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 24, 2010

                             CASTMOR RESOURCES LTD.
             (Exact name of registrant as specified in its charter)

                                     Nevada
                 (State or other jurisdiction of incorporation)

                          Commission file # 000-53310
                            (Commission File Number)

                                   98-0471928
                       (IRS Employer Identification No.)

                         427 Princess Street, Suite 406
                              Kingston, ONK7L 5S9
             (Address of principal executive offices and Zip Code)

                                 (613) 617-5107
              (Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))

ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

MINERAL CLAIM PURCHASE AGREEMENT

By a Mineral Claim Purchase Agreement dated September 20, 2010 from our
controlling shareholder for $10,000 cash consideration, we have acquired a 100%
interest in the White Bear Arm Property:  two non-contiguous mineral exploration
licenses (license numbers 017985M and 017987M) comprising 17 claims located
along south-eastern coastal Labrador, approximately 13 kilometers northeast of
the community of Charlottetown in Labrador, Canada, having a total area of 425
hectares (1,054.8 acres).  The mineral licenses underlying the White Bear Arm
Property are registered with the Government of Newfoundland and Labrador and are
presently in good standing.  The closing of the acquisition will take place on
October 5, 2010.  A copy of the Mineral Claim Purchase Agreement is attached as
Exhibit 10.1.  See also Item 2.01.

PROMISSORY NOTE

On September 21, 2010, we issued a promissory note to a non-affiliated third
party for $50,000.  The note is due and payable on September 21, 2011, and
accrues interest at the rate of 20% per annum, calculated semi-annually, payable
on the due date.  A copy of the promissory note is attached as Exhibit 10.2.
See also Item 2.03.

ITEM 2.01  COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

On September 20, 2010, we acquired a 100% interest in two non-contiguous mineral
exploration licenses (license numbers 017985M and 017987M) comprising 17 claims
located along south-eastern coastal Labrador, approximately 13 kilometers
northeast of the community of Charlottetown in Labrador, Canada, having a total
area of 425 hectares (1,054.8 acres).  The mineral licenses underlying these
claims are registered with the Government of Newfoundland and Labrador and are
presently in good standing.  The closing of the acquisition will take place on
October 5, 2010.  See also Item 1.01, "Mineral Claim Purchase Agreement".

ITEM 2.03  CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
           OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT

On September 21, 2010, we borrowed $50,000 from a non-affiliated third party.
The loan is due and payable on September 11, 2011 and accrues interest at the
rate of 20% per annum, calculated semi-annually, payable on the due date.  We
may repay the loan in whole or in part at any time prior to the due date.  See
also Item 2.03, "Promissory Note".

ITEM 3.02  UNREGISTERED SALES OF EQUITY SECURITIES

On September 22, 2010, we issued 10,000,000 shares of our common stock at a
price of $0.005 per share to one purchaser for total cash proceeds of $50,000.
The shares were issued without registration in reliance on an exemption provided
by Regulation S promulgated under the Securities Act.  No general solicitation
was made in connection with the offer or sale of these securities.  See also
Item 5.01.

ITEM 5.01  CHANGES IN CONTROL OF REGISTRANT

On September 22, 2010, we issued 10,000,000 shares of our common stock at a
price of $0.005 per share to Thomas Mills for total cash proceeds of $50,000
paid from his private capital.  As a result of this transaction, Mr. Mills now
beneficially owns 81% of our issued and outstanding common stock and thereby
controls us.

                           FORWARD-LOOKING STATEMENTS

Information in this current report contains "forward looking statements" which
can be identified by the use of forward-looking words such as "believes",
"estimates", "could", "possibly", "probably", "anticipates", "estimates",
"projects", "expects", "may", or "should" or other variations or similar words.
No assurance can be given that the future results anticipated by the
forward-looking statements will be achieved.  These statements constitute
cautionary statements identifying important factors with respect to those
forward-looking statements, including certain risks and uncertainties that could
cause actual results to vary materially from the future results anticipated by
those forward-looking statements.  Such statements are only predictions and
involve known and unknown risks, uncertainties and other factors, including the
risks in the section titled "Risk Factors".  Among the key factors that have a
direct bearing on our results of operations are the effects of various
governmental regulations, the fluctuation of our direct costs and the costs and
effectiveness of our operating strategy.  Other factors could also cause actual
results to vary materially from the future results anticipated by those
forward-looking statements.

The forward-looking statements are based upon management's current views and
assumptions regarding future events and operating performance, and are
applicable only as of the dates of such statements.  We do not have any
intention or obligation to update publicly any forward-looking statements,
whether as a result of new information, future events, changes in assumptions,
or otherwise.

                                    BUSINESS

GENERAL

We were incorporated in the State of Nevada on June 27, 2005.  Our office is
located at 427 Princess Street, Suite 406, Kingston, ON  K7L 5S9.  We have no
subsidiaries.  Our telephone number is 613.617.5107.  Our facsimile number is
613.383.0247.  We have not been involved in any mergers or acquisitions since
our inception, and there are no pending or anticipated mergers, acquisitions,
spin-offs or recapitalizations.

We are an exploration stage company in that we are engaged in the search for
mineral deposits that are not in either the development or production stage,
with a view to exploiting any mineral deposits we discover that demonstrate
economic feasibility.  Since we are an exploration stage company, there is no
assurance that commercially exploitable reserves of valuable minerals exist on
our property.  We need to do further exploration before a final evaluation of
the economic and legal feasibility of our future exploration is determined.

We have not commenced business operations.  To date, our activities have been
limited to organizational matters, acquiring our mineral claims, securing
capital and preparation of our securities filings.  Our assets are limited to
our mineral claims, the acquisition of which have been recorded as an expense in
our financial statements in accordance with our accounting policy.

By a Transfer of Mineral Disposition dated November 7, 2005, from a
non-affiliated third party, we acquired a 100% interest in the White Bear Arm
Property:  two non-contiguous mineral exploration licenses (license numbers
011117M and 011300M) comprising 17 claims located along south-eastern coastal
Labrador, approximately 13 kilometers northeast of the community of
Charlottetown in Labrador, Canada, having a total area of 425 hectares (1,054.8
acres).  One of the licenses (license number 011300M), comprising eight claims,
was inadvertently allowed to expire and was cancelled on January 24, 2007.  We
reacquired a 100% interest in the same eight claims under a new mineral license
(license number 013632M) by a Transfer of Mineral Disposition dated July 16,
2007, from a non-affiliated third party.  In 2009, due to a lack of capital we
allowed our mineral claims to expire and they were subsequently cancelled.  On
September 20, 2010, we reacquired a 100% interest in the same 17 mineral claims
under new mineral licenses (license nos. 017985M and 017987M) by a Transfer of
Mineral Disposition dated September 20, 2010, from our controlling shareholder.
The mineral licenses underlying the White Bear Arm Property are registered with
the Government of Newfoundland and Labrador and are presently in good standing.

Mineral property exploration is typically conducted in phases.  Each subsequent
phase of exploration work is recommended by a geologist based on the results
from the most recent phase of exploration.  We have not yet commenced the
initial phase of exploration on the White Bear Arm Property.  Upon completion of
each phase of exploration, we will make a decision as to whether or not we will
proceed with each successive phase based upon the analysis of the results of
that program.  Our Board of Directors will make this decision based upon the
recommendations of an independent geologist who will oversee the program and
record the results.

We presently have no known reserves of any type of mineral.  We plan to conduct
appropriate exploration work on the White Bear Arm Property in order to
ascertain whether it possesses commercially exploitable reserves of valuable
minerals.  There can be no assurance that commercially exploitable reserves of
valuable minerals exist on the White Bear Arm Property or that we will discover
them, if they exist.  If we are unable to find reserves of valuable minerals or
we cannot remove the minerals because we either do not have the capital to do
so, or because it is not economically feasible to do so, then we may cease
operations and our shareholders may lose their investment.

Even if Phase I of our exploration program identifies high priority geological
targets suitable for a Phase II diamond drilling program, we will need to raise
additional funding to finance the Phase II drilling program and any additional
drilling and engineering studies that are required before we will know if we
have commercially exploitable reserves of valuable minerals.  We anticipate that
any additional funding that we require will be in the form of equity financing
from the sale of our common stock.  There is no assurance, however, that we will
be able to raise sufficient funding from the sale of our common stock.  The
risky nature of this enterprise and lack of tangible assets places debt
financing beyond the credit-worthiness required by most banks or typical
investors of corporate debt until such time as an economically viable mine can
be demonstrated.  We do not have any arrangements in place for any future equity
financing.  If we are unable to secure additional funding, we may cease or
suspend operations.  We have no plans, arrangements or contingencies in place in
the event that we cease operations.

MINERAL CLAIMS

The White Bear Arm Property consists of two non-contiguous mineral exploration
licenses comprising a total of 17 claims having a total area of 425 hectares
(mineral rights licence numbers 017985M and 017987M), wholly owned by us.  We
hold all of our mineral titles free and clear of any encumbrances or liens.

The following table sets out all the mineral exploration licenses that currently
compose the White Bear Arm Property.

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------
MINERAL                                                         NATIONAL
EXPLORATION                                 NUMBER              TOPOGRAPHIC
LICENSE                                     OF            AREA  SERIES MAP
NUMBER       LICENSEE HOLDER                CLAIMS  (HECTARES)  SHEET         STAKING DATE
-----------------------------------------------------------------------------------------------
<S>          <C>                            <C>     <C>         <C>           <C>
017985M      Castmor Resources Ltd. (100%)       9         225  13A/16        September 3, 2010
017987M      Castmor Resources Ltd. (100%)       8         200  13A/16, 3D13  September 3, 2010
-----------------------------------------------------------------------------------------------
             TOTALS                             17         425
                                                          (1,054.8 acres)
===============================================================================================
</TABLE>

Our mineral exploration licenses entitle us to explore the claims composing the
White Bear Arm Property subject to the laws and regulations of the Province of
Newfoundland and Labrador.  Title to mineral claims are issued and administered
by the Mineral Lands Division of the Ministry of Natural Resources, and title
must comply with all provisions under the Mineral Act of Newfoundland and
Labrador.

Under Newfoundland law, our mineral licenses may be held for one year after the
date of Issuance Date, and thereafter from year to year if, on or before the
anniversary date, we perform assessment work on the underlying claims having a
minimum value of not less than C$200 per claim in the first year, C$250 per
claim in the second year, and C$300 per claim in the third year.  If we are
unable to complete the assessment work required to be done in any twelve month
period, we can maintain our claims in good standing by posting a cash security
deposit for the amount of the deficiency.  When the deficient work is completed
and accepted the security deposit will be refunded.  Otherwise, the security
deposit will be forfeited.  If we do not comply with these maintenance
requirements, then we will forfeit our claims at the end of the anniversary date
for each respective claim.  All of our claims are presently in good standing.

GLOSSARY OF TECHNICAL TERMS

The following are the definitions of certain technical and geological terms used
in this current report:

AMPHIBOLE:  Family of silicate minerals forming prism or needle-like crystals.
Amphibole minerals generally contain iron, magnesium, calcium and aluminum in
varying amounts, along with water.

AMPHIBOLITE:  A dark-colored metamorphic rock of mafic composition consisting
mainly of the minerals hornblende and plagioclase.

ANATECTIC:  Having melted from pre-existent rock.

ASSAY:  A chemical analysis that determines the amount of easily extractable
elements in a sample (of rock, soil, till, silt, etc.). The concentrations of
precious metals such as gold and silver are typically reported as grams of metal
per tonne of rocks; base metal assays (copper, lead, zinc, etc.) are given in
weight percent. Assay sheets from laboratories typically give gold
concentrations in parts per billion (ppb). 1000 ppb equals 1 part per million
(ppm), equals 1 gram/tonne (there are about 34 grams in an ounce). Base metal
assays are typically measured in ppm (10,000 ppm equals one percent).

BIOTITE:  common rock-forming mineral of the mica family. Biotite is a black or
dark brown silicate rich in iron, magnesium, potassium, aluminum, and, of
course, silica. Like other micas, it forms flat book-like crystals that peel
apart into individual sheets on cleavage planes.

BOREAL:  Referring to the northern forests.

CO:  The chemical symbol for Cobalt.

CONTACT:  The surface of delimitation between a vein and its wall, or country
rock.

CU:  The chemical symbol for Copper.

DERIVATIVE:  A rock composed of materials derived from the weathering of older
rocks, a sedimentary rock, or a rock formed of material that has not been in a
state of fusion immediately before its accumulation.

DYKES:  Tabular igneous intrusions that cut across the bedding or foliation of
the country rock.

ECOCLIMATE:  Climate operating as an ecological factor.  The sum of the
meteorological factors within a habitat.

ESKERS:  A long, narrow ridge of coarse gravel deposited by a stream flowing in
or under a decaying glacial ice sheet.

FACIES:  The overall characteristics of a rock unit that reflect its origin and
differentiate the unit from others around it. Mineralogy and sedimentary source,
fossil content, sedimentary structures and texture distinguish one facies from
another.

FELSIC:  Igneous rock composed principally of feldspars and quartz.

FERROMAGNESION:  Containing iron and magnesium.

FLUVIOGLACIAL:  Pertaining to the meltwater streams flowing from wasting glacier
ice and esp. To the deposits and landforms produced by such streams, as kame
terraces and outwash plains; relating to the combined action of glaciers and
streams.

FOLIATED:  Of a planar structure or any planar set of minerals in metamorphic
rocks that formed from direct pressure during deformation.

GABBRO:  Coarse grained mafic intrusive rock composed mainly of plagioclase and
pyroxene.

GABBROIC:  Having the quality of gabbro

GABBRONORITE:  Gabbro containing orthopyroxene and labradorite, a plagioclasic
feldspar.

GARNET:  Any of a group of hard silicate minerals having the general formula
asb2(sio4)3, occurring chiefly as well-formed crystals in metamorphic rocks.

GARNETIFEROUS:  Containing garnets.

GEOPHYSICS:  The study of the physical properties of the earth and the
composition and movement of its component rock. Geophysics is used extensively
in mineral exploration to detect mineralized rocks characterized by any one or
more of their physical properties.

GNEISS:  A layered or banded crystalline metamorphic rock, the grains of which
are aligned or elongated into a roughly parallel arrangement.

GOSSAN:  A rusty rock in which iron-bearing sulphide minerals have been oxidized
by air and water. Gossans may overlie a significant sulphide body.

GRANITE:  Medium to coarse-grained felsic intrusive rock.

GRANITE: An igneous (formed from molten material) rock that solidified within
the Earth's crust and is principally composed of quartz, feldspar, and biotite.

GRANITIC:  See Granitoid.

GRANITOID:  Pertaining to or composed of granite.

GRANULITE:  A relatively coarse, granular rock formed at high pressures and
temperatures, which may exhibit a crude gneissic structure due to the
parallelism of flat lenses of quartz or feldspar.

GRAPHITE:  Native carbon mineral often with high conductance properties.

IGNEOUS:  Rock or material, which solidified from molten material.

INTRUSION:  A mass of rock that has been forced into or between other rocks.

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

LITHOLOGY:  The character of a rock described in terms of its structure, color,
mineral composition, grain size, and arrangement of its component parts; all
those visible features that in the aggregate impart individuality to the rock.

MAFIC:  Pertaining to or composed of the ferromagnesian rock-forming silicates,
said of some igneous rocks and their constituent minerals.

MAGMA:  Molten rock, formed within the inner parts of the Earth, which
crystallizes to form an igneous rock.

