that include option pricing models, discounted cash flow models, and similar techniques.

The carrying value of the Company’s financial assets and liabilities which consist of cash, accounts payable and accrued liabilities, and notes payable in management’s opinion approximate fair value due to the short maturity of such instruments.  These financial assets and liabilities are valued using level 3 inputs, except for cash which is at level 1.  Unless otherwise noted, it is management’s opinion that the Company is not exposed to significant interest, exchange or credit risks arising from these financial instruments.