ATCC / Ameritrust Corporation - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

Ameritrust Corporation
US ˙ OTCPK

Mga Batayang Estadistika
CIK 1372954
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Ameritrust Corporation
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
June 4, 2024 EX-1.2

AMERITRUST CORPORATION WAIVER OF NOTICE AND CONSENT TO HOLD MEETING OF BOARD OF DIRECTORS

Exhibit 1.2 AMERITRUST CORPORATION WAIVER OF NOTICE AND CONSENT TO HOLD MEETING OF BOARD OF DIRECTORS We, the undersigned, being all of the Directors of Ameritrust Corporation (the “Company”), hereby waive the right to receive the advance notice required under the applicable provisions of the applicable Wyoming statutes and the Articles of Incorporation of the Company, and hereby consent to hold t

June 4, 2024 EX-1.3

AMERITRUST CORPORATION WAIVER OF NOTICE AND CONSENT TO HOLD MEETING OF BOARD OF DIRECTORS

Exhibit 1.3 AMERITRUST CORPORATION WAIVER OF NOTICE AND CONSENT TO HOLD MEETING OF BOARD OF DIRECTORS We, the undersigned, being all of the Directors of Ameritrust Corporation (the “Company”), hereby waive the right to receive the advance notice required under the applicable provisions of the applicable Wyoming statutes and the Articles of Incorporation of the Company, and hereby consent to hold t

June 4, 2024 EX-1.4

AMERITRUST CORPORATION WAIVER OF NOTICE AND CONSENT TO HOLD MEETING OF BOARD OF DIRECTORS

Exhibit 1.4 AMERITRUST CORPORATION WAIVER OF NOTICE AND CONSENT TO HOLD MEETING OF BOARD OF DIRECTORS We, the undersigned, being all of the Directors of Ameritrust Corporation (the “Company”), hereby waive the right to receive the advance notice required under the applicable provisions of the applicable Wyoming statutes and the Articles of Incorporation of the Company, and hereby consent to hold t

June 4, 2024 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 2024 Ameritrust Corporation (Exact name of registrant as specified in its charter) Wyoming 000-53371 98-0465540 (State or other jurisdiction of incorporation) (Commission File

June 4, 2024 EX-1.1

EX-1.1

Exhibit 1.1

July 25, 2022 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Amendment No.1 to Form 10-Q)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Amendment No.

July 25, 2022 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Amendment No. 1 to 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 December 31,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Amendment No.

July 25, 2022 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Amendment No. 1 to 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 March 31, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q/A (Amendment No.

November 22, 2021 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 22, 2021 Ameritrust Corporation (Exact name of registrant as specified in its charter) Wyoming 000-53371 98-0465540 (State or other jurisdiction of incorporation) (Commission

September 8, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 ☐  TRANSITION REPORT PURSUANT TO S

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 000-53371 AMERITRUST CORPORATION (Exact name of Registrant as specified in its charter) Wyoming 26-2877927 (State or other jurisdiction of incorporation or organization) (I.

June 8, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 March 31, 2021 [ ] TRANSITION REPORT PURSUANT

10-Q 1 atcc05272021form10qmarch2021.htm QTR. REPORT - MARCH 31, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 March 31, 2021 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transiti

May 20, 2021 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 December 31, 2020 [ ] TRANSITION REPORT PURSUA

10-Q 1 atcc05162021form10qdec2020.htm QTR. REPORT - DECEMBER 31, 2020 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 December 31, 2020 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the tran

April 19, 2021 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

8-K 1 atcc04502021form8k.htm CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 23, 2021 Ameritrust Corporation (Exact name of registrant as specified in its charter) Wyoming 000-53371 98-0465540 (State or other j

April 19, 2021 EX-16.1

March 23, 2021

EX-16.1 2 ex161.htm CHANGE IN AUDITOR LETTER Exhibit 16.1 March 23, 2021 Securities and Exchange Commission 100 F Street, NE Washington, DC 20549 Ladies and Gentlemen: We have read the statements made by Ameritrust Corporation, which we understand will be filed with the Securities and Exchange Commission, pursuant to Item 4.01 of Form 8-K, as part of the Form 8-K of Ameritrust Corporation dated Ma

March 22, 2021 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets

8-K 1 atcc03222021form8k.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2021 Ameritrust Corporation (Exact name of registrant as specified in its charter) Wyoming 000-53371 98-0465540 (State or other jurisdiction

March 22, 2021 EX-10.2

EX-10.2

EX-10.2 3 ex102.htm Exhibit 10.2

March 22, 2021 EX-10.3

EX-10.3

EX-10.3 4 ex103.htm Exhibit 10.3

March 22, 2021 EX-10.1

EX-10.1

EX-10.1 2 ex101.htm Exhibit 10.1

February 16, 2021 NT 10-Q

- NOTIFICATION OF LATE FILING

(Check One): x Form 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 12, 2021 EX-10.1