MAGMATIC SULPHIDE DEPOSIT:  A deposit - usually of nickel, copper, cobalt or
platinum group elements - that is found in mafic or ultramafic igneous rocks.

MAGNETITE:  Magnetic iron ore, being a black iron oxide containing 72.4% iron
when pure.

MASL:  Metres above sea level.

MASS:  A large irregular deposit of ore, which cannot be recognized as a vein or
bed.

METAMORPHIC:  A rock that has been altered by physical and chemical processes
including heat, pressure, and fluids.

METASEDIMENTARY:  Having the quality of a sediment or sedimentary rock that
shows evidence of having been subjected to metamorphism.

MIGMATITIC:  Having the quality of a composite rock composed of igneous or
igneous-appearing and metamorphic materials that are generally distinguishable
megascopically.

MONZONITE:  A granular plutonic rock containing approximately equal amounts of
orthoclase and plagioclase, and thus intermediate between syenite and diorite.

MORAINAL:  Have the quality of a mass of rocks, gravel, sand, clay, etc.,
carried and deposited directly by a glacier.

NI:  The chemical symbol for Nickel.

OLIVINE:  A naturally occurring mineral (magnesium-iron silicate) that is
usually olive green.

PARAGNEISS:  A gneiss formed by the metamorphism of a sedimentary rock.

PELITIC:  A fine-grained sedimentary rock composed of more or less hydrated
aluminum silicates with which are mingled small particles of various other
minerals.

PLAGIOCLASE:  Any of a series of triclinic minerals of the feldspar family,
ranging in composition from albite to anorthite and found in many rocks.

PSAMMITIC:  Of or having the quality of fine-grained, clayey sandstone.

PYRITE:  Iron sulphide.

QUARTZOFELDSPATHIC:  Composition of a rock particularly rich in silica and
feldspar.

SULPHIDE:  Minerals in which the metallic elements are chemically bound to
sulphur.

TERRACE:  A raised portion of an ancient riverbed or a bank on which alluvial
deposits may be found.

TROCTOLITE:  Igneous rock, found in the lunar highlands, composed of plagioclase
and olivine.

ULTRAMAFIC:  An igneous rock composed chiefly of mafic minerals.

HISTORY OF THE CLAIMS

Previous exploration work in the area of the White Bear Arm Property extends
back to the 1950s, when various reconnaissance missions were performed
throughout the Province of Newfoundland and Labrador.  Documented field work is
found back to the mid 1990s, when the massive Voisey's Bay nickel-copper
deposits were discovered, spurring an exploration rush throughout much of
Labrador.

In the immediate area of the White Bear Arm Property, detailed mineral
exploration work was completed by Noranda Mining and Exploration Inc. in 1995
and 1996.  Geological mapping, prospecting, geochemical sampling, airborne
electromagnetics, and ground geophysics are some of the many surveys completed
over the property.  Noranda explored the area for its magmatic Ni-Cu sulphide
potential.

Geological mapping and compilation has been completed by the Newfoundland and
Labrador Department of Mines and Energy.  In the most recent mapping, the White
Bear Arm Complex ("WBAC") is described as being composed of gabbronorite,
olivine gabbronorite and troctolite, together with lesser monzonite and
metamorphic derivatives that in the south are strongly deformed and
metamorphosed to amphibolite intercalated with metasedimentary gneiss of the
Paradise River Metasedimentary Gneiss Belt (PRMBGB).  Pronounced Ni, Co and Cu
lake bottom anomalies were also noted in the eastern end of the WBAC  An assay
of 0.15% Cu and 0.13% Ni was historically returned from a gossan at Mountain
Brook in the WBAC.

LOCATION AND ACCESS

The White Bear Arm Property is located approximately 13 kilometers northeast of
the community of Charlottetown, Labrador, Canada.  The mineral licenses
composing the White Bear Arm Property straddle the boundary between National
Topographic Series map sheets 13A/16 and 3D/13.  The following map shows the
distribution of the claims underlying the White Bear Arm Property, in the
vicinity of Charlottetown, southeastern Labrador.  The property is approximately
five kilometers from tidewater.

Charlottetown, located 290 kilometers east-southeast of the town of Goose Bay,
has a gravel air strip for scheduled air traffic, and is serviced by chartered
float plane and scheduled coastal boat traffic during ice free months (June to
October).  The town has a motel, and some supplies and services can be procured
there.

The White Bear Arm Property is accessible by helicopter for the purpose of an
initial assessment.

TOPOGRAPHIC AND PHYSICAL ENVIRONMENT

The area is moderately to heavily wooded, with some open barren areas on ridges
and hilltops, and underlain by a thick layer of muskeg and caribou moss.  The
topography of the area is locally rugged, with elevations ranging from up to 230
masl, locally.  The area is heavily wooded.

The White Bear Arm Property is located within the Paradise River Ecoregion,
classified as having a maritime mid-boreal ecoclimate, with its forests
dominated by closed stands of balsam fir and black spruce.  The region is
dominated by northwest trending lakes and bays that mimic the structural grain
of the bedrock.  Relief is locally rugged, with elevations reaching 300 meters
above sea level.  The area is heavily wooded, with some open barren areas on
ridges and hilltops.

Composed of granites, gneisses, and gabbroic intrusive rocks, the area is
generally rough and undulating with deeply dissected coastal margins.  Its
surface rises rapidly from the sea coast to elevations of about 300 masl, and is
covered with sandy morainal deposits of variable thickness.  Fluvioglacial
deposits are sporadically distributed in the form of eskers and river terraces.

The general area is marked by cool, rainy summers and cold winters.  The mean
annual temperature is approximately 1 Celsius.  The mean summer temperature is
11.5 Celsius and the mean winter temperature is -9 Celsius.  The mean annual
precipitation ranges 800-1100 millimeters.

REGIONAL GEOLOGY

The White Bear Arm Property lies within the eastern portion of the Grenville
lithotectonic province of Labrador, within rocks of the PRMGB.  The belt
consists of sulphide-bearing pelitic, migmatitic metasedeimentary gneiss and
minor psammitic gneiss at amphibolite to granulite facies, which are
intercalated with granitoid and mafic-ultramafic intrusives.  The latter are
generally interpreted by field regional geophysics to be part of the WBAC, which
has locally intruded and assimilated the PRMGB, and is interpreted to underlie
it.  The juxtaposition of a possible nickel source (WRAC) with sulphidic host
material (PRMGB), and the presence of significant Ni-Cu-Co lake bottom anomalies
provide an ideal exploration environment for Ni-Cu magmatic sulphide deposits.

LOCAL GEOLOGY

Detailed geology in the vicinity of the White Bear Arm Property was extrapolated
from work completed by Noranda Mining and Exploration Inc.  Underlying the area,
the principal lithology is a quartzofeldspathic, frequently garnetiferous (some
samples contain up to 50% garnet), meta-sedimentary gneiss.  The gneiss is
foliated uniformly, trends towards the northwest, and is steeply dipping.  The
outcrop consists of banded pink and black, fine-grained garnet-biotite gneiss.

Locally, the spectacular flake graphite is developed, and can attain 5% of the
rock over narrow widths.  Additionally, disseminated pyrite, commonly 2-3%
(occasionally up to 20%) as patches, occurs as rusty staining within the gneiss.
Traces of chalcopynte was locally noted to occur in the area.

Where exposure is adequate, amphibolite is seen to occur parallel to the
foliation, as narrow (amphibole and garnet mineralogy) dykes, comprising
dominantly amphibole, garnet and magnetite.

Granite in the area occurs both as granitic gneiss with banding and anatectic
(diffuse veining) textures, as well as totally undeformed dykes and masses with
sharp contacts.  These late granites are found to cross-cut both the
paragneisses and amphibolites.

PROPOSED EXPLORATION PROGRAM

Our management believes that the White Bear Arm Property warrants further
exploration because the regional and local geology indicate a prospective
environment for hosting Ni-Cu sulphide deposits or industrial minerals such as
garnet.  In particular, the area contains sulphide-bearing rock, through which
mafic, Ni-bearing magma intrudes.  Garnetiferous gneiss has also been mapped on
the property.  We intend to implement a two-phase exploration program to further
evaluate the property.

An estimated budget for our exploration program is set out in the following
table:

--------------------------------------------------------------------------
PHASE I
--------------------------------------------------------------------------

Geologist, sampling and mapping supervision                         $2,700
Geological assistant                                                $1,500
Rock, stream sediment and till sampling                             $2,500
Room and board lodging in Charlottetown                             $1,000
Transportation from Goose Bay to project area                      $13,500
Permits, fees, filings, insurance and other administrative items    $1,000
Reports and maps                                                    $1,000
Overhead                                                            $3,480
--------------------------------------------------------------------------

TOTAL PHASE I COSTS:                                               $26,680
--------------------------------------------------------------------------

PHASE II
--------------------------------------------------------------------------

Diamond Drilling and Core Sampling                                $170,000
Overhead                                                           $25,500
--------------------------------------------------------------------------

TOTAL PHASE II COSTS:                                             $195,500
--------------------------------------------------------------------------

TOTAL PROGRAM COSTS:                                              $222,180
==========================================================================

Actual project costs may exceed our estimates.

We have sufficient capital to complete Phase I of our exploration program, but
we have insufficient funds to begin Phase II.  If Phase I of our exploration
program identifies high priority targets for further exploration in Phase II,
then we will be required to raise additional financing to fund Phase II.
Subject to financing, we expect to complete Phase II within 12 months of
obtaining our Phase I results.

We anticipate that any additional funding that we require will be in the form of
equity financing from the sale of our common stock.  There is no assurance,
however, that we will be able to raise sufficient funding from the sale of our
common stock.  The risky nature of this enterprise and lack of tangible assets
places debt financing beyond the credit-worthiness required by most banks or
typical investors of corporate debt until such time as an economically viable
mine can be demonstrated.  We do not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we will
cease or suspend operations.  We have no plans, arrangements or contingencies in
place in the event that we cease operations.

MANAGEMENT EXPERIENCE

Our management has no professional training or technical credentials in the
exploration, development, and operation of mines.  Consequently, we may not be
able to recognize or take advantage of potential acquisition and exploration
opportunities in the sector without the aid of qualified geological consultants.
Moreover, with no direct training or experience, our management may not be fully
aware of the specific requirements related to working in this industry.  They
may make mistakes in their decisions and choices that could cause our operations
and ultimate financial success to suffer irreparable harm.

GEOLOGICAL AND TECHNICAL CONSULTANTS

Since our officers and directors are inexperienced with exploration, we intend
to retain qualified persons on a contract basis to perform the surveying,
exploration, and excavating of the White Bear Arm Property as needed.  We do not
presently have any verbal or written agreement regarding the retention of any
such person for the exploration program.

COMPETITIVE FACTORS

The mining industry is highly fragmented and we will be competing with many
other exploration companies looking for minerals. We are one of the smallest
exploration companies and are an infinitely small participant in the mineral
exploration business. While we will generally compete with other exploration
companies, there is no competition for the exploration of minerals from our
claims.

We are a junior mineral exploration company. We compete with other junior
mineral exploration companies for financing from a limited number of investors
that are prepared to make investments in junior mineral exploration companies.
The presence of competing junior mineral exploration companies may impact on our
ability to raise additional capital in order to fund our exploration programs if
investors are of the view that investments in competitors are more attractive
based on the merit of the mineral properties under investigation and the price
of the investment offered to investors.

We will also be competing with other junior and senior mineral companies for
available resources, including, but not limited to, professional geologists,
camp staff, mineral exploration supplies and drill rigs.

LOCATION CHALLENGES

We do not expect any major challenges in accessing the White Bear Arm Property
during the initial exploration stages.

REGULATIONS

Our mineral exploration program is subject to the regulations of the Department
of Natural Resources of Newfoundland & Labrador.

We will secure all necessary permits for exploration and, if development is
warranted on the property, we will file final plans of operation before we start
any mining operations.  We anticipate no discharge of water into active stream,
creek, river, lake or any other body of water regulated by environmental law or
regulation.  Restoration of the disturbed land will be completed according to
law.  All holes, pits and shafts will be sealed upon abandonment of the
property.  It is difficult to estimate the cost of compliance with the
environmental law since the full nature and extent of our proposed activities
cannot be determined until we start our operations and know what that will
involve from an environmental standpoint.

Exploration stage companies are not required to discuss environmental matters
except as they relate to exploration activities. The only "cost and effect" of
compliance with environmental regulations in Canada is returning the surface to
its previous condition upon abandonment of the property.

EMPLOYEES

We currently have no employees other than our sole officer and director, who has
not been paid for his services and will not receive compensation from the
proceeds of this offering.  We do not have any employment agreements with our
sole officer and director.  We do not presently have pension, health, annuity,
insurance, stock options, profit sharing or similar benefit plans; however, we
may adopt plans in the future. There are presently no personal benefits
available to our officers and directors.

We do not intend to hire additional employees at this time. All of the work on
the property will be conducted by unaffiliated independent contractors that we
will hire. The independent contractors will be responsible for surveying,
geology, engineering, exploration, and excavation. The geologists will evaluate
the information derived from the exploration and excavation and the engineers
will advise us on the economic feasibility of removing the mineralized material.

                                  RISK FACTORS

Any investment in our company involves a high degree of risk.  In addition to
the other information in this current report, the following risk factors should
be carefully considered in evaluating an investment in our common stock.  If any
of the following risks occur, our business, operating results and financial
condition could be seriously harmed and our stockholders could lose all or part
of their investment.  This discussion also identifies important cautionary
factors that could cause our actual results to differ materially from those we
currently anticipate.

(1)     IT IS IMPOSSIBLE TO EVALUATE THE INVESTMENT MERITS OF CASTMOR BECAUSE WE
HAVE  NO  OPERATING  HISTORY.

We are a development stage company with no operating history upon which an
evaluation of our future success or failure can be made.  Thus far, our
activities have been primarily limited to organizational matters, taking
delivery of product samples, sales promotion, raising capital, and the
preparation and filing of our securities filings.  As a start-up enterprise, we
are subject to all the risks inherent in the initial organization, financing,
expenditures, complications and delays inherent in a new business. Investors
should evaluate an investment in our company in light of the uncertainties
encountered by start-up companies in a competitive environment.  There can be no
assurance that our business will be successful or that we will be able to attain
profitability.  Our future viability, profitability and growth will depend upon
our ability to successfully implement our business plan and to expand our
operations. There can be no assurance that any of our efforts will prove
successful or that we will not continue to incur operating losses in the future.

(2)     SINCE  MINERAL  EXPLORATION  IS  A  HIGHLY  SPECULATIVE  VENTURE, ANYONE
PURCHASING  OUR  STOCK  WILL  LIKELY  LOSE  THEIR  ENTIRE  INVESTMENT.

Potential investors should be aware of the difficulties normally encountered by
new mineral exploration companies and the high rate of failure of such
enterprises.  Exploration for minerals is a speculative venture necessarily
involving substantial risk.  The expenditures to be made by us on our
exploration program may not result in the discovery of commercially exploitable
reserves of valuable minerals.  The likelihood of success must be considered in
light of the problems, expenses, difficulties, complications and delays
encountered in connection with the exploration of the mineral properties that we
plan to undertake. The probability of a mineral claim ever having commercially
exploitable reserves is extremely remote, and in all probability our mineral
claims do not contain any reserves.  Any funds spent on the exploration of these
claims will probably be lost.  Problems such as unusual or unexpected formations
and other conditions are involved in mineral exploration and often result in
unsuccessful exploration efforts. We may also become subject to significant
liability for pollution, cave-ins or hazards, which we cannot insure or which we
may elect not to insure.  In such a case, we would be unable to complete our
business plan and our shareholders may lose their entire investment.

(3)     IF  WE  DO  NOT  OBTAIN  ADDITIONAL  FINANCING,  OUR  BUSINESS MAY FAIL.

We do not have sufficient capital to commence exploration of our mineral claims.
As of May 31, 2010, we had cash on hand of $19.  Our business plan calls for
significant expenses in connection with the exploration of our mineral property.
We expect that Phase I of the proposed exploration program on our claims is
estimated to cost $26,680.  We will require additional financing in order to
complete Phase II, which is estimated to cost $195,500.  Furthermore, if our
exploration program is successful in discovering commercially exploitable
reserves of valuable minerals, we will require additional funds in order to
place our mineral claim into commercial production.  While we do not presently
have sufficient information about the claims to estimate the amount required to
place the mineral claims into commercial production, there is a risk that we may
not be able to obtain whatever financing is required.  Obtaining additional
financing will depend on a number of factors, including market prices for
minerals, investor acceptance of our properties, and investor sentiment.  These
factors may make the timing, amount, terms or conditions of additional financing
impracticable.  If we are unsuccessful in obtaining additional financing when we
need it, our business may fail before we ever become profitable and our
shareholders may lose their entire investment.

(4)     SINCE  MARKET  FACTORS IN THE MINING BUSINESS ARE OUT OF OUR CONTROL, WE
MAY  NOT  BE  ABLE  TO  PROFITABLY  SELL  ANY  MINERALS  THAT  WE  FIND.

If we are successful in locating commercially exploitable reserves of valuable
minerals, we can provide no assurance that we will be able to sell it.  Numerous
factors beyond our control may affect the marketability of any minerals
discovered. These factors include fluctuations in the market price of such
minerals due to changes in supply or demand, the proximity and capacity of
processing facilities for the discovered minerals, government regulations,
including regulations relating to prices, taxes, royalties, land tenure, land
use, importing and exporting of minerals and environmental protection. The
precise effect of these factors cannot be accurately predicted, but the
combination of these factors may result in us not receiving an adequate return
on invested capital so that our investors may lose their entire investment.

(5)     IF  WE CANNOT COMPETE SUCCESSFULLY WITH OTHER EXPLORATION COMPANIES, OUR
EXPLORATION  PROGRAM  MAY SUFFER AND OUR SHAREHOLDERS MAY LOSE THEIR INVESTMENT.

We are an exploration stage company engaged in the business of exploring for
commercially producible quantities of minerals.  We compete with other mineral
resource exploration stage companies for financing from a limited number of
investors that are prepared to make investments in mineral resource exploration
stage companies. The presence of competing mineral resource exploration stage
companies may impede our ability to raise additional capital in order to fund
our property acquisitions and exploration programs if investors are of the view
that investments in competitors are more attractive based on the merit of the
mineral properties under investigation and the price of the investment offered
to investors.

Many of the resource exploration stage companies with whom we compete have
greater financial and technical resources than we do. Accordingly, these
competitors may be able to spend greater amounts on acquisitions of properties
of merit and on exploration of their properties. In addition, they may be able
to afford greater geological expertise in the targeting and exploration of
resource properties.  As a result, our competitors will likely have resource
properties of greater quality and interest to prospective investors who may
finance additional exploration and to senior exploration stage companies that
may purchase resource properties or enter into joint venture agreements with
junior exploration stage companies.  This competition could adversely impact our
ability to finance the exploration of our mineral property.

(6)     COMPLIANCE  WITH  GOVERNMENT  REGULATIONS IN THE COURSE OF EXPLORING OUR
MINERAL  PROPERTY  MAY INCREASE THE ANTICIPATED TIME AND COST OF OUR EXPLORATION
PROGRAM  SO THAT WE ARE UNABLE TO COMPLETE THE PROGRAM OR ACHIEVE PROFITABILITY.

Exploration and exploitation activities are subject to federal, provincial and
local laws, regulations and policies, including laws regulating the removal of
natural resources from the ground and the discharge of materials into the
environment.  Exploration and exploitation activities are also subject to
federal, provincial, and local laws and regulations which seek to maintain
health and safety standards by regulating the design and use of drilling methods
and equipment.

We will be subject to the Mining Act of Newfoundland as we carry out our
exploration program. We may be required to obtain work permits, post bonds, and
perform remediation work for any physical disturbance to the land in order to
comply with these regulations. While our planned exploration program provides
for regulatory compliance, there is a risk that new regulations could increase
our time and costs of doing business and prevent us from carrying out our
exploration program.  If we are unable to complete our exploration program or
achieve profitability, our investors may lose their entire investment.

(7)     SINCE  OUR  SOLE  OFFICER  HAS OTHER BUSINESS INTERESTS, HE WILL ONLY BE
DEVOTING  SIX  HOURS  PER  WEEK  TO OUR OPERATIONS, WHICH MAY RESULT IN PERIODIC
INTERRUPTIONS  OR  SUSPENSIONS  OF  EXPLORATION.

Our sole officer has other outside business activities and will only be devoting
six hours per month, to our operations.  As a result, our operations may be
sporadic and occur at times that are convenient to him.  Consequently, our
business activities may be periodically interrupted or suspended.

(8)     SINCE  SUBSTANTIALLY ALL OF OUR ASSETS AND OUR SOLE DIRECTOR AND OFFICER
IS  LOCATED  OUTSIDE  THE  UNITED  STATES,  IT MAY BE DIFFICULT FOR INVESTORS TO
ENFORCE WITHIN THE UNITED STATES ANY JUDGMENTS OBTAINED AGAINST US OR ANY OF OUR
DIRECTORS  OR  OFFICERS.

Substantially all of our assets are located outside the United States and we do
not currently maintain a permanent place of business within the United States.
We were incorporated in the State of Nevada and have an agent for service in
Carson City, Nevada.  Our agent for service will accept on our behalf the
service of any legal process and any demand or notice authorized by law to be
served upon a corporation.  Our agent for service will not, however, accept
service on behalf of our sole officer and director.  Our sole officer and
director is a resident of Canada and does not have an agent for service in the
United States.  Therefore, it may be difficult for investors to enforce within
the United States any judgments obtained against us or sole officer and
director, including judgments predicated upon the civil liability provisions of
the securities laws of the United States or any state thereof.

(9)     SINCE  OUR  SOLE  EXECUTIVE  OFFICER  HAS  NO  EXPERIENCE  IN  MINERAL
EXPLORATION  AND  DOES NOT HAVE FORMAL TRAINING SPECIFIC TO MINERAL EXPLORATION,
THERE  IS  A  HIGHER  RISK  THAT  OUR  BUSINESS  WILL  FAIL.

Our sole executive officer has no experience in mineral exploration and does not
have formal training in geology or in the technical aspects of management of a
mineral exploration company.  This inexperience presents a higher risk that we
will be unable to complete our business plan for the exploration of our mineral
claims. In addition, we will have to rely on the technical services of others
with expertise in geological exploration in order for us to carry our planned
exploration program. If we are unable to contract for the services of such
individuals, it will make it difficult and may be impossible to pursue our
business plan. There is thus a higher risk that our operations, earnings and
ultimate financial success could suffer irreparable harm and that our investors
will lose all of their investment.

(10)     IF  WE  ARE UNABLE TO HIRE AND RETAIN KEY PERSONNEL, WE MAY NOT BE ABLE
TO  IMPLEMENT  OUR  BUSINESS  PLAN  AND  OUR  BUSINESS  WILL  FAIL.

We will compete with other mining companies in the recruitment and retention of
qualified managerial and technical employees.  Our success will be largely
dependent upon our ability to hire highly qualified personnel.  This is
particularly true in highly technical businesses such as mineral exploration.
These individuals may be in high demand and we may not be able to attract the
staff we need.  In addition, we may not be able to afford the high salaries and
fees demanded by qualified personnel, or may lose such employees after they are
hired.  Currently, we have not hired any key personnel and we do not intend to
do so for the next 12 months and until we have proved mineral reserves.  If we
are unable to hire key personnel when needed, our exploration program may be
slowed down or suspended.

(11)     IF  WE  ARE UNABLE TO HIRE AND RETAIN KEY PERSONNEL, WE MAY NOT BE ABLE
TO  IMPLEMENT  OUR  BUSINESS  PLAN  AND  OUR  BUSINESS  MAY  FAIL.

Our future success depends, to a significant extent, on our ability to attract,
train and retain capable technical, sales and managerial personnel.  Recruiting
and retaining capable personnel, particularly those with expertise in the solar
power industry, is vital to our success. There is substantial competition for
qualified technical and managerial personnel, and there can be no assurance that
we will be able to attract or retain the necessary persons. If we are unable to
attract and retain qualified employees, our business may fail and our investors
could lose their investment.

(12)     CERTAIN  PROVISIONS  OF  OUR CHARTER AND BY-LAWS MAY DISCOURAGE MERGERS
AND  OTHER  TRANSACTIONS.

Certain provisions of our certificate of incorporation and by-laws may make it
more difficult for someone to acquire control of us.  These provisions may make
it more difficult for stockholders to take certain corporate actions and could
delay or prevent someone from acquiring our business.  These provisions could
limit the price that certain investors might be willing to pay for shares of our
common stock.  These provisions, and others, may be beneficial to our management
and the board of directors in a hostile tender offer, and may have an adverse
impact on stockholders who may want to participate in such tender offer, or who
may want to replace some or all of the members of the board of directors.

(13)     WE  MAY,  IN  THE  FUTURE,  ISSUE ADDITIONAL COMMON SHARES, WHICH WOULD
REDUCE  THE  PERCENT  OF  OWNERSHIP OF OUR STOCKHOLDERS AND MAY DILUTE OUR SHARE
VALUE.

Our Articles of Incorporation authorize the issuance of 900,000,000 shares of
common stock, par value $0.0001.  The future issuance of common stock may result
in substantial dilution in the percentage of our common stock held by our then
existing shareholders. We may value any common stock issued in the future on an
arbitrary basis.  The issuance of common stock for future services or
acquisitions or other corporate actions may have the effect of diluting the
value of the shares held by our investors, and might have an adverse effect on
any trading market for our common stock.

(14)     WE  MAY  ISSUE  SHARES  OF PREFERRED STOCK WITH GREATER RIGHTS THAN OUR
COMMON  STOCK,  WHICH  MAY  ENTRENCH  MANAGEMENT  AND  RESULT IN DILUTION OF OUR
SHAREHOLDERS'  INVESTMENT.

Our Articles of Incorporation authorize the issuance of up to 100,000,000 shares
of preferred stock, par value $.0001 per share. The authorized but unissued
preferred stock may be issued by our board of directors from time to time on any
number of occasions, without stockholder approval, as one or more separate
series of shares comprised of any number of the authorized but unissued shares
of preferred stock, designated by resolution of our board of directors stating
the name and number of shares of each series and setting forth separately for
such series the relative rights, privileges and preferences thereof, including,
if any: (i) the rate of dividends payable thereon; (ii) the price, terms and
conditions of redemption; (iii) voluntary and involuntary liquidation
preferences; (iv) provisions of a sinking fund for redemption or repurchase; (v)
terms of conversion to common stock, including conversion price, and (vi) voting
rights. Such preferred stock may enable our board of directors to hinder or
discourage any attempt to gain control of us by a merger, tender offer at a
control premium price, proxy contest or otherwise. Consequently, the preferred
stock could entrench our management. The market price of our common stock could
be depressed to some extent by the existence of the preferred stock. As of the
date of this current report, no shares of preferred stock have been issued.

(15)     SINCE  OUR  BOARD  OF DIRECTORS DOES NOT INTEND TO PAY DIVIDENDS ON OUR
COMMON STOCK IN THE FORESEEABLE FUTURE, IT IS LIKELY THAT INVESTORS WILL ONLY BE
ABLE  TO  REALIZE  A  RETURN  ON  THEIR INVESTMENT BY RESELLING SHARES PURCHASED
THROUGH  THIS  OFFERING.

We have not paid any cash dividends on our common stock since our inception and
we do not anticipate paying cash dividends in the foreseeable future.  We intend
to retain our earnings, if any, to provide funds for reinvestment in our
acquisition and exploration activities.  Therefore, we do not anticipate
declaring or paying dividends in the foreseeable future.  Furthermore, payment
of dividends, if any, in the future is within the discretion of the board of
directors and will depend on our earnings, if any, our capital requirements and
financial condition and other relevant factors.

(16)     OUR  INVESTORS MAY NOT BE ABLE TO RESELL THEIR SHARES BECAUSE WE DO NOT
INTEND  TO REGISTER OUR SHARES FOR SALE IN ANY STATE AND THERE IS NO ESTABLISHED
PUBLIC  TRADING  MARKET  FOR  OUR  COMMON  STOCK.

It may difficult or impossible for investors to sell our common stock or for
them to sell our common stock for more than the offering price even if our
operating results are positive.  We do not intend to register our common stock
with any State.  Therefore, investors will not be able to resell their shares in
any State unless the resale is exempt under the Blue Sky laws of the State in
which the shares are to be sold.  While our common stock is presently quoted on
the Pink Sheets, there is no established trading market for it.  Most of our
common stock will be held by a small number of investors that will further
reduce the liquidity of our common stock.  Furthermore, the offering price of
our common stock was arbitrarily determined by us, without considering assets,
earnings, book value, net worth or other economic or recognized criteria or
future value of our common stock.  Market fluctuations and volatility, as well
as general economic, market and political conditions, could reduce our market
price.

(17)     THE  LEVEL  OF  TRADING ACTIVITY IN OUR STOCK MAY BE REDUCED BECAUSE WE
ARE  SUBJECT  TO  THE  "PENNY  STOCK"  RULES.

Broker-dealer practices in connection with transactions in "penny stocks" are
regulated by penny stock rules adopted by the Securities and Exchange
Commission.  Penny stocks generally are equity securities with a price of less
than $5.00 (other than securities registered on some national securities
exchanges or quoted on NASDAQ).  The penny stock rules require a broker-dealer,
prior to a transaction in a penny stock not otherwise exempt from the rules, to
deliver a standardized risk disclosure document that provides information about
penny stocks and the nature and level of risks in the penny stock market.  The
broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its
salesperson in the transaction, and, if the broker-dealer is the sole market
maker, the broker-dealer must disclose this fact and the broker-dealer's
presumed control over the market, and monthly account statements showing the
market value of each penny stock held in the customer's account.  In addition,
broker-dealers who sell these securities to persons other than established
customers and "accredited investors" must make a special written determination
that the penny stock is a suitable investment for the purchaser and receive the
purchaser's written agreement to the transaction.  Consequently, these
requirements may have the effect of reducing the level of trading activity, if
any, in the secondary market for a security subject to the penny stock rules,
and investors in our common stock may find it difficult to sell their shares.

                             FINANCIAL INFORMATION

Our business plan is to explore the White Bear Arm Property to determine whether
it contains commercially exploitable reserves of valuable minerals.  We intend
to proceed with Phase I of our proposed exploration program.  Phase I will
consist of expanded geological mapping, and geochemical sampling that will cover
previously established grid areas, as well as other prospective sites that may
be developed to delineate either base metals or industrial minerals.
Geochemical sampling will include rock, stream sediment and till sampling.
Several airborne electromagnetic anomalies will be re-verified on the ground and
mapped for size and extent.  If Phase I develops any high priority targets for
further exploration, then we will proceed with Phase II of the proposed
exploration program, consisting of  800 to 1000 meters of diamond drilling,
mobilized to the nearest road by truck, then helicopter-supported from that
point.  We anticipate that Phase I will cost approximately $26,660 while Phase
II would cost approximately $195,500.  To date, we have not commenced
exploration on the White Bear Arm Property.