-1-

EX-10.1 2 ex101.htm MATERIAL CONTRACT Exhibit 10.1 -1- -2- -3- -4- -5- -6- -7- -8- -9- -10- -11- -12- -13- -14-

February 12, 2021 EX-16.1

EX-16.1

Exhibit 16.1

February 12, 2021 EX-16.2

February 10, 2021

EX-16.2 7 ex162.htm AUDITOR LETTER Exhibit 16.2 February 10, 2021 Office of the Chief Accountant Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 Ladies and Gentlemen: We have read Ameritrust Corporation’s statements included under Item 9 of its Form 10-K dated February 10, 2021. We agree with the statements concerning our Firm under Item 9. We are not in a position to ag

February 12, 2021 10-K

Annual Report - FORM 10-K SEPT. 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For fiscal year ended September 30, 2020 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File # 000-53371 AMERITRUST CORPORATION (Exact name of Registrant as specified in its charter) Wyoming (State or other jurisdiction of incorporation or organization) 26-2877927 (I.

February 12, 2021 EX-10.4

SHARE EXCHANGE AGREEMENT

EX-10.4 5 ex104.htm MATERAIL CONTRACT Exhbit 10.4 SHARE EXCHANGE AGREEMENT This Stock Exchange Agreement together with all the Exhibits, Schedules and other attachments (the "Agreement") is entered into on April 22, 2020 and is made among Liaoning Zhongshuiyatian Industry Co., Ltd. (Seller or LZIC), a Liaoning, China Company, Ameritrust Corporation, a Georgia Corporation, and Hui Li ("Seller"), th

February 12, 2021 EX-10.2

EX-10.2

Exhibit 10.2

February 12, 2021 EX-10.3

EX-10.3

EX-10.3 4 ex103.htm MATERIAL CONTRACT Exhibit 10.3

December 28, 2020 NT 10-K

- NOTIFICATION OF LATE FILING

(Check One): x Form 10-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

November 5, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2020 (November 4, 2020) AMERITRUST CORPORATION (Exact name of registrant as specified in its charter) Nevada 000-53371 98-0465540 (State or other jurisdiction of incorpora

September 2, 2020 EX-10.1

Exhibit 10.1-

Exhibit 10.1 AGREEMENT AND PLAN OF MERGER This Agreement and Plan of Merger (the "Agreement") is made and entered into this 26th day of August, 2020, by and between Ameritrust Corporation, a Georgia Corporation, (“AGA.”), and Ameritrust Corporation, a newly formed Wyoming Corporation (“AYA”) (said corporations being hereinafter sometimes collectively referred to as the “Constituent Entities”). W I

September 2, 2020 8-K

Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - CURRENT REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 2, 2020 AMERITRUST CORPORATION (formerly known as Gryphon Resources, Inc.) (Name of small business in its charter) Nevada 000-53371 98-0465540 (State or other jurisdiction o

August 11, 2020 10-Q/A

Quarterly Report - AMENDMENT NO.1 -QTR. REPORT JUNE 30, 2020

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM10-Q/A (Amendment No.1 to FORM 10-Q) (Mark One) [ X ] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2020 [ ] Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File # 000

August 11, 2020 10-Q

Quarterly Report -

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM10-Q (Mark One) [ X ] Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2020 [ ] Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File # 000 – 53371 AMERITRUST CORPORATION (

August 3, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2020 GRYPHON RESOURCES, INC. (Name of small business in its charter) Nevada 000-53371 98-0465540 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

June 12, 2020 DEF 14C

- DEFINITIVE INFORMATION STATEMENT

SCHEDULE 14 C (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [ ] Revised Preliminary Information Statement [X] Definitive Information Statement [ ] Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) GRYPHON RESOURCES, INC.

June 12, 2020 8-K

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 12, 2020 GRYPHON RESOURCES, INC. (Name of small business in its charter) Nevada 000-53371 98-0465540 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

May 28, 2020 CORRESP

-

JONES & HALEY, P.C. ATTORNEYS AT LAW 750 HAMMOND DRIVE, SUITE 100, BUILDING 12 ATLANTA, GEORGIA 30328 RICHARD W. JONES www.corplaw.net Telephone 770-804-0500 email: [email protected] Facsimile 770-804-0509 May 28, 2020 United States Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Attn: Anuja Majmudar Re: Gryphon Resources, Inc. [J&H File No. 3941.00] Dear Ms. Majmudar: A

May 28, 2020 PRER14C

- REVISED PRELIMINARY INFO. STATEMENT

SCHEDULE 14 C (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION (Revised) Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [x] Revised Preliminary Information Statement [ ] Definitive Information Statement [ ] Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) GRYPHON RESOURCES, INC.