We expect that Phase I of our exploration program will be concluded by July 30,
2011.  During Phase I we will retain a consulting geologist to review all past
exploration data relating to the White Bear Arm Property and plot relevant
information on a map.  This is known as geological mapping.  Based on this
mapping, the geologist will choose property areas that are most likely to host
economic mineralization.  He will then conduct a sampling program focusing on
these property areas by gathering rock and soil samples from the identified
areas that appear to contain mineralization.  The samples will be sent to a
laboratory for mineral analysis. By August 31, 2011, we should receive the
results of the sample analysis and be able to determine which property areas, if
any, contain significant mineralization.

If the results of Phase I warrant further exploration, we plan to commence Phase
II of the exploration program in September 2011.  Phase II will take
approximately three months to complete and will consist of using heavy equipment
to drill up to five holes to a depth of 200 meters.  Drilling locations will be
determined by analyzing the results of the Phase I sampling program.  Cylinders
of rock will be removed from the drill holes and sent to a laboratory for
mineral analysis.  Results will indicate the presence of any minerals below the
property surface.

We do not have any verbal or written agreement regarding the retention of any
qualified engineer or geologist for our exploration program. Jacques Whitford
has indicated that, subject to availability, they would be prepared to oversee
the exploration program, but we have not discussed any terms of such an
arrangement.  We are also uncertain as to when Jacques Whitford will have
qualified personnel available to oversee the exploration program.

We have sufficient capital to complete Phase I of our exploration program, but
we have insufficient funds to begin Phase II.  If Phase I of our exploration
program identifies high priority targets for further exploration in Phase II,
then we will be required to raise additional financing to fund Phase II.
Subject to financing, we expect to complete Phase II within 12 months of
obtaining our Phase I results.

We anticipate that any additional funding that we require will be in the form of
equity financing from the sale of our common stock.  There is no assurance,
however, that we will be able to raise sufficient funding from the sale of our
common stock.  The risky nature of this enterprise and lack of tangible assets
places debt financing beyond the credit-worthiness required by most banks or
typical investors of corporate debt until such time as an economically viable
mine can be demonstrated.  We do not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we may
cease or suspend operations.  We have no plans, arrangements or contingencies in
place in the event that we cease operations.

Our sole officer will only be devoting approximately six hours per week of their
time to our business. We do not foresee this limited involvement as negatively
impacting our company over the next 12 months because all exploratory work is
being performed by an outside consultant.  If, however, the demands of our
business require more time of our sole officer, such as raising additional
capital or addressing unforeseen issues with regard to our exploration efforts,
he is prepared to adjust his timetable to devote more time to our business. He
may, however, not be able to devote sufficient time to the management of our
business, as and when needed.

We do not have plans to purchase any significant equipment or to hire any
employees during the next 12 months, or until we have proved reserves.

We have not earned revenue since inception and we presently have no proven or
probable mineral reserves.  There is no assurance that our mineral claims
contain commercially exploitable reserves of valuable minerals.  Since
inception, we have suffered recurring losses and net cash outflows from
operations, and our activities have been financed from the proceeds of share
subscriptions and loans from management and non-affiliated third parties.  We
expect to continue to incur substantial losses to implement our business plan.
We have not established any other source of equity or debt financing and there
can be no assurance that we will be able to obtain sufficient funds to implement
our business plan.  As a result of the foregoing, our auditors have expressed
substantial doubt about our ability to continue as a going concern.  If we
cannot continue as a going concern, then investors may lose all of their
investment.

RESULTS OF OPERATIONS

Our business is in the early stage of development.  Since inception on June 27,
2005 we have not earned any revenue and we have not identified any commercially
exploitable reserves of valuable minerals on our property.  We do not anticipate
earning revenue until such time as we have entered into commercial production of
the White Bear Arm Property.  We are presently in the exploration stage of our
business and we can provide no assurance that we will discover commercially
exploitable reserves of valuable minerals on the White Bear Arm Property, or
that if such resources are discovered that we will commercially produce them.

We incurred operating expenses in the amount of $83,204 for the period from
inception on June 27, 2005 to May 31, 2008. These operating expenses included:
(a) professional fees of $46,802; (b) consulting fees of $11,643; (c) office
expenses of $7,163; (d) resource property acquisition and exploration costs of
$5,000; (d) interest expenses of $2,337; and (e) other expenses of $2,191.

LIQUIDITY AND CAPITAL RESOURCES

As of May 31, 2010 we had total assets of $2,075 comprised of $19 in cash and
$2,056 in prepaid expenses.  We have sufficient working capital to maintain our
present level of operations for the next 12 months and to complete Phase I of
our proposed exploration program, but not Phase II.  We will be required to seek
additional funding in order to complete Phase II of our exploration program.

We anticipate that any additional funding that we require will be in the form of
equity financing from the sale of our common stock.  There is no assurance,
however, that we will be able to raise sufficient funding from the sale of our
common stock.  The risky nature of this enterprise and lack of tangible assets
places debt financing beyond the credit-worthiness required by most banks or
typical investors of corporate debt until such time as an economically viable
mine can be demonstrated.  We do not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we will
cease or suspend operations.  We have no plans, arrangements or contingencies in
place in the event that we cease operations.

                                   PROPERTIES

We have a 100% interest in the White Bear Arm Property, comprising 17 mineral
claims located along southeastern coastal Labrador, approximately 13 kilometers
northeast of the community of Charlottetown in Labrador, Canada, having a total
area of 425 hectares (1,054.8 acres). This interest only relates to the right to
explore for and extract minerals from the claims.  We do not own any real
property interest in the claims.  We do not own or lease any property other than
the White Bear Arm Property.

         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth, as of September 24, 2010, information concerning
ownership of the Company's securities by (i) each Director, (ii) each executive
officer, (iii) all directors and executive officers as a group; and (iv) each
person known to the Company to be the beneficial owner of more than five percent
of each class:

The number and percentage of shares beneficially owned includes any shares as to
which the named person has sole or shared voting power or investment power and
any shares that the named person has the right to acquire within 60 days.

--------------------------------------------------------------------------------
                                                           Beneficial Ownership
                                                           Common     Percentage
Name of Beneficial Owner                                   Shares       of class
--------------------------------------------------------------------------------
Alfonso Quijada                                         1,800,000             7%
--------------------------------------------------------------------------------
All directors and executive officers, as a group        1,800,000             7%
--------------------------------------------------------------------------------
Thomas Mills                                           10,080,000            81%
--------------------------------------------------------------------------------
All beneficial owners of more than 5% of the
Company's common stock, as a group                     10,080,000            81%
================================================================================

The address for all directors, executives officers and beneficial owners of more
than 5% of our common stock is 427 Princess Street, Suite 406, Kingston, ON  K7L
5S9.

Unless otherwise noted, we believe that all persons named in the table have sole
voting and investment power with respect to all shares of common stock
beneficially owned by them. For purposes hereof, a person is considered to be
the beneficial owner of securities that can be acquired by such person within 60
days from the date hereof, upon the exercise of warrants or options or the
conversion of convertible securities. Each beneficial owner's percentage
ownership is determined by assuming that any such warrants, options or
convertible securities that are held by such person (but not those held by any
other person) and which can be exercised within 60 days from the date hereof,
have been exercised.

                        DIRECTORS AND EXECUTIVE OFFICERS

The following sets forth our directors, executive officers, promoters and
control persons, their ages, and all offices and positions held.  Directors are
elected for a period of one year and thereafter serve until their successor is
duly elected by the shareholders.  Officers and other employees serve at the
will of the Board of Directors.

------------------------------------------------------------------------
                                                        PERIOD SERVED AS
NAME             POSITION                   AGE         DIRECTOR/OFFICER
------------------------------------------------------------------------

Alfonso Quijada  Chief Executive Officer,    39          2007 to present
and a director   President,
                 Chief Financial Officer
========================================================================

Alfonso Quijada has served as our Vice-president, Secretary and a director since
2007.  In 2010, he was appointed to the additional offices of President and
Chief Executive Officer.  Mr. Quijada has raised millions of dollars for private
and public companies, including $1.8 million for Rhino Films and $2.5 million
for an oil refinery in Bulgaria.  From 1994 through to 1998 he was the founder
and president of New World Artist Productions Inc., an international production
company, focused primarily on live-productions and music development in Japan.
He was the VP of Investor Relations for Tri-Gate Entertainment Inc. from 2000 to
2003.  From 2002 to 2003, Mr. Quijada also headed up investor relations for TNR
Gold Corp.  Since 2003, he has served as an independent consultant, advising
companies on corporate development and finance.  From 2007 to 2009, he was the
President, Chief Executive Officer and a director of Pickford Minerals, Inc.
Ltd, an exploration company having mineral interests in Labrador, Canada.

The address for all our officers and directors is 427 Princess Street, Suite
406, Kingston, ON  K7L 5S9.

INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

During the past ten years none of our directors, executive officers, promoters
or control persons have:

(1)     had any bankruptcy petition filed by or against any business of which
such person was a general partner or executive officer either at the time of the
bankruptcy or within two years prior to that time;

(2)     been convicted in a criminal proceeding or subject to a pending criminal
proceeding;

(3)     been subject to any order, judgment, or decree, not subsequently
reversed, suspended or vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining, barring, suspending or otherwise limiting
his involvement in any type of business, securities or banking activities; or

(4)     been found by a court of competent jurisdiction in a civil action, the
Commission or the Commodity Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment has not been
reversed, suspended, or vacated.

COMMITTEES OF THE BOARD

All proceedings of the board of directors for the fiscal year ended December 31,
2009 were conducted by resolutions consented to in writing by our board of
directors and filed with the minutes of the proceedings of our board of
directors.  Castmor does not have nominating, compensation or audit committees
or committees performing similar functions nor does our company have a written
nominating, compensation or audit committee charter. Our board of directors does
not believe that it is necessary to have such committees because it believes
that the functions of such committees can be adequately performed by the board
of directors.

Castmor does not have any defined policy or procedure requirements for
stockholders to submit recommendations or nominations for directors. The board
of directors believes that, given the stage of our development, a specific
nominating policy would be premature and of little assistance until our business
operations develop to a more advanced level. Our company does not currently have
any specific or minimum criteria for the election of nominees to the board of
directors and we do not have any specific process or procedure for evaluating
such nominees. The board of directors will assess all candidates, whether
submitted by management or stockholders, and make recommendations for election
or appointment.

A shareholder who wishes to communicate with our board of directors may do so by
directing a written request addressed to our President, Thomas Mills, at the
address appearing on the first page of this current report.

AUDIT COMMITTEE FINANCIAL EXPERT

We do not have a standing audit committee.  Our directors perform the functions
usually designated to an audit committee.  Our board of directors has determined
that we do not have a board member that qualifies as an "audit committee
financial expert" as defined in Item 407(d)(5) of Regulation S-K, nor do we have
a board member that qualifies as "independent" as the term is used in Item
7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange Act of 1934, as
amended, and as defined by Rule 4200(a)(14) of the NASD Rules.

We believe that our board of directors is capable of analyzing and evaluating
our financial statements and understanding internal controls and procedures for
financial reporting. Our board of directors does not believe that it is
necessary to have an audit committee because management believes that the
functions of an audit committees can be adequately performed by the board of
directors. In addition, we believe that retaining an independent director who
would qualify as an "audit committee financial expert" would be overly costly
and burdensome and is not warranted in our circumstances given the stage of our
development and the fact that we have not generated any positive cash flows from
operations to date.

As we generate revenue in the future, we intend to form a standing audit
committee and identify and appoint a financial expert to serve on our audit
committee.

INDEMNIFICATION

Under our Articles of Incorporation and Bylaws of the corporation, we may
indemnify an officer or director who is made a party to any proceeding,
including a law suit, because of his position, if he acted in good faith and in
a manner he reasonably believed to be in our best interest. We may advance
expenses incurred in defending a proceeding. To the extent that the officer or
director is successful on the merits in a proceeding as to which he is to be
indemnified, we must indemnify him against all expenses incurred, including
attorney's fees. With respect to a derivative action, indemnity may be made only
for expenses actually and reasonably incurred in defending the proceeding, and
if the officer or director is judged liable, only by a court order. The
indemnification is intended to be to the fullest extent permitted by the laws of
the State of Nevada.

Regarding indemnification for liabilities arising under the Securities Act of
1933, which may be permitted to directors or officers under Nevada law, we are
informed that, in the opinion of the Securities and Exchange Commission,
indemnification is against public policy, as expressed in the Act and is,
therefore, unenforceable.

                             EXECUTIVE COMPENSATION

To date we have no employees other than our sole officer and director.  No
compensation has been awarded, earned or paid to our sole officer and director.
We have no employment agreements with our officer.  We do not contemplate
entering into any employment agreements until such time as we have positive cash
flows from operations.

There is no arrangement pursuant to which any of our directors has been or is
compensated for services provided as one of our directors.

There are no stock option plans, retirement, pension, or profit sharing plans
for the benefit of our officers or directors.  We do not have any long-term
incentive plans that provide compensation intended to serve as incentive for
performance.

                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On September 20, 2010, we acquired from Thomas Mills, our controlling
shareholder, a 100% interest in two non-contiguous mineral exploration licenses
(license numbers 017985M and 017987M) comprising 17 claims located along
south-eastern coastal Labrador, approximately 13 kilometers northeast of the
community of Charlottetown in Labrador, Canada, having a total area of 425
hectares (1,054.8 acres).  The closing of the acquisition will take place on
October 5, 2010.  We paid Mr. Mills $10,000 for the licenses.  See also Item
1.01, "Mineral Claim Purchase Agreement".

                               LEGAL PROCEEDINGS

Neither Castmor Resources, nor any of its officers or directors is a party to
any material legal proceeding or litigation and such persons know of no material
legal proceeding or contemplated or threatened litigation.  There are no
judgments against Castmor Resources or its officers or directors. None of our
officers or directors have been convicted of a felony or misdemeanor relating to
securities or performance in corporate office.

  MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON EQUITY AND RELATED
                              STOCKHOLDER MATTERS

Our common stock is quoted on the Pink Sheets under the symbol "CASL".  Trading
of our stock is sporadic and does not constitute an established public market
for our shares.

HOLDERS

On September 27, 2010, the stockholders' list of our shares of common stock
showed 41 registered holders of our shares of common stock and 12,487,000 shares
of common stock outstanding. The number of record holders was determined from
the records of our transfer agent and does not include beneficial owners of
shares of common stock whose shares are held in the names of various security
brokers, dealers, and registered clearing agencies.

DIVIDEND POLICY

We have not declared or paid any cash dividends on our common stock.  We
currently intend to retain future earnings, if any, to finance the expansion of
our business. As a result, we do not anticipate paying any cash dividends in the
foreseeable future.

CONVERTIBLE SECURITIES

We have not issued and do not have outstanding any other securities convertible
into shares of our common stock or any rights convertible or exchangeable into
shares of our common stock.

                    RECENT SALES OF UNREGISTERED SECURITIES.