May 14, 2020 10-Q

Quarterly Report - QTR. REPORT MARCH 31, 2020

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 2020 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000 - 53371 GRYPHON RESOURCES, INC. (Exact name of registrant as

April 22, 2020 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 16, 2020 GRYPHON RESOURCES, INC. (Name of small business in its charter) Nevada 000-53371 98-0465540 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

April 17, 2020 EX-3

AMENDED AND RESTATED ARTICLES OF INCORPORATION OF GRYPHON RESOURCES, INC. PART I

Exhibit 3(i) AMENDED AND RESTATED ARTICLES OF INCORPORATION OF GRYPHON RESOURCES, INC.

April 17, 2020 EX-99

PLAN OF RECAPITALIZATION

Exhibit 99 PLAN OF RECAPITALIZATION On April , 2020 the Board of Directors of Gryphon Resources, Inc.

April 17, 2020 PRE 14C

GRYO / Gryphon Resources, Inc. PRE 14C - - PRELIMINARY INFORMATION STATEMENT

SCHEDULE 14 C (Rule 14c-101) INFORMATION REQUIRED IN INFORMATION STATEMENT SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: [x] Preliminary Information Statement [ ] Definitive Information Statement [ ] Confidential, For Use of the Commission Only (as permitted by Rule 14c-5(d)(2)) GRYPHON RESOURCES, INC.

March 27, 2020 8-K

Changes in Control of Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 25, 2020 GRYPHON RESOURCES, INC. (Name of small business in its charter) Nevada 000-53371 98-0465540 (State or other jurisdiction of incorporation) (Commission File Number) (IRS

February 11, 2020 10-Q

GRYO / Gryphon Resources, Inc. 10-Q - Quarterly Report - QUARTERLY REPORT

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000 - 53371 GRYPHON RESOURCES, INC. (Exact name of registrant

November 12, 2019 10-K

GRYO / Gryphon Resources, Inc. 10-K - Annual Report - ANNUAL REPORT

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended September 30, 2019 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 Gryphon Resources, Inc. (Exact name of Registran

September 19, 2019 EX-10.1

Convertible Promissory Note*

GRYPHON RESOURCES, INC. CONVERTIBLE PROMISSORY NOTE $5,955.00 Onondaga County September 30, 2018 State of New York THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT TO SUCH SECURITIES UNDER SUCH ACT OR AN OPINION OF COUNSEL SATIFA

September 19, 2019 EX-3.2

Bylaws of Gryphon Resources, Inc.

Exhibit 3.2 Bylaws BY –LAWS OF GRYPHON OIL & GAS, INC. (name of corporation) ARTICLE I - OFFICES The initial office of the Corporation shall be located at 6550 Raleigh Street, Vancouver, British Columbia, Canada, V5S 2W8. The Corporation may also maintain offices at such other places within or without the United States as the Board of Directors may, from time to time, determine. Section 1 -Annual

September 19, 2019 EX-10.7

Promissory Note*

GRYPHON RESOURCES, INC. PROMISSORY NOTE $ 354.14 Dated: June 21, 2019 Principal Amount $ 354.14 State of New York WHEREAS, when a company is in custodianship, there are generally costs that must be met in order for the judicially appointed custodian to complete and discharge its duties as custodian (for example payment must be made to: transfer agents, secretaries of state, edgar filing agents, au

September 19, 2019 10-12G/A

GRYO / Gryphon Resources, Inc. 10-12G/A - - CURRENT REPORT

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-12g/A GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Amendment No. 1 Gryphon Resources, Inc. (Exact name of Registrant as specified in its charter) Nevada 98-0465540 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Numb

September 19, 2019 EX-99.1

Order Appointing Custodian

Exhibit 99.1 ORDR Jay A. Shafe

September 19, 2019 EX-10.5

Promissory Note*

GRYPHON RESOURCES, INC. PROMISSORY NOTE $ 2,794.17 Dated: March 31, 2019 Principal Amount $ 2,794.17 State of New York WHEREAS, when a company is in custodianship, there are generally costs that must be met in order for the judicially appointed custodian to complete and discharge its duties as custodian (for example payment must be made to: transfer agents, secretaries of state, edgar filing agent

September 19, 2019 EX-10.2

Convertible Promissory Note*

GRYPHON RESOURCES, INC. CONVERTIBLE PROMISSORY NOTE $5,000.00 Onondaga County November 21, 2018 State of New York THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT TO SUCH SECURITIES UNDER SUCH ACT OR AN OPINION OF COUNSEL SATIFAC

September 19, 2019 EX-10.4

Promissory Note*

GRYPHON RESOURCES, INC. PROMISSORY NOTE $ 4,000.00 Dated: March 31, 2019 Principal Amount $ 4,000.00 State of New York WHEREAS, when a company is in custodianship, there are generally costs that must be met in order for the judicially appointed custodian to complete and discharge its duties as custodian (for example payment must be made to: transfer agents, secretaries of state, edgar filing agent

September 19, 2019 EX-3.1.4

Amendment of Articles-By Custodian

EX-3.1.4 11 exhibit31-4.htm AMENDMENT OF ARTICLES-BY CUSTODIAN Exhibit 3.1.4 Amendment to Articles of Incorporation

September 19, 2019 EX-3.1.2

Amendment of Articles-Changing Name

Exhibit 3.1.2 Amendment to Articles of Incorporation Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock) 1. Name of corporation: GRYPHON OIL & GAS, INC. 2. The articles have been amended as follows (provide article numbers, if available): Artic

September 19, 2019 EX-3.1.1

Articles of Incorporation

Exhibit 3.1.1 Articles of Incorporation ARTICLES OF INCORPORATION Entity # E0054922006-4 (Pursuant to NRS 78) Document Number: 20060045701-65 Date Filed: 1/26/2006 4:18:14 PM In the office of : /s/ Dean Heller Dean Heller Secretary of State 1. NAME OF CORPORATION: GRYPHON OIL & GAS, INC. 2. RESIDENT AGENT NAME AND STREET ADDRESS: (must be a Nevada address where process may be served) Name of Resid

September 19, 2019 EX-10.3

Convertible Promissory Note*

GRYPHON RESOURCES, INC. CONVERTIBLE PROMISSORY NOTE $10,000.00 Onondaga County January 15, 2019 State of New York THESE SECURITIES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933. THEY MAY NOT BE SOLD, OFFERED FOR SALE, TRANSFERRED, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT WITH RESPECT TO SUCH SECURITIES UNDER SUCH ACT OR AN OPINION OF COUNSEL SATIFAC

September 19, 2019 EX-10.6

Promissory Note*

GRYPHON RESOURCES, INC. PROMISSORY NOTE $ 5,000.00 Dated: June 7, 2019 Principal Amount $ 5,000.00 State of New York WHEREAS, when a company is in custodianship, there are generally costs that must be met in order for the judicially appointed custodian to complete and discharge its duties as custodian (for example payment must be made to: transfer agents, secretaries of state, edgar filing agents,

September 19, 2019 EX-3.1.3

Amendment of Articles-Increasing Authorized Shares

Exhibit 3.1.3 Amendment to Articles of Incorporation Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock) 1. Name of corporation: GRYPHON RESOURCES, INC. 2. The articles have been amended as follows (provide article numbers, if available): Artic

July 5, 2019 EX-99.1 CHARTER

Jay A. Shafe

ORDR Jay A. Shafe

July 5, 2019 EX-3..2

Bylaws BY –LAWS OF GRYPHON OIL & GAS, INC. (name of corporation)

Exhibit 3.2 Bylaws BY –LAWS OF GRYPHON OIL & GAS, INC. (name of corporation) ARTICLE I - OFFICES The initial office of the Corporation shall be located at 6550 Raleigh Street, Vancouver, British Columbia, Canada, V5S 2W8. The Corporation may also maintain offices at such other places within or without the United States as the Board of Directors may, from time to time, determine. Section 1 -Annual

July 5, 2019 10-12G

GRYO / Gryphon Resources, Inc. 10-12G - - GRYPHON RESOURCES, INC. FORM 10-12G JULY 1, 2019

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-12g GENERAL FORM FOR REGISTRATION OF SECURITIES Pursuant to Section 12(b) or (g) of the Securities Exchange Act of 1934 Gryphon Resources, Inc. (Exact name of Registrant as specified in its charter) Nevada 98-0465540 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification Number) 3512 Desert Me

July 5, 2019 EX-3..1.1

Articles of Incorporation

Exhibit 3.1.1 Articles of Incorporation ARTICLES OF INCORPORATION Entity # E0054922006-4 (Pursuant to NRS 78) Document Number: 20060045701-65 Date Filed: 1/26/2006 4:18:14 PM In the office of /s/ Dean Heller Dean Heller Secretary of State 1. NAME OF CORPORATION: GRYPHON OIL & GAS, INC. 2. RESIDENT AGENT NAME AND STREET ADDRESS: (must be a Nevada address where process may be served) Name of Residen

July 5, 2019 EX-3..1.2

Amendment to Articles of Incorporation Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)