On September 22, 2010, we issued 10,000,000 shares of our common stock at a
price of $0.005 per share to one purchaser for total cash proceeds of $50,000.
The shares were issued without registration in reliance on an exemption provided
by Regulation S promulgated under the Securities Act.  No general solicitation
was made in connection with the offer or sale of these securities.  See also
Item 5.01.

                          DESCRIPTION OF CAPITAL STOCK

COMMON STOCK

We are authorized to issue up to 100,000,000 shares of common stock, par value
$0.0001 per share. Each outstanding share of common stock entitles the holder
thereof to one vote per share on all matters submitted to a stockholder vote.
Holders of our common stock do not have pre-emptive rights to purchase shares in
any future issuance of our common stock.  Our common stock does not carry any
conversion rights and there are no redemption provisions.

Our common stock does not carry any cumulative voting rights.  As a result,
holders of a majority of the shares of common stock voting for the election of
directors can elect all of our directors.  At all meetings of stockholders,
except where otherwise provided by statute or by our Articles of Incorporation
or by our Bylaws, the presence in person or by proxy duly authorized by holders
of not less than twenty percent (20%) of the outstanding shares of stock
entitled to vote shall constitute a quorum for the transaction of business.  A
vote by the holders of a majority of our outstanding shares is required to
effect certain fundamental corporate changes such as liquidation, merger or an
amendment to our Articles of Incorporation.

Holders of our common stock are entitled to share in all dividends that the
board of directors, in its discretion, declares from legally available funds.
In the event of liquidation, dissolution or winding up, each outstanding share
entitles its holder to participate pro rata in all assets that remain after
payment of liabilities and after providing for each class of stock, if any,
having preference over the common stock.  There are no provisions for a sinking
fund in respect of our common stock.

PREFERRED STOCK

We are authorized to issue up to 100,000,000 shares of preferred stock, par
value $0.0001 per share, in one or more classes or series as may be determined
by our board of directors, who may establish, from time to time, the number of
shares to be included in each series, may fix the designation, powers,
preferences and rights of the shares of each such series and any qualifications,
limitations or restrictions thereof. Any preferred stock so issued by the board
of directors may rank senior to the common stock with respect to the payment of
dividends or amounts upon liquidation, dissolution or winding up of us, or both.
Moreover, under certain circumstances, the issuance of preferred stock or the
existence of the unissued preferred stock might tend to discourage or render
more difficult a merger or other change of control.

No shares of our preferred stock are currently outstanding. The issuance of
shares of preferred stock, while providing desirable flexibility in connection
with possible acquisitions and other corporate purposes, could have the effect
of making it more difficult for a third party to acquire, or of discouraging a
third party from acquiring, a majority of our outstanding voting stock.

ANTI-TAKEOVER EFFECTS OF OUR ARTICLES OF INCORPORATION AND BYLAWS

Our Articles of Incorporation and bylaws contain certain provisions that may
have anti-takeover effects, making it more difficult for or preventing a third
party from acquiring control of Castmor or changing its board of directors and
management. According to our bylaws and Articles of Incorporation, neither the
holders of our common stock nor the holders of our preferred stock have
cumulative voting rights in the election of our directors.  The combination of
the present ownership by a few stockholders of a significant portion of our
issued and outstanding common stock and lack of cumulative voting makes it more
difficult for other stockholders to replace our board of directors or for a
third party to obtain control of Castmor by replacing its board of directors.

NEVADA ANTI-TAKEOVER LAWS

BUSINESS COMBINATIONS

The "business combination" provisions of Sections 78.411 to 78.444, inclusive,
of the NRS, prohibit a Nevada corporation with at least 200 stockholders from
engaging in various "combination" transactions with any interested stockholder:
for a period of three years after the date of the transaction in which the
person became an interested stockholder, unless the transaction is approved by
the board of directors prior to the date the interested stockholder obtained
such status; or after the expiration of the three-year period, unless:

-     the transaction is approved by the board of directors or a majority of the
voting power held by disinterested stockholders, or

-     if the consideration to be paid by the interested stockholder is at least
equal to the highest of: (a) the highest price per share paid by the interested
stockholder within the three years immediately preceding the date of the
announcement of the combination or in the transaction in which it became an
interested stockholder, whichever is higher, (b) the market value per share of
common stock on the date of announcement of the combination and the date the
interested stockholder acquired the shares, whichever is higher, or (c) for
holders of preferred stock, the highest liquidation value of the preferred
stock, if it is higher.

A "combination" is defined to include mergers or consolidations or any sale,
lease exchange, mortgage, pledge, transfer or other disposition, in one
transaction or a series of transactions, with an "interested stockholder"
having: (a) an aggregate market value equal to 5% or more of the aggregate
market value of the assets of the corporation, (b) an aggregate market value
equal to 5% or more of the aggregate market value of all outstanding shares of
the corporation, or (c) 10% or more of the earning power or net income of the
corporation.

In general, an "interested stockholder" is a person who, together with
affiliates and associates, owns (or within three years, did own) 10% or more of
a corporation's voting stock. The statute could prohibit or delay mergers or
other takeover or change in control attempts and, accordingly, may discourage
attempts to acquire our company even though such a transaction may offer our
stockholders the opportunity to sell their stock at a price above the prevailing
market price.

CONTROL SHARE ACQUISITIONS.

The "control share" provisions of Sections 78.378 to 78.3793, inclusive, of the
NRS, which apply only to Nevada corporations with at least 200 stockholders,
including at least 100 stockholders of record who are Nevada residents, and
which conduct business directly or indirectly in Nevada, prohibit an acquirer,
under certain circumstances, from voting its shares of a target corporation's
stock after crossing certain ownership threshold percentages, unless the
acquirer obtains approval of the target corporation's disinterested
stockholders. The statute specifies three thresholds: one-fifth or more but less
than one-third, one-third but less than a majority, and a majority or more, of
the outstanding voting power. Once an acquirer crosses one of the above
thresholds, those shares in an offer or acquisition and acquired within 90 days
thereof become "control shares" and such control shares are deprived of the
right to vote until disinterested stockholders restore the right. These
provisions also provide that if control shares are accorded full voting rights
and the acquiring person has acquired a majority or more of all voting power,
all other stockholders who do not vote in favor of authorizing voting rights to
the control shares are entitled to demand payment for the fair value of their
shares in accordance with statutory procedures established for dissenters'
rights.

TRANSFER AGENT

Our transfer agent and registrar is Holladay Stock Transfer, Inc., located at
2939 North 67th Place, Scottsdale, Arizona  85251.

                   INDEMNIFICATION OF DIRECTORS AND OFFICERS

Nevada law provides for discretionary indemnification for each person who serves
as one of our directors or officers.  We may indemnify such individuals against
all costs, expenses and liabilities incurred in a threatened, pending or
completed action, suit or proceeding brought because such individual is one of
our officers or directors.  Such individual must have conducted himself in good
faith and reasonably believed that his conduct was in, or not opposed to, our
best interests.  In a criminal action, he must not have had a reasonable cause
to believe his conduct was unlawful.

Article Twelfth of our Articles of Incorporation states that no director or
officer of the Corporation shall be personally liable to the Corporation or any
of its stockholders for damages for breach of fiduciary duty as a director or
officer involving any act or omission of any such director or officer; provided,
however, that the foregoing provision shall not eliminate or limit the liability
of a director or officer (i) for acts or omissions which involve intentional
misconduct, fraud or a knowing violation of law, or (ii) the payment of
dividends in violation of Section 78.300 of the NRS. Any repeal or modification
of this Article by the stockholders of the Corporation shall be prospective
only, and shall not adversely affect any limitation on the personal liability of
a director or officer of the Corporation for acts or omissions prior to such
repeal or modification.

Our bylaws provide the following indemnification under Article VI:

01.     INDEMNIFICATION.  The Corporation shall indemnify any person who was or
is a party or is threatened to be made a party to any proceeding, whether civil,
criminal, administrative or investigative (other than an action by or in the
right of the Corporation) by reason of the fact that such person is or was a
director, trustee, officer, employee or agent of the Corporation, or is or was
serving at the request of the Corporation as a director, trustee, officer,
employee or agent of another corporation, partnership, joint venture, trust or
other enterprise, against expenses (including attorneys' fees), judgment, fines
and amounts paid in settlement actually and reasonably incurred by such person
in connection with such action, suit or proceeding if such person acted in good
faith and in a manner such person reasonably believed to be in or not opposed to
the best interests of the Corporation, and with respect to any criminal action
or proceeding, had no reasonable cause to believe such person's conduct was
unlawful. The termination of any action, suit or proceeding by judgment, order,
settlement, conviction, or upon a plea of nolo contendere or its equivalent,
shall not, of itself, create a presumption that the person did not act in good
faith and in a manner which such person reasonably believed to be in or not
opposed to the best interests of the Corporation, and with respect to any
criminal action proceeding, had reasonable cause to believe that such person's
conduct was unlawful.

02.     DERIVATIVE ACTION.  The Corporation shall indemnify any person who was
or is a party or is threatened to be made a party to any threatened, pending or
completed action or suit by or in the right of the Corporation to procure a
judgment in the Corporation's favor by reason of the fact that such person is or
was a director, trustee, officer, employee or agent of the Corporation, or is or
was serving at the request of the Corporation as a director, trustee, officer,
employee or agent of another corporation, partnership, joint venture, trust or
other enterprise, against expenses (including attorney's fees) and amount paid
in settlement actually and reasonably incurred by such person in connection with
the defense or settlement of such action or suit if such person acted in good
faith and in a manner such person reasonably believed to be in or not opposed to
the best interests of the Corporation, and, with respect to amounts paid in
settlement, the settlement of the suit or action was in the best interests of
the Corporation; provided, however, that no indemnification shall be made in
respect of any claim, issue or matter as to which such person shall have been
adjudged to be liable for gross negligence or willful misconduct in the
performance of such person's duty to the Corporation unless and only to the
extent that, the court in which such action or suit was brought shall determine
upon application that, despite circumstances of the case, such person is fairly
and reasonably entitled to indemnity for such expenses as such court shall deem
proper. The termination of any action or suit by judgment or settlement shall
not, of itself, create a presumption that the person did not act in good faith
and in a manner which such person reasonably believed to be in or not opposed to
the best interests of the Corporation.

03.     SUCCESSFUL DEFENSE.  To the extent that a director, trustee, officer,
employee or agent of the Corporation has been successful on the merits or
otherwise, in whole or in part in defense of any action, suit or proceeding
referred to in Sections 01 or 02 of this Article, or in defense of any claim,
issue or matter therein, such person shall be indemnified against expenses
(including attorneys' fees) actually and reasonably incurred by such person in
connection therewith.

04.     AUTHORIZATION.  Any indemnification under Sections 01 and 02 of this
Article (unless ordered by a court) shall be made by the Corporation only as
authorized in the specific case upon a determination that indemnification of the
director, trustee, officer, employee or agent is proper in the circumstances
because such person has met the applicable standard of conduct set forth in
Sections 01 and 02 of this Article. Such determination shall be made (a) by the
Board of Directors of the Corporation by a majority vote of a quorum consisting
of directors who were not parties to such action, suit or proceeding, or (b) is
such a quorum is not obtainable, by a majority vote of the directors who were
not parties to such action, suit or proceeding, or (c) by independent legal
counsel (selected by one or more of the directors, whether or not a quorum and
whether or not disinterested) in a written opinion, or (d) by the stockholders.
Anyone making such a determination under this Section 04 may determine that a
person has met the standards therein set forth as to some claims, issues or
matters but not as to others, and may reasonably prorate amounts to be paid as
indemnification.

05.     ADVANCES.  Expenses incurred in defending civil or criminal action, suit
or proceeding shall be paid by the Corporation, at any time or from time to time
in advance of the final disposition of such action, suit or proceeding as
authorized in the manner provided in Section 04 of this Article upon receipt of
an undertaking by or on behalf of the director, trustee, officer, employee or
agent to repay such amount unless it shall ultimately be by the Corporation as
authorized in this Section.

06.     NONEXCLUSIVITY.  The indemnification provided in this Article shall not
be deemed exclusive of any other rights to which those indemnified may be
entitled under any law, bylaw, agreement, vote of stockholders or disinterested
directors or otherwise, both as to action in such person's official capacity and
as to action in another capacity while holding such office, and shall continue
as to a person who has ceased to be a director, trustee, officer, employee or
agent and shall inure to the benefit of the heirs, executors, and administrators
of such a person.

07.     INSURANCE.  The Corporation shall have the power to purchase and
maintain insurance on behalf of any person who is or was a director, trustee,
officer, employee or agent of the Corporation, or is or was serving at the
request of the Corporation as a director, trustee, officer, employee or agent of
another corporation, partnership, joint venture, trust or other enterprise,
against any liability assessed against such person in any such capacity or
arising out of such person's status as such, whether or not the Corporation
would have the power to indemnify such person against such liability.

08.     FURTHER BYLAWS.  The Board of Directors may from time to time adopt
further bylaws with specific respect to indemnification and may amend these and
such bylaws to provide at all times the fullest indemnification permitted by the
Nevada Revised Statutes.

                  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

See Item 9.01 of this Current Report.

   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
                                   DISCLOSURE

In March 2008, we engaged the services of Chang Lee LLP, Chartered Accountants,
of Vancouver, British Columbia, to provide an audit of our financial statements
for the period from August 31, 2005 to August 31, 2009. This is our first
auditor. We have no disagreements with our auditor through the date of this
registration statement.


ITEM 5.03  AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
           YEAR

On and effective September 20, 2010, our board of directors adopted Amended and
Restated Bylaws that replace the former Bylaws in their entirety.  The Amended
and Restated Bylaws are attached hereto as Exhibit 3.1 and are incorporated
herein by reference.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(a)  Financial Statements

The audited Financial Statements of Castmor Resources Ltd. for the fiscal years
ended August 31, 2009 and 2008, are incorporated by reference from the Form 10-K
filed on November 30, 2009.

The unaudited Financial Statements of Castmor Resources Ltd. for the three and
nine month periods ended May 31, 2010, are incorporated by reference from the
amended Form 10-Q filed on July 13, 2010.

(b)  Exhibits

Exhibit 3.1     Amended and Restated Bylaws of Castmor Resources Ltd.

Exhibit 10.1    Mineral Claim Purchase Agreement between Castmor Resources Ltd.
                and Thomas Mills

Exhibit 10.2    Promissory note dated September 21, 2010

                                   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 hereunto duly authorized.

                                   CASTMOR RESOURCES LTD.


                                   /s/ Alfonso Quijada
                                   Alfonso Quijada,
                                   President
                                   Date: September 24, 2010
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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 24, 2010

                             CASTMOR RESOURCES LTD.
             (Exact name of registrant as specified in its charter)

                                     Nevada
                 (State or other jurisdiction of incorporation)

                          Commission file # 000-53310
                            (Commission File Number)

                                   98-0471928
                       (IRS Employer Identification No.)

                         427 Princess Street, Suite 406
                              Kingston, ONK7L 5S9
             (Address of principal executive offices and Zip Code)

                                 (613) 617-5107
              (Registrant's telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:

[  ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)

[  ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)

[  ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

[  ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))

ITEM 1.01  ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

MINERAL CLAIM PURCHASE AGREEMENT

By a Mineral Claim Purchase Agreement dated September 20, 2010 from our
controlling shareholder for $10,000 cash consideration, we have acquired a 100%
interest in the White Bear Arm Property:  two non-contiguous mineral exploration
licenses (license numbers 017985M and 017987M) comprising 17 claims located
along south-eastern coastal Labrador, approximately 13 kilometers northeast of
the community of Charlottetown in Labrador, Canada, having a total area of 425
hectares (1,054.8 acres).  The mineral licenses underlying the White Bear Arm
Property are registered with the Government of Newfoundland and Labrador and are
presently in good standing.  The closing of the acquisition will take place on
October 5, 2010.  A copy of the Mineral Claim Purchase Agreement is attached as
Exhibit 10.1.  See also Item 2.01.