EX-3..1.2 3 griform10-12gex312070319.htm GRYPHON RESOURCES, INC. FORM 10-12G EXHIBIT 312 JULY 03, 2017 Exhibit 3.1.2 Amendment to Articles of Incorporation Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock) 1. Name of corporation: GRYPHON OIL

July 5, 2019 EX-3..1.4

Amendment to Articles of Incorporation

Exhibit 3.1.4 Amendment to Articles of Incorporation

July 5, 2019 EX-3..1.3

Amendment to Articles of Incorporation Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)

EX-3..1.3 4 gryform10-12gex313070319.htm GRYPHON RESOURCES, INC. FORM 10-12G EXHIBIT 3.1.3 JULY 3, 2019 Exhibit 3.1.3 Amendment to Articles of Incorporation Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock) 1. Name of corporation: GRYPHON RES

March 12, 2019 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1933 Date of Report: March 11, 2019 (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of registrant as specified in its charter) Nevada 000-53371 98-0465540 (State of Incorporation) (Commission File Number) (I.R.S. Emp

February 11, 2019 EX-20.1

GRYPHON RESOURCES, INC. TO RESUME BUSINESS

FOR IMMEDIATE RELEASE GRYPHON RESOURCES, INC. TO RESUME BUSINESS February 11, 2019 – Roanoke, TX Gryphon Resources, Inc.(PK:GRYO) announces it has retained Davisson & Associates of Minneapolis, MN as the company’s securities counsel. They will file a registration statement to bring the company current in its reporting requirements. Shareholders can look forward to additional company updates and re

February 11, 2019 8-K

Regulation FD Disclosure

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1933 Date of Report: February 6, 2019 (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of registrant as specified in its charter) Nevada 000-53371 98-0465540 (State of Incorporation) (Commission File Number) (I.R.S. E

May 3, 2012 15-12G

- GRYPHON RESOURCES FORM 15, 05.03.12

OMB APPROVAL OMB Number: 3235-0167 Expires: December 31, 2014 Estimated average burden hours per response.

February 9, 2012 8-K

Other Events - GRYPHON RESOURCES 8K, 02.09.12

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 February 9, 2012 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 000

February 8, 2012 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2011 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as

December 27, 2011 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended September 30, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registran

August 15, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended June 30, 2011 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended June 30, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as spe

July 20, 2011 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 July 20, 2011 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 000-53

May 13, 2011 EX-10.2

Amendment to L.G. Agreement

Exhibit 10.2 AMENDMENT TO L.G. AGREEMENT All parties to the L.G. Agreement, do by their signatures on this amendment, agree to the following changes to the L.G. Agreement: ORIGINAL WORDING OF Section 2.3 (bolding added to show changed words): 2.3 In order to implement exercise of the Option, and maintain the Option in effect, Gryphon shall: (a) pay Vendors the following cash sums on or before the

May 13, 2011 EX-10.4

Cruce Addendum

Exhibit 10.4 OPTION TO PURCHASE CRUCE GOLD PROPERTY - addendum - To resolve a typographical error in the original Cruce Agreement signed January 21, 2011, all parties agree to the follow change: OLD TEXT (bolding added to show word being deleted): 2.9(c) a 3% (three percent) Net Returns Royalty on all other minerals actually produced and sold from the Property, to be calculated and paid in accorda

May 13, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 2011 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as sp

February 14, 2011 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as

January 25, 2011 EX-10.1

OPTION TO PURCHASE CRUCE GOLD PROPERTY

Exhibit 10.1 OPTION TO PURCHASE CRUCE GOLD PROPERTY THIS OPTION TO PURCHASE (this “Agreement”) is made and entered into effective the 21st day of January, 2011 (the “Execution Date”), by and between NOEL COUSINS, an unmarried individual and resident in Arizona, and STEVEN VAN ERT, an unmarried individual and resident in California (together the “Vendors”), and GRYPHON RESOURCES, INC, a Nevada corp

January 25, 2011 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 January 21, 2011 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 000

January 12, 2011 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended September 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registran

December 28, 2010 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

OMB Number: 3235-0058 Expires: May 31, 2012 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

December 3, 2010 EX-10.1

Gryphon Resources Inc. 1313 East Maple Street, Suite 201-462 Bellingham, Washington 98225

Exhibit 10.1 - Letter of Intent: Gryphon Resources Inc. 1313 East Maple Street, Suite 201-462 Bellingham, Washington 98225 November 30, 2010 CONFIDENTIAL Noel Cousins ....... Steven Van Ert ....... Dear Sirs: Re: Cruce Property Option Agreement Subject to due diligence and legal review of the Option Agreement by all parties, this Letter of Intent will form the basis for and set out the terms and c

December 3, 2010 8-K

Financial Statements and Exhibits, Other Events

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 November 30, 2010 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 00

September 29, 2010 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 September 27, 2010 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 0

September 29, 2010 EX-10.1

SHARE PURCHASE AGREEMENT

Exhibit 10.1 SHARE PURCHASE AGREEMENT THIS AGREEMENT made as of the 27th day of September, 2010. BETWEEN: Albus Holdings S.A. of Panama City, Panama (hereinafter called the “Purchaser”) OF THE FIRST PART -and- Gryphon Resources, Inc. of the State of Nevada (hereinafter called the “Vendor”) OF THE SECOND PART THIS AGREEMENT WITNESSETH that in consideration of the covenants, agreements, warranties a

August 20, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended June 30, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended June 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as spe

August 13, 2010 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

OMB Number: 3235-0058 Expires: May 31, 2012 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

July 22, 2010 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 July 19, 2010 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 000-53

July 22, 2010 EX-10.1

OPTION TO PURCHASE L.G. Property

Exhibit 10.1 OPTION TO PURCHASE L.G. Property THIS OPTION TO PURCHASE (this ?Agreement?) is made and entered into effective the 19th day of July, 2010 (the ?Execution Date?), by and between NOEL COUSINS, an unmarried individual and resident in Arizona, and STEVEN VAN ERT, an unmarried individual and resident in California (together the ?Vendors?), and GRYPHON RESOURCES, INC, a Nevada corporation,

July 16, 2010 SC 13D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Gryphon Resources, Inc. (Name of Issuer) Common Shares with a par value of $0.001 (Title of Class of Securities) 40052N102

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Gryphon Resources, Inc. (Name of Issuer) Common Shares with a par value of $0.001 (Title of Class of Securities) 40052N102 (CUSIP Number) Gryphon Resources, Inc. 1313 East Maple Street, Suite 201-462 Bellingham, Washington 98225 Tel: (360) 685-4238 (Name, Address and Telep

May 25, 2010 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 May 25, 2010 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 000-533

May 24, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 2010 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as sp

May 14, 2010 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

OMB Number: 3235-0058 Expires: May 31, 2012 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

April 20, 2010 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 April 20, 2010 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 000-5

February 8, 2010 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as

January 13, 2010 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended September 30, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registran

January 13, 2010 10-K/A

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Amendment #1

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Amendment #1 x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended September 30, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name

December 22, 2009 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

OMB Number: 3235-0058 Expires: May 31, 2012 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

September 29, 2009 8-K

Other Events

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 September 29, 2009 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 0

August 11, 2009 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended June 30, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SEC

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended June 30, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as spe

May 15, 2009 DEF 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: o Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2) x Definitive Information Statement GRYPHON RESOURCES, INC. (Name of Regi

May 14, 2009 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 2009 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SE

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended March 31, 2009 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as sp

April 17, 2009 PRE 14C

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14C INFORMATION Information Statement Pursuant to Section 14(c) of the Securities Exchange Act of 1934 Check the appropriate box: x Preliminary Information Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14c-5(d)(2) o Definitive Information Statement GRYPHON RESOURCES, INC. (Name of Regi

February 25, 2009 8-K

Other Events

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 February 24, 2009 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 00

February 13, 2009 10-Q

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2008 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarter Ended December 31, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registrant as

January 13, 2009 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Fiscal Year Ended September 30, 2008 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO Commission File # 000-53371 GRYPHON RESOURCES, INC. (Exact name of registran

December 24, 2008 NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

OMB Number: 3235-0058 Expires: April 30, 2009 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

August 14, 2008 8-A12G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 GRYPHON RESOURCES, INC. (Exact name of registra

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 GRYPHON RESOURCES, INC. (Exact name of registrant as specified in its charter) Nevada 98-0486176 (State of incorporation or organization) (I.R.S. Employer Identification No.) 1313 East Maple Street

August 14, 2008 10QSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008 ¨ TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF TH

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2008 ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to Commission File # 333-140880 GRYPHON RESOURCES, INC. (Exact name of small business

May 19, 2008 10QSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ____________________________ FORM 10-QSB ____________________________

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB x QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2008 ? TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to Commission File # 333-140880 GRYPHON RESOURCES, INC. (Exact name of small busines

May 14, 2008 NT 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

OMB Number: 3235-0058 Expires: April 30, 2009 OMB APPROVAL UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

March 6, 2008 8-K

Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 March 3, 2008 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 333-14

March 6, 2008 EX-16.1

SCHUMACHER & ASSOCIATES, INC. Certified Public Accountants 2525 15th Street, Suite 3H Denver, CO 80211 (303) 480-5037 FAX (303) 480-5038