PROMISSORY NOTE

On September 21, 2010, we issued a promissory note to a non-affiliated third
party for $50,000.  The note is due and payable on September 21, 2011, and
accrues interest at the rate of 20% per annum, calculated semi-annually, payable
on the due date.  A copy of the promissory note is attached as Exhibit 10.2.
See also Item 2.03.

ITEM 2.01  COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS

On September 20, 2010, we acquired a 100% interest in two non-contiguous mineral
exploration licenses (license numbers 017985M and 017987M) comprising 17 claims
located along south-eastern coastal Labrador, approximately 13 kilometers
northeast of the community of Charlottetown in Labrador, Canada, having a total
area of 425 hectares (1,054.8 acres).  The mineral licenses underlying these
claims are registered with the Government of Newfoundland and Labrador and are
presently in good standing.  The closing of the acquisition will take place on
October 5, 2010.  See also Item 1.01, "Mineral Claim Purchase Agreement".

ITEM 2.03  CREATION OF A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN
           OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT

On September 21, 2010, we borrowed $50,000 from a non-affiliated third party.
The loan is due and payable on September 11, 2011 and accrues interest at the
rate of 20% per annum, calculated semi-annually, payable on the due date.  We
may repay the loan in whole or in part at any time prior to the due date.  See
also Item 2.03, "Promissory Note".

ITEM 3.02  UNREGISTERED SALES OF EQUITY SECURITIES

On September 22, 2010, we issued 10,000,000 shares of our common stock at a
price of $0.005 per share to one purchaser for total cash proceeds of $50,000.
The shares were issued without registration in reliance on an exemption provided
by Regulation S promulgated under the Securities Act.  No general solicitation
was made in connection with the offer or sale of these securities.  See also
Item 5.01.

ITEM 5.01  CHANGES IN CONTROL OF REGISTRANT

On September 22, 2010, we issued 10,000,000 shares of our common stock at a
price of $0.005 per share to Thomas Mills for total cash proceeds of $50,000
paid from his private capital.  As a result of this transaction, Mr. Mills now
beneficially owns 81% of our issued and outstanding common stock and thereby
controls us.

                           FORWARD-LOOKING STATEMENTS

Information in this current report contains "forward looking statements" which
can be identified by the use of forward-looking words such as "believes",
"estimates", "could", "possibly", "probably", "anticipates", "estimates",
"projects", "expects", "may", or "should" or other variations or similar words.
No assurance can be given that the future results anticipated by the
forward-looking statements will be achieved.  These statements constitute
cautionary statements identifying important factors with respect to those
forward-looking statements, including certain risks and uncertainties that could
cause actual results to vary materially from the future results anticipated by
those forward-looking statements.  Such statements are only predictions and
involve known and unknown risks, uncertainties and other factors, including the
risks in the section titled "Risk Factors".  Among the key factors that have a
direct bearing on our results of operations are the effects of various
governmental regulations, the fluctuation of our direct costs and the costs and
effectiveness of our operating strategy.  Other factors could also cause actual
results to vary materially from the future results anticipated by those
forward-looking statements.

The forward-looking statements are based upon management's current views and
assumptions regarding future events and operating performance, and are
applicable only as of the dates of such statements.  We do not have any
intention or obligation to update publicly any forward-looking statements,
whether as a result of new information, future events, changes in assumptions,
or otherwise.

                                    BUSINESS

GENERAL

We were incorporated in the State of Nevada on June 27, 2005.  Our office is
located at 427 Princess Street, Suite 406, Kingston, ON  K7L 5S9.  We have no
subsidiaries.  Our telephone number is 613.617.5107.  Our facsimile number is
613.383.0247.  We have not been involved in any mergers or acquisitions since
our inception, and there are no pending or anticipated mergers, acquisitions,
spin-offs or recapitalizations.

We are an exploration stage company in that we are engaged in the search for
mineral deposits that are not in either the development or production stage,
with a view to exploiting any mineral deposits we discover that demonstrate
economic feasibility.  Since we are an exploration stage company, there is no
assurance that commercially exploitable reserves of valuable minerals exist on
our property.  We need to do further exploration before a final evaluation of
the economic and legal feasibility of our future exploration is determined.

We have not commenced business operations.  To date, our activities have been
limited to organizational matters, acquiring our mineral claims, securing
capital and preparation of our securities filings.  Our assets are limited to
our mineral claims, the acquisition of which have been recorded as an expense in
our financial statements in accordance with our accounting policy.

By a Transfer of Mineral Disposition dated November 7, 2005, from a
non-affiliated third party, we acquired a 100% interest in the White Bear Arm
Property:  two non-contiguous mineral exploration licenses (license numbers
011117M and 011300M) comprising 17 claims located along south-eastern coastal
Labrador, approximately 13 kilometers northeast of the community of
Charlottetown in Labrador, Canada, having a total area of 425 hectares (1,054.8
acres).  One of the licenses (license number 011300M), comprising eight claims,
was inadvertently allowed to expire and was cancelled on January 24, 2007.  We
reacquired a 100% interest in the same eight claims under a new mineral license
(license number 013632M) by a Transfer of Mineral Disposition dated July 16,
2007, from a non-affiliated third party.  In 2009, due to a lack of capital we
allowed our mineral claims to expire and they were subsequently cancelled.  On
September 20, 2010, we reacquired a 100% interest in the same 17 mineral claims
under new mineral licenses (license nos. 017985M and 017987M) by a Transfer of
Mineral Disposition dated September 20, 2010, from our controlling shareholder.
The mineral licenses underlying the White Bear Arm Property are registered with
the Government of Newfoundland and Labrador and are presently in good standing.

Mineral property exploration is typically conducted in phases.  Each subsequent
phase of exploration work is recommended by a geologist based on the results
from the most recent phase of exploration.  We have not yet commenced the
initial phase of exploration on the White Bear Arm Property.  Upon completion of
each phase of exploration, we will make a decision as to whether or not we will
proceed with each successive phase based upon the analysis of the results of
that program.  Our Board of Directors will make this decision based upon the
recommendations of an independent geologist who will oversee the program and
record the results.

We presently have no known reserves of any type of mineral.  We plan to conduct
appropriate exploration work on the White Bear Arm Property in order to
ascertain whether it possesses commercially exploitable reserves of valuable
minerals.  There can be no assurance that commercially exploitable reserves of
valuable minerals exist on the White Bear Arm Property or that we will discover
them, if they exist.  If we are unable to find reserves of valuable minerals or
we cannot remove the minerals because we either do not have the capital to do
so, or because it is not economically feasible to do so, then we may cease
operations and our shareholders may lose their investment.

Even if Phase I of our exploration program identifies high priority geological
targets suitable for a Phase II diamond drilling program, we will need to raise
additional funding to finance the Phase II drilling program and any additional
drilling and engineering studies that are required before we will know if we
have commercially exploitable reserves of valuable minerals.  We anticipate that
any additional funding that we require will be in the form of equity financing
from the sale of our common stock.  There is no assurance, however, that we will
be able to raise sufficient funding from the sale of our common stock.  The
risky nature of this enterprise and lack of tangible assets places debt
financing beyond the credit-worthiness required by most banks or typical
investors of corporate debt until such time as an economically viable mine can
be demonstrated.  We do not have any arrangements in place for any future equity
financing.  If we are unable to secure additional funding, we may cease or
suspend operations.  We have no plans, arrangements or contingencies in place in
the event that we cease operations.

MINERAL CLAIMS

The White Bear Arm Property consists of two non-contiguous mineral exploration
licenses comprising a total of 17 claims having a total area of 425 hectares
(mineral rights licence numbers 017985M and 017987M), wholly owned by us.  We
hold all of our mineral titles free and clear of any encumbrances or liens.

The following table sets out all the mineral exploration licenses that currently
compose the White Bear Arm Property.
-----------------------------------------------------------------------------------------------
MINERAL                                                         NATIONAL
EXPLORATION                                 NUMBER              TOPOGRAPHIC
LICENSE                                     OF            AREA  SERIES MAP
NUMBER       LICENSEE HOLDER                CLAIMS  (HECTARES)  SHEET         STAKING DATE
-----------------------------------------------------------------------------------------------
017985M      Castmor Resources Ltd. (100%)       9         225  13A/16        September 3, 2010
017987M      Castmor Resources Ltd. (100%)       8         200  13A/16, 3D13  September 3, 2010
-----------------------------------------------------------------------------------------------
             TOTALS                             17         425
                                                          (1,054.8 acres)
===============================================================================================
Our mineral exploration licenses entitle us to explore the claims composing the
White Bear Arm Property subject to the laws and regulations of the Province of
Newfoundland and Labrador.  Title to mineral claims are issued and administered
by the Mineral Lands Division of the Ministry of Natural Resources, and title
must comply with all provisions under the Mineral Act of Newfoundland and
Labrador.

Under Newfoundland law, our mineral licenses may be held for one year after the
date of Issuance Date, and thereafter from year to year if, on or before the
anniversary date, we perform assessment work on the underlying claims having a
minimum value of not less than C$200 per claim in the first year, C$250 per
claim in the second year, and C$300 per claim in the third year.  If we are
unable to complete the assessment work required to be done in any twelve month
period, we can maintain our claims in good standing by posting a cash security
deposit for the amount of the deficiency.  When the deficient work is completed
and accepted the security deposit will be refunded.  Otherwise, the security
deposit will be forfeited.  If we do not comply with these maintenance
requirements, then we will forfeit our claims at the end of the anniversary date
for each respective claim.  All of our claims are presently in good standing.

GLOSSARY OF TECHNICAL TERMS

The following are the definitions of certain technical and geological terms used
in this current report:

AMPHIBOLE:  Family of silicate minerals forming prism or needle-like crystals.
Amphibole minerals generally contain iron, magnesium, calcium and aluminum in
varying amounts, along with water.

AMPHIBOLITE:  A dark-colored metamorphic rock of mafic composition consisting
mainly of the minerals hornblende and plagioclase.

ANATECTIC:  Having melted from pre-existent rock.

ASSAY:  A chemical analysis that determines the amount of easily extractable
elements in a sample (of rock, soil, till, silt, etc.). The concentrations of
precious metals such as gold and silver are typically reported as grams of metal
per tonne of rocks; base metal assays (copper, lead, zinc, etc.) are given in
weight percent. Assay sheets from laboratories typically give gold
concentrations in parts per billion (ppb). 1000 ppb equals 1 part per million
(ppm), equals 1 gram/tonne (there are about 34 grams in an ounce). Base metal
assays are typically measured in ppm (10,000 ppm equals one percent).

BIOTITE:  common rock-forming mineral of the mica family. Biotite is a black or
dark brown silicate rich in iron, magnesium, potassium, aluminum, and, of
course, silica. Like other micas, it forms flat book-like crystals that peel
apart into individual sheets on cleavage planes.

BOREAL:  Referring to the northern forests.

CO:  The chemical symbol for Cobalt.

CONTACT:  The surface of delimitation between a vein and its wall, or country
rock.

CU:  The chemical symbol for Copper.

DERIVATIVE:  A rock composed of materials derived from the weathering of older
rocks, a sedimentary rock, or a rock formed of material that has not been in a
state of fusion immediately before its accumulation.

DYKES:  Tabular igneous intrusions that cut across the bedding or foliation of
the country rock.

ECOCLIMATE:  Climate operating as an ecological factor.  The sum of the
meteorological factors within a habitat.

ESKERS:  A long, narrow ridge of coarse gravel deposited by a stream flowing in
or under a decaying glacial ice sheet.

FACIES:  The overall characteristics of a rock unit that reflect its origin and
differentiate the unit from others around it. Mineralogy and sedimentary source,
fossil content, sedimentary structures and texture distinguish one facies from
another.

FELSIC:  Igneous rock composed principally of feldspars and quartz.

FERROMAGNESION:  Containing iron and magnesium.

FLUVIOGLACIAL:  Pertaining to the meltwater streams flowing from wasting glacier
ice and esp. To the deposits and landforms produced by such streams, as kame
terraces and outwash plains; relating to the combined action of glaciers and
streams.

FOLIATED:  Of a planar structure or any planar set of minerals in metamorphic
rocks that formed from direct pressure during deformation.

GABBRO:  Coarse grained mafic intrusive rock composed mainly of plagioclase and
pyroxene.

GABBROIC:  Having the quality of gabbro

GABBRONORITE:  Gabbro containing orthopyroxene and labradorite, a plagioclasic
feldspar.

GARNET:  Any of a group of hard silicate minerals having the general formula
asb2(sio4)3, occurring chiefly as well-formed crystals in metamorphic rocks.

GARNETIFEROUS:  Containing garnets.

GEOPHYSICS:  The study of the physical properties of the earth and the
composition and movement of its component rock. Geophysics is used extensively
in mineral exploration to detect mineralized rocks characterized by any one or
more of their physical properties.

GNEISS:  A layered or banded crystalline metamorphic rock, the grains of which
are aligned or elongated into a roughly parallel arrangement.

GOSSAN:  A rusty rock in which iron-bearing sulphide minerals have been oxidized
by air and water. Gossans may overlie a significant sulphide body.

GRANITE:  Medium to coarse-grained felsic intrusive rock.

GRANITE: An igneous (formed from molten material) rock that solidified within
the Earth's crust and is principally composed of quartz, feldspar, and biotite.

GRANITIC:  See Granitoid.

GRANITOID:  Pertaining to or composed of granite.

GRANULITE:  A relatively coarse, granular rock formed at high pressures and
temperatures, which may exhibit a crude gneissic structure due to the
parallelism of flat lenses of quartz or feldspar.

GRAPHITE:  Native carbon mineral often with high conductance properties.

IGNEOUS:  Rock or material, which solidified from molten material.

INTRUSION:  A mass of rock that has been forced into or between other rocks.

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

LITHOLOGY:  The character of a rock described in terms of its structure, color,
mineral composition, grain size, and arrangement of its component parts; all
those visible features that in the aggregate impart individuality to the rock.

MAFIC:  Pertaining to or composed of the ferromagnesian rock-forming silicates,
said of some igneous rocks and their constituent minerals.

MAGMA:  Molten rock, formed within the inner parts of the Earth, which
crystallizes to form an igneous rock.

MAGMATIC SULPHIDE DEPOSIT:  A deposit - usually of nickel, copper, cobalt or
platinum group elements - that is found in mafic or ultramafic igneous rocks.

MAGNETITE:  Magnetic iron ore, being a black iron oxide containing 72.4% iron
when pure.

MASL:  Metres above sea level.

MASS:  A large irregular deposit of ore, which cannot be recognized as a vein or
bed.

METAMORPHIC:  A rock that has been altered by physical and chemical processes
including heat, pressure, and fluids.

METASEDIMENTARY:  Having the quality of a sediment or sedimentary rock that
shows evidence of having been subjected to metamorphism.

MIGMATITIC:  Having the quality of a composite rock composed of igneous or
igneous-appearing and metamorphic materials that are generally distinguishable
megascopically.

MONZONITE:  A granular plutonic rock containing approximately equal amounts of
orthoclase and plagioclase, and thus intermediate between syenite and diorite.