Exhibit 16.1 SCHUMACHER & ASSOCIATES, INC. Certified Public Accountants 2525 15th Street, Suite 3H Denver, CO 80211 (303) 480-5037 FAX (303) 480-5038 March 6, 2008 United States Securities and Exchange Commission Mail Stop 11-3 450 Fifth Street, N. W. Washington D.C. 20549 Re: Gryphon Resources, Inc. Dear Sirs/Madams: The undersigned Schumacher & Associates, Inc. previously acted as independent ac

February 26, 2008 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934 February 25, 2008 Date of Report (Date of earliest event reported) GRYPHON RESOURCES, INC. (Exact name of small business issuer as specified in its charter) Nevada (State or other jurisdiction of incorporation or organization) Commission File # 33

February 7, 2008 10QSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ____________________________ FORM 10-QSB ____________________________ [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended Decem

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-QSB [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2007 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to Commission File # 333-140880 GRYPHON RESOURCES, INC. (Exact name of small

December 19, 2007 10KSB

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ____________________________ FORM 10-KSB ____________________________

SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-KSB [X] ANNUAL REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2007 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM to Commission File # 333-140880 GRYPHON RESOURCES, INC. (Exact name of small busines

August 8, 2007 CORRESP

GRYPHON RESOURCES, INC. 6550 RALEIGH STREET VANCOUVER, BRITISH COLUMBIA CANADA, V5S 2W8 Ph: 778.891.7072 Fax: 604.488.0239

GRYPHON RESOURCES, INC. 6550 RALEIGH STREET VANCOUVER, BRITISH COLUMBIA CANADA, V5S 2W8 Ph: 778.891.7072 Fax: 604.488.0239 August 8, 2007 United States Securities and Exchange Commission Mail Stop 7010 Washington, D.C., 20549-7010 Sent via courier Attention: Mr. Jason Wynn Dear Mr. Wynn Re: Gryphon Resources, Inc. ? File Number 333-140880 Further to your telephone call in which you stated that you

August 6, 2007 SB-2/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SB-2/A-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GRYPHON RESOURCES, INC. (Name of small business issuer in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SB-2/A-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GRYPHON RESOURCES, INC. (Name of small business issuer in its charter) Nevada 1000 98-0486176 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Code Number) (I.R.S. Employer Identification No.) 6550 Raleigh Street Vancouve

August 6, 2007 CORRESP

GRYPHON RESOURCES, INC. 6550 RALEIGH STREET VANCOUVER, BRITISH COLUMBIA CANADA, V5S 2W8 Ph: 778.891.7072 Fax: 604.488.0239

GRYPHON RESOURCES, INC. 6550 RALEIGH STREET VANCOUVER, BRITISH COLUMBIA CANADA, V5S 2W8 Ph: 778.891.7072 Fax: 604.488.0239 August 6, 2007 United States Securities and Exchange Commission Mail Stop 7010 Washington, D.C., 20549-7010 Sent via courier Attention: Mr. Jason Wynn Dear Mr. Wynn Re: Gryphon Resources, Inc. SB-2/A-2 Filing ? File Number 333-140880 Dear Mr. Wynn Enclosed please find four cop

April 25, 2007 CORRESP

Gryphon Resources, Inc. 6550 Raleigh Street Vancouver, British Columbia Canada V5S 2W8

Gryphon Resources, Inc. 6550 Raleigh Street Vancouver, British Columbia Canada V5S 2W8 April 25, 2007 United States Securities and Exchange Commission Division of Corporate Finance Mail Stop 7010, Washington, DC 20549 Sent via courier Attention: H. Roger Schwall Dear Sirs: Re: GRYPHON RESOURCES, INC. Form SB-2/A1 File number: 333-140880 Thank you for your letter of March 19, 2007. In response to y

April 25, 2007 SB-2/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SB-2/A-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GRYPHON RESOURCES, INC. (Name of small business issuer in its charter)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SB-2/A-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GRYPHON RESOURCES, INC. (Name of small business issuer in its charter) Nevada 1000 98-0486176 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Code Number) (I.R.S. Employer Identification No.) 6550 Raleigh Street Vancouve

April 25, 2007 EX-4.1

EX-4.1

EXHIBIT 4.1 ? SPECIMEN SHARE CERTIFICATE {{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{ }}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}} }{ }{ }{ Gryphon Resources, Inc. }{ }{ }{ }{ INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA }{ }{ 100,000,000 SHARES COMMON STOCK AUTHORIZED, $0.001 PAR VALUE }{ }{ }{ }{ NUMBER SHARES }{ }{ This -