MORAINAL:  Have the quality of a mass of rocks, gravel, sand, clay, etc.,
carried and deposited directly by a glacier.

NI:  The chemical symbol for Nickel.

OLIVINE:  A naturally occurring mineral (magnesium-iron silicate) that is
usually olive green.

PARAGNEISS:  A gneiss formed by the metamorphism of a sedimentary rock.

PELITIC:  A fine-grained sedimentary rock composed of more or less hydrated
aluminum silicates with which are mingled small particles of various other
minerals.

PLAGIOCLASE:  Any of a series of triclinic minerals of the feldspar family,
ranging in composition from albite to anorthite and found in many rocks.

PSAMMITIC:  Of or having the quality of fine-grained, clayey sandstone.

PYRITE:  Iron sulphide.

QUARTZOFELDSPATHIC:  Composition of a rock particularly rich in silica and
feldspar.

SULPHIDE:  Minerals in which the metallic elements are chemically bound to
sulphur.

TERRACE:  A raised portion of an ancient riverbed or a bank on which alluvial
deposits may be found.

TROCTOLITE:  Igneous rock, found in the lunar highlands, composed of plagioclase
and olivine.

ULTRAMAFIC:  An igneous rock composed chiefly of mafic minerals.

HISTORY OF THE CLAIMS

Previous exploration work in the area of the White Bear Arm Property extends
back to the 1950s, when various reconnaissance missions were performed
throughout the Province of Newfoundland and Labrador.  Documented field work is
found back to the mid 1990s, when the massive Voisey's Bay nickel-copper
deposits were discovered, spurring an exploration rush throughout much of
Labrador.

In the immediate area of the White Bear Arm Property, detailed mineral
exploration work was completed by Noranda Mining and Exploration Inc. in 1995
and 1996.  Geological mapping, prospecting, geochemical sampling, airborne
electromagnetics, and ground geophysics are some of the many surveys completed
over the property.  Noranda explored the area for its magmatic Ni-Cu sulphide
potential.

Geological mapping and compilation has been completed by the Newfoundland and
Labrador Department of Mines and Energy.  In the most recent mapping, the White
Bear Arm Complex ("WBAC") is described as being composed of gabbronorite,
olivine gabbronorite and troctolite, together with lesser monzonite and
metamorphic derivatives that in the south are strongly deformed and
metamorphosed to amphibolite intercalated with metasedimentary gneiss of the
Paradise River Metasedimentary Gneiss Belt (PRMBGB).  Pronounced Ni, Co and Cu
lake bottom anomalies were also noted in the eastern end of the WBAC  An assay
of 0.15% Cu and 0.13% Ni was historically returned from a gossan at Mountain
Brook in the WBAC.

LOCATION AND ACCESS

The White Bear Arm Property is located approximately 13 kilometers northeast of
the community of Charlottetown, Labrador, Canada.  The mineral licenses
composing the White Bear Arm Property straddle the boundary between National
Topographic Series map sheets 13A/16 and 3D/13.  The following map shows the
distribution of the claims underlying the White Bear Arm Property, in the
vicinity of Charlottetown, southeastern Labrador.  The property is approximately
five kilometers from tidewater.

Charlottetown, located 290 kilometers east-southeast of the town of Goose Bay,
has a gravel air strip for scheduled air traffic, and is serviced by chartered
float plane and scheduled coastal boat traffic during ice free months (June to
October).  The town has a motel, and some supplies and services can be procured
there.

The White Bear Arm Property is accessible by helicopter for the purpose of an
initial assessment.

TOPOGRAPHIC AND PHYSICAL ENVIRONMENT

The area is moderately to heavily wooded, with some open barren areas on ridges
and hilltops, and underlain by a thick layer of muskeg and caribou moss.  The
topography of the area is locally rugged, with elevations ranging from up to 230
masl, locally.  The area is heavily wooded.

The White Bear Arm Property is located within the Paradise River Ecoregion,
classified as having a maritime mid-boreal ecoclimate, with its forests
dominated by closed stands of balsam fir and black spruce.  The region is
dominated by northwest trending lakes and bays that mimic the structural grain
of the bedrock.  Relief is locally rugged, with elevations reaching 300 meters
above sea level.  The area is heavily wooded, with some open barren areas on
ridges and hilltops.

Composed of granites, gneisses, and gabbroic intrusive rocks, the area is
generally rough and undulating with deeply dissected coastal margins.  Its
surface rises rapidly from the sea coast to elevations of about 300 masl, and is
covered with sandy morainal deposits of variable thickness.  Fluvioglacial
deposits are sporadically distributed in the form of eskers and river terraces.

The general area is marked by cool, rainy summers and cold winters.  The mean
annual temperature is approximately 1 Celsius.  The mean summer temperature is
11.5 Celsius and the mean winter temperature is -9 Celsius.  The mean annual
precipitation ranges 800-1100 millimeters.

REGIONAL GEOLOGY

The White Bear Arm Property lies within the eastern portion of the Grenville
lithotectonic province of Labrador, within rocks of the PRMGB.  The belt
consists of sulphide-bearing pelitic, migmatitic metasedeimentary gneiss and
minor psammitic gneiss at amphibolite to granulite facies, which are
intercalated with granitoid and mafic-ultramafic intrusives.  The latter are
generally interpreted by field regional geophysics to be part of the WBAC, which
has locally intruded and assimilated the PRMGB, and is interpreted to underlie
it.  The juxtaposition of a possible nickel source (WRAC) with sulphidic host
material (PRMGB), and the presence of significant Ni-Cu-Co lake bottom anomalies
provide an ideal exploration environment for Ni-Cu magmatic sulphide deposits.

LOCAL GEOLOGY

Detailed geology in the vicinity of the White Bear Arm Property was extrapolated
from work completed by Noranda Mining and Exploration Inc.  Underlying the area,
the principal lithology is a quartzofeldspathic, frequently garnetiferous (some
samples contain up to 50% garnet), meta-sedimentary gneiss.  The gneiss is
foliated uniformly, trends towards the northwest, and is steeply dipping.  The
outcrop consists of banded pink and black, fine-grained garnet-biotite gneiss.

Locally, the spectacular flake graphite is developed, and can attain 5% of the
rock over narrow widths.  Additionally, disseminated pyrite, commonly 2-3%
(occasionally up to 20%) as patches, occurs as rusty staining within the gneiss.
Traces of chalcopynte was locally noted to occur in the area.

Where exposure is adequate, amphibolite is seen to occur parallel to the
foliation, as narrow (amphibole and garnet mineralogy) dykes, comprising
dominantly amphibole, garnet and magnetite.

Granite in the area occurs both as granitic gneiss with banding and anatectic
(diffuse veining) textures, as well as totally undeformed dykes and masses with
sharp contacts.  These late granites are found to cross-cut both the
paragneisses and amphibolites.

PROPOSED EXPLORATION PROGRAM

Our management believes that the White Bear Arm Property warrants further
exploration because the regional and local geology indicate a prospective
environment for hosting Ni-Cu sulphide deposits or industrial minerals such as
garnet.  In particular, the area contains sulphide-bearing rock, through which
mafic, Ni-bearing magma intrudes.  Garnetiferous gneiss has also been mapped on
the property.  We intend to implement a two-phase exploration program to further
evaluate the property.

An estimated budget for our exploration program is set out in the following
table:

--------------------------------------------------------------------------
PHASE I
--------------------------------------------------------------------------

Geologist, sampling and mapping supervision                         $2,700
Geological assistant                                                $1,500
Rock, stream sediment and till sampling                             $2,500
Room and board lodging in Charlottetown                             $1,000
Transportation from Goose Bay to project area                      $13,500
Permits, fees, filings, insurance and other administrative items    $1,000
Reports and maps                                                    $1,000
Overhead                                                            $3,480
--------------------------------------------------------------------------

TOTAL PHASE I COSTS:                                               $26,680
--------------------------------------------------------------------------

PHASE II
--------------------------------------------------------------------------

Diamond Drilling and Core Sampling                                $170,000
Overhead                                                           $25,500
--------------------------------------------------------------------------

TOTAL PHASE II COSTS:                                             $195,500
--------------------------------------------------------------------------

TOTAL PROGRAM COSTS:                                              $222,180
==========================================================================

Actual project costs may exceed our estimates.

We have sufficient capital to complete Phase I of our exploration program, but
we have insufficient funds to begin Phase II.  If Phase I of our exploration
program identifies high priority targets for further exploration in Phase II,
then we will be required to raise additional financing to fund Phase II.
Subject to financing, we expect to complete Phase II within 12 months of
obtaining our Phase I results.

We anticipate that any additional funding that we require will be in the form of
equity financing from the sale of our common stock.  There is no assurance,
however, that we will be able to raise sufficient funding from the sale of our
common stock.  The risky nature of this enterprise and lack of tangible assets
places debt financing beyond the credit-worthiness required by most banks or
typical investors of corporate debt until such time as an economically viable
mine can be demonstrated.  We do not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we will
cease or suspend operations.  We have no plans, arrangements or contingencies in
place in the event that we cease operations.

MANAGEMENT EXPERIENCE

Our management has no professional training or technical credentials in the
exploration, development, and operation of mines.  Consequently, we may not be
able to recognize or take advantage of potential acquisition and exploration
opportunities in the sector without the aid of qualified geological consultants.
Moreover, with no direct training or experience, our management may not be fully
aware of the specific requirements related to working in this industry.  They
may make mistakes in their decisions and choices that could cause our operations
and ultimate financial success to suffer irreparable harm.

GEOLOGICAL AND TECHNICAL CONSULTANTS

Since our officers and directors are inexperienced with exploration, we intend
to retain qualified persons on a contract basis to perform the surveying,
exploration, and excavating of the White Bear Arm Property as needed.  We do not
presently have any verbal or written agreement regarding the retention of any
such person for the exploration program.

COMPETITIVE FACTORS

The mining industry is highly fragmented and we will be competing with many
other exploration companies looking for minerals. We are one of the smallest
exploration companies and are an infinitely small participant in the mineral
exploration business. While we will generally compete with other exploration
companies, there is no competition for the exploration of minerals from our
claims.

We are a junior mineral exploration company. We compete with other junior
mineral exploration companies for financing from a limited number of investors
that are prepared to make investments in junior mineral exploration companies.
The presence of competing junior mineral exploration companies may impact on our
ability to raise additional capital in order to fund our exploration programs if
investors are of the view that investments in competitors are more attractive
based on the merit of the mineral properties under investigation and the price
of the investment offered to investors.

We will also be competing with other junior and senior mineral companies for
available resources, including, but not limited to, professional geologists,
camp staff, mineral exploration supplies and drill rigs.

LOCATION CHALLENGES

We do not expect any major challenges in accessing the White Bear Arm Property
during the initial exploration stages.

REGULATIONS

Our mineral exploration program is subject to the regulations of the Department
of Natural Resources of Newfoundland & Labrador.

We will secure all necessary permits for exploration and, if development is
warranted on the property, we will file final plans of operation before we start
any mining operations.  We anticipate no discharge of water into active stream,
creek, river, lake or any other body of water regulated by environmental law or
regulation.  Restoration of the disturbed land will be completed according to
law.  All holes, pits and shafts will be sealed upon abandonment of the
property.  It is difficult to estimate the cost of compliance with the
environmental law since the full nature and extent of our proposed activities
cannot be determined until we start our operations and know what that will
involve from an environmental standpoint.

Exploration stage companies are not required to discuss environmental matters
except as they relate to exploration activities. The only "cost and effect" of
compliance with environmental regulations in Canada is returning the surface to
its previous condition upon abandonment of the property.

EMPLOYEES

We currently have no employees other than our sole officer and director, who has
not been paid for his services and will not receive compensation from the
proceeds of this offering.  We do not have any employment agreements with our
sole officer and director.  We do not presently have pension, health, annuity,
insurance, stock options, profit sharing or similar benefit plans; however, we
may adopt plans in the future. There are presently no personal benefits
available to our officers and directors.

We do not intend to hire additional employees at this time. All of the work on
the property will be conducted by unaffiliated independent contractors that we
will hire. The independent contractors will be responsible for surveying,
geology, engineering, exploration, and excavation. The geologists will evaluate
the information derived from the exploration and excavation and the engineers
will advise us on the economic feasibility of removing the mineralized material.

                                  RISK FACTORS

Any investment in our company involves a high degree of risk.  In addition to
the other information in this current report, the following risk factors should
be carefully considered in evaluating an investment in our common stock.  If any
of the following risks occur, our business, operating results and financial
condition could be seriously harmed and our stockholders could lose all or part
of their investment.  This discussion also identifies important cautionary
factors that could cause our actual results to differ materially from those we
currently anticipate.

(1)     IT IS IMPOSSIBLE TO EVALUATE THE INVESTMENT MERITS OF CASTMOR BECAUSE WE
HAVE  NO  OPERATING  HISTORY.

We are a development stage company with no operating history upon which an
evaluation of our future success or failure can be made.  Thus far, our
activities have been primarily limited to organizational matters, taking
delivery of product samples, sales promotion, raising capital, and the
preparation and filing of our securities filings.  As a start-up enterprise, we
are subject to all the risks inherent in the initial organization, financing,
expenditures, complications and delays inherent in a new business. Investors
should evaluate an investment in our company in light of the uncertainties
encountered by start-up companies in a competitive environment.  There can be no
assurance that our business will be successful or that we will be able to attain
profitability.  Our future viability, profitability and growth will depend upon
our ability to successfully implement our business plan and to expand our
operations. There can be no assurance that any of our efforts will prove
successful or that we will not continue to incur operating losses in the future.

(2)     SINCE  MINERAL  EXPLORATION  IS  A  HIGHLY  SPECULATIVE  VENTURE, ANYONE
PURCHASING  OUR  STOCK  WILL  LIKELY  LOSE  THEIR  ENTIRE  INVESTMENT.

Potential investors should be aware of the difficulties normally encountered by
new mineral exploration companies and the high rate of failure of such
enterprises.  Exploration for minerals is a speculative venture necessarily
involving substantial risk.  The expenditures to be made by us on our
exploration program may not result in the discovery of commercially exploitable
reserves of valuable minerals.  The likelihood of success must be considered in
light of the problems, expenses, difficulties, complications and delays
encountered in connection with the exploration of the mineral properties that we
plan to undertake. The probability of a mineral claim ever having commercially
exploitable reserves is extremely remote, and in all probability our mineral
claims do not contain any reserves.  Any funds spent on the exploration of these
claims will probably be lost.  Problems such as unusual or unexpected formations
and other conditions are involved in mineral exploration and often result in
unsuccessful exploration efforts. We may also become subject to significant
liability for pollution, cave-ins or hazards, which we cannot insure or which we
may elect not to insure.  In such a case, we would be unable to complete our
business plan and our shareholders may lose their entire investment.

(3)     IF  WE  DO  NOT  OBTAIN  ADDITIONAL  FINANCING,  OUR  BUSINESS MAY FAIL.

We do not have sufficient capital to commence exploration of our mineral claims.
As of May 31, 2010, we had cash on hand of $19.  Our business plan calls for
significant expenses in connection with the exploration of our mineral property.
We expect that Phase I of the proposed exploration program on our claims is
estimated to cost $26,680.  We will require additional financing in order to
complete Phase II, which is estimated to cost $195,500.  Furthermore, if our
exploration program is successful in discovering commercially exploitable
reserves of valuable minerals, we will require additional funds in order to
place our mineral claim into commercial production.  While we do not presently
have sufficient information about the claims to estimate the amount required to
place the mineral claims into commercial production, there is a risk that we may
not be able to obtain whatever financing is required.  Obtaining additional
financing will depend on a number of factors, including market prices for
minerals, investor acceptance of our properties, and investor sentiment.  These
factors may make the timing, amount, terms or conditions of additional financing
impracticable.  If we are unsuccessful in obtaining additional financing when we
need it, our business may fail before we ever become profitable and our
shareholders may lose their entire investment.

(4)     SINCE  MARKET  FACTORS IN THE MINING BUSINESS ARE OUT OF OUR CONTROL, WE
MAY  NOT  BE  ABLE  TO  PROFITABLY  SELL  ANY  MINERALS  THAT  WE  FIND.

If we are successful in locating commercially exploitable reserves of valuable
minerals, we can provide no assurance that we will be able to sell it.  Numerous
factors beyond our control may affect the marketability of any minerals
discovered. These factors include fluctuations in the market price of such
minerals due to changes in supply or demand, the proximity and capacity of
processing facilities for the discovered minerals, government regulations,
including regulations relating to prices, taxes, royalties, land tenure, land
use, importing and exporting of minerals and environmental protection. The
precise effect of these factors cannot be accurately predicted, but the
combination of these factors may result in us not receiving an adequate return
on invested capital so that our investors may lose their entire investment.

(5)     IF  WE CANNOT COMPETE SUCCESSFULLY WITH OTHER EXPLORATION COMPANIES, OUR
EXPLORATION  PROGRAM  MAY SUFFER AND OUR SHAREHOLDERS MAY LOSE THEIR INVESTMENT.

We are an exploration stage company engaged in the business of exploring for
commercially producible quantities of minerals.  We compete with other mineral
resource exploration stage companies for financing from a limited number of
investors that are prepared to make investments in mineral resource exploration
stage companies. The presence of competing mineral resource exploration stage
companies may impede our ability to raise additional capital in order to fund
our property acquisitions and exploration programs if investors are of the view
that investments in competitors are more attractive based on the merit of the
mineral properties under investigation and the price of the investment offered
to investors.

Many of the resource exploration stage companies with whom we compete have
greater financial and technical resources than we do. Accordingly, these
competitors may be able to spend greater amounts on acquisitions of properties
of merit and on exploration of their properties. In addition, they may be able
to afford greater geological expertise in the targeting and exploration of
resource properties.  As a result, our competitors will likely have resource
properties of greater quality and interest to prospective investors who may
finance additional exploration and to senior exploration stage companies that
may purchase resource properties or enter into joint venture agreements with
junior exploration stage companies.  This competition could adversely impact our
ability to finance the exploration of our mineral property.

(6)     COMPLIANCE  WITH  GOVERNMENT  REGULATIONS IN THE COURSE OF EXPLORING OUR
MINERAL  PROPERTY  MAY INCREASE THE ANTICIPATED TIME AND COST OF OUR EXPLORATION
PROGRAM  SO THAT WE ARE UNABLE TO COMPLETE THE PROGRAM OR ACHIEVE PROFITABILITY.

Exploration and exploitation activities are subject to federal, provincial and
local laws, regulations and policies, including laws regulating the removal of
natural resources from the ground and the discharge of materials into the
environment.  Exploration and exploitation activities are also subject to
federal, provincial, and local laws and regulations which seek to maintain
health and safety standards by regulating the design and use of drilling methods
and equipment.

We will be subject to the Mining Act of Newfoundland as we carry out our
exploration program. We may be required to obtain work permits, post bonds, and
perform remediation work for any physical disturbance to the land in order to
comply with these regulations. While our planned exploration program provides
for regulatory compliance, there is a risk that new regulations could increase
our time and costs of doing business and prevent us from carrying out our
exploration program.  If we are unable to complete our exploration program or
achieve profitability, our investors may lose their entire investment.

(7)     SINCE  OUR  SOLE  OFFICER  HAS OTHER BUSINESS INTERESTS, HE WILL ONLY BE
DEVOTING  SIX  HOURS  PER  WEEK  TO OUR OPERATIONS, WHICH MAY RESULT IN PERIODIC
INTERRUPTIONS  OR  SUSPENSIONS  OF  EXPLORATION.

Our sole officer has other outside business activities and will only be devoting
six hours per month, to our operations.  As a result, our operations may be
sporadic and occur at times that are convenient to him.  Consequently, our
business activities may be periodically interrupted or suspended.

(8)     SINCE  SUBSTANTIALLY ALL OF OUR ASSETS AND OUR SOLE DIRECTOR AND OFFICER
IS  LOCATED  OUTSIDE  THE  UNITED  STATES,  IT MAY BE DIFFICULT FOR INVESTORS TO
ENFORCE WITHIN THE UNITED STATES ANY JUDGMENTS OBTAINED AGAINST US OR ANY OF OUR
DIRECTORS  OR  OFFICERS.

Substantially all of our assets are located outside the United States and we do
not currently maintain a permanent place of business within the United States.
We were incorporated in the State of Nevada and have an agent for service in
Carson City, Nevada.  Our agent for service will accept on our behalf the
service of any legal process and any demand or notice authorized by law to be
served upon a corporation.  Our agent for service will not, however, accept
service on behalf of our sole officer and director.  Our sole officer and
director is a resident of Canada and does not have an agent for service in the
United States.  Therefore, it may be difficult for investors to enforce within
the United States any judgments obtained against us or sole officer and
director, including judgments predicated upon the civil liability provisions of
the securities laws of the United States or any state thereof.

(9)     SINCE  OUR  SOLE  EXECUTIVE  OFFICER  HAS  NO  EXPERIENCE  IN  MINERAL
EXPLORATION  AND  DOES NOT HAVE FORMAL TRAINING SPECIFIC TO MINERAL EXPLORATION,
THERE  IS  A  HIGHER  RISK  THAT  OUR  BUSINESS  WILL  FAIL.

Our sole executive officer has no experience in mineral exploration and does not
have formal training in geology or in the technical aspects of management of a
mineral exploration company.  This inexperience presents a higher risk that we
will be unable to complete our business plan for the exploration of our mineral
claims. In addition, we will have to rely on the technical services of others
with expertise in geological exploration in order for us to carry our planned
exploration program. If we are unable to contract for the services of such
individuals, it will make it difficult and may be impossible to pursue our
business plan. There is thus a higher risk that our operations, earnings and
ultimate financial success could suffer irreparable harm and that our investors
will lose all of their investment.

(10)     IF  WE  ARE UNABLE TO HIRE AND RETAIN KEY PERSONNEL, WE MAY NOT BE ABLE
TO  IMPLEMENT  OUR  BUSINESS  PLAN  AND  OUR  BUSINESS  WILL  FAIL.

We will compete with other mining companies in the recruitment and retention of
qualified managerial and technical employees.  Our success will be largely
dependent upon our ability to hire highly qualified personnel.  This is
particularly true in highly technical businesses such as mineral exploration.
These individuals may be in high demand and we may not be able to attract the
staff we need.  In addition, we may not be able to afford the high salaries and
fees demanded by qualified personnel, or may lose such employees after they are
hired.  Currently, we have not hired any key personnel and we do not intend to
do so for the next 12 months and until we have proved mineral reserves.  If we
are unable to hire key personnel when needed, our exploration program may be
slowed down or suspended.

(11)     IF  WE  ARE UNABLE TO HIRE AND RETAIN KEY PERSONNEL, WE MAY NOT BE ABLE
TO  IMPLEMENT  OUR  BUSINESS  PLAN  AND  OUR  BUSINESS  MAY  FAIL.

Our future success depends, to a significant extent, on our ability to attract,
train and retain capable technical, sales and managerial personnel.  Recruiting
and retaining capable personnel, particularly those with expertise in the solar
power industry, is vital to our success. There is substantial competition for
qualified technical and managerial personnel, and there can be no assurance that
we will be able to attract or retain the necessary persons. If we are unable to
attract and retain qualified employees, our business may fail and our investors
could lose their investment.

(12)     CERTAIN  PROVISIONS  OF  OUR CHARTER AND BY-LAWS MAY DISCOURAGE MERGERS
AND  OTHER  TRANSACTIONS.

Certain provisions of our certificate of incorporation and by-laws may make it
more difficult for someone to acquire control of us.  These provisions may make
it more difficult for stockholders to take certain corporate actions and could
delay or prevent someone from acquiring our business.  These provisions could
limit the price that certain investors might be willing to pay for shares of our
common stock.  These provisions, and others, may be beneficial to our management
and the board of directors in a hostile tender offer, and may have an adverse
impact on stockholders who may want to participate in such tender offer, or who
may want to replace some or all of the members of the board of directors.

(13)     WE  MAY,  IN  THE  FUTURE,  ISSUE ADDITIONAL COMMON SHARES, WHICH WOULD
REDUCE  THE  PERCENT  OF  OWNERSHIP OF OUR STOCKHOLDERS AND MAY DILUTE OUR SHARE
VALUE.

Our Articles of Incorporation authorize the issuance of 900,000,000 shares of
common stock, par value $0.0001.  The future issuance of common stock may result
in substantial dilution in the percentage of our common stock held by our then
existing shareholders. We may value any common stock issued in the future on an
arbitrary basis.  The issuance of common stock for future services or
acquisitions or other corporate actions may have the effect of diluting the
value of the shares held by our investors, and might have an adverse effect on
any trading market for our common stock.

(14)     WE  MAY  ISSUE  SHARES  OF PREFERRED STOCK WITH GREATER RIGHTS THAN OUR
COMMON  STOCK,  WHICH  MAY  ENTRENCH  MANAGEMENT  AND  RESULT IN DILUTION OF OUR
SHAREHOLDERS'  INVESTMENT.

Our Articles of Incorporation authorize the issuance of up to 100,000,000 shares
of preferred stock, par value $.0001 per share. The authorized but unissued
preferred stock may be issued by our board of directors from time to time on any
number of occasions, without stockholder approval, as one or more separate
series of shares comprised of any number of the authorized but unissued shares
of preferred stock, designated by resolution of our board of directors stating
the name and number of shares of each series and setting forth separately for
such series the relative rights, privileges and preferences thereof, including,
if any: (i) the rate of dividends payable thereon; (ii) the price, terms and
conditions of redemption; (iii) voluntary and involuntary liquidation
preferences; (iv) provisions of a sinking fund for redemption or repurchase; (v)
terms of conversion to common stock, including conversion price, and (vi) voting
rights. Such preferred stock may enable our board of directors to hinder or
discourage any attempt to gain control of us by a merger, tender offer at a
control premium price, proxy contest or otherwise. Consequently, the preferred
stock could entrench our management. The market price of our common stock could
be depressed to some extent by the existence of the preferred stock. As of the
date of this current report, no shares of preferred stock have been issued.

(15)     SINCE  OUR  BOARD  OF DIRECTORS DOES NOT INTEND TO PAY DIVIDENDS ON OUR
COMMON STOCK IN THE FORESEEABLE FUTURE, IT IS LIKELY THAT INVESTORS WILL ONLY BE
ABLE  TO  REALIZE  A  RETURN  ON  THEIR INVESTMENT BY RESELLING SHARES PURCHASED
THROUGH  THIS  OFFERING.

We have not paid any cash dividends on our common stock since our inception and
we do not anticipate paying cash dividends in the foreseeable future.  We intend
to retain our earnings, if any, to provide funds for reinvestment in our
acquisition and exploration activities.  Therefore, we do not anticipate
declaring or paying dividends in the foreseeable future.  Furthermore, payment
of dividends, if any, in the future is within the discretion of the board of
directors and will depend on our earnings, if any, our capital requirements and
financial condition and other relevant factors.

(16)     OUR  INVESTORS MAY NOT BE ABLE TO RESELL THEIR SHARES BECAUSE WE DO NOT
INTEND  TO REGISTER OUR SHARES FOR SALE IN ANY STATE AND THERE IS NO ESTABLISHED
PUBLIC  TRADING  MARKET  FOR  OUR  COMMON  STOCK.

It may difficult or impossible for investors to sell our common stock or for
them to sell our common stock for more than the offering price even if our
operating results are positive.  We do not intend to register our common stock
with any State.  Therefore, investors will not be able to resell their shares in
any State unless the resale is exempt under the Blue Sky laws of the State in
which the shares are to be sold.  While our common stock is presently quoted on
the Pink Sheets, there is no established trading market for it.  Most of our
common stock will be held by a small number of investors that will further
reduce the liquidity of our common stock.  Furthermore, the offering price of
our common stock was arbitrarily determined by us, without considering assets,
earnings, book value, net worth or other economic or recognized criteria or
future value of our common stock.  Market fluctuations and volatility, as well
as general economic, market and political conditions, could reduce our market
price.

(17)     THE  LEVEL  OF  TRADING ACTIVITY IN OUR STOCK MAY BE REDUCED BECAUSE WE
ARE  SUBJECT  TO  THE  "PENNY  STOCK"  RULES.

Broker-dealer practices in connection with transactions in "penny stocks" are
regulated by penny stock rules adopted by the Securities and Exchange
Commission.  Penny stocks generally are equity securities with a price of less
than $5.00 (other than securities registered on some national securities
exchanges or quoted on NASDAQ).  The penny stock rules require a broker-dealer,
prior to a transaction in a penny stock not otherwise exempt from the rules, to
deliver a standardized risk disclosure document that provides information about
penny stocks and the nature and level of risks in the penny stock market.  The
broker-dealer also must provide the customer with current bid and offer
quotations for the penny stock, the compensation of the broker-dealer and its
salesperson in the transaction, and, if the broker-dealer is the sole market
maker, the broker-dealer must disclose this fact and the broker-dealer's
presumed control over the market, and monthly account statements showing the
market value of each penny stock held in the customer's account.  In addition,
broker-dealers who sell these securities to persons other than established
customers and "accredited investors" must make a special written determination
that the penny stock is a suitable investment for the purchaser and receive the
purchaser's written agreement to the transaction.  Consequently, these
requirements may have the effect of reducing the level of trading activity, if
any, in the secondary market for a security subject to the penny stock rules,
and investors in our common stock may find it difficult to sell their shares.

                             FINANCIAL INFORMATION

Our business plan is to explore the White Bear Arm Property to determine whether
it contains commercially exploitable reserves of valuable minerals.  We intend
to proceed with Phase I of our proposed exploration program.  Phase I will
consist of expanded geological mapping, and geochemical sampling that will cover
previously established grid areas, as well as other prospective sites that may
be developed to delineate either base metals or industrial minerals.
Geochemical sampling will include rock, stream sediment and till sampling.
Several airborne electromagnetic anomalies will be re-verified on the ground and
mapped for size and extent.  If Phase I develops any high priority targets for
further exploration, then we will proceed with Phase II of the proposed
exploration program, consisting of  800 to 1000 meters of diamond drilling,
mobilized to the nearest road by truck, then helicopter-supported from that
point.  We anticipate that Phase I will cost approximately $26,660 while Phase
II would cost approximately $195,500.  To date, we have not commenced
exploration on the White Bear Arm Property.

We expect that Phase I of our exploration program will be concluded by July 30,
2011.  During Phase I we will retain a consulting geologist to review all past
exploration data relating to the White Bear Arm Property and plot relevant
information on a map.  This is known as geological mapping.  Based on this
mapping, the geologist will choose property areas that are most likely to host
economic mineralization.  He will then conduct a sampling program focusing on
these property areas by gathering