April 25, 2007 EX-3.2

BY ?LAWS OF GRYPHON RESOURCES, INC. (name of corporation)

EXHIBIT 3.2 ? BYLAWS, AS AMENDED BY ?LAWS OF GRYPHON RESOURCES, INC. (name of corporation) ARTICLE I - OFFICES The initial office of the Corporation shall be located at 6550 Raleigh Street, Vancouver, British Columbia, Canada, V5S 2W8. The Corporation may also maintain offices at such other places within or without the United States as the Board of Directors may, from time to time, determine. Sect

April 25, 2007 EX-3.1

Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issuance of Stock)

EXHIBIT 3.1 – ARTICLES OF INCORPORATION, AS AMENDED ROSS MILLER Secretary of State Filed 04/06/2007 (775) 684 5708 Website: secretaryofstate.biz 204 North Carson Street, Ste 1 Carson City, Nevada 89701-4299 Certificate of Amendment (PURSUANT TO NRS 78.385 AND 78.390) Certificate of Amendment to Articles of Incorporation For Nevada Profit Corporations (Pursuant to NRS 78.385 and 78.390 - After Issu

February 26, 2007 SB-2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GRYPHON OIL & GAS, INC.. (Name of small business issuer in its charter)

SB-2 1 gryphonsb2.htm GRYPHON OIL & GAS SB-2, 02.23.07 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SB-2 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 GRYPHON OIL & GAS, INC.. (Name of small business issuer in its charter) Nevada 1000 98-0486176 (State or jurisdiction of incorporation or organization) (Primary Standard Industrial Code Number) (I.R.S. Emplo

February 26, 2007 EX-4.1

EX-4.1

EXHIBIT 4.1 ? SPECIMEN SHARE CERTIFICATE {{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{{ }}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}}} }{ }{ }{ Gryphon Oil & Gas, Inc. }{ }{ }{ }{ INCORPORATED UNDER THE LAWS OF THE STATE OF NEVADA }{ }{ 100,000,000 SHARES COMMON STOCK AUTHORIZED, $0.001 PAR VALUE }{ }{ }{ }{ NUMBER SHARES }{ }{ This - -

February 26, 2007 EX-3.1

ARTICLES OF INCORPORATION Entity # E0054922006-4

EXHIBIT 3.1 – ARTICLES OF INCORPORATION ARTICLES OF INCORPORATION Entity # E0054922006-4 (Pursuant to NRS 78) Document Number: 20060045701-65 Date Filed: 1/26/2006 4:18:14 PM In the office of /s/ Dean Heller Dean Heller Secretary of State 1. NAME OF CORPORATION: GRYPHON OIL & GAS, INC. 2. RESIDENT AGENT NAME AND STREET ADDRESS: (must be a Nevada address where process may be served) Name of Residen

February 26, 2007 EX-10.1

OF THE FIRST PART

EXHIBIT 10.1 – MATERIAL CONTRACT – ASSET PURCHASE AGREEMENT THIS AGREEMENT made effective as of the 9th day of May, 2006. BETWEEN: SCOTT BELL, Businessman, of P.O. Box 228, La Ronge, Saskatchewan, Canada, S0J 1L0 (the "Vendor") OF THE FIRST PART AND: GRYPHON OIL & GAS, INC., a USA corporation Having an offices at 6550 Raleigh Street Vancouver, British Columbia, Canada, V5S 2W8 (the "Purchaser") OF

February 26, 2007 EX-14.1

GRYPHON OIL & GAS, INC. CODE OF ETHICS AND BUSINESS CONDUCT FOR THE SENIOR EXECUTIVE OFFICER AND SENIOR FINANCIAL OFFICERS

EXHIBIT 14.1 – CODE OF ETHICS GRYPHON OIL & GAS, INC. CODE OF ETHICS AND BUSINESS CONDUCT FOR THE SENIOR EXECUTIVE OFFICER AND SENIOR FINANCIAL OFFICERS This Code (the “Code”) applies to the President, Chief Executive Officer, Chief Financial Officer, Principal Accounting Officer, and other persons who may perform similar senior management functions for Gryphon Oil & Gas Inc.(the “Company”) now or

February 26, 2007 EX-3.2

BY ?LAWS OF GRYPHON OIL & GAS, INC. (name of corporation)

EXHIBIT 3.2 ? BYLAWS BY ?LAWS OF GRYPHON OIL & GAS, INC. (name of corporation) ARTICLE I - OFFICES The initial office of the Corporation shall be located at 6550 Raleigh Street, Vancouver, British Columbia, Canada, V5S 2W8. The Corporation may also maintain offices at such other places within or without the United States as the Board of Directors may, from time to time, determine. Section 1 -Annua

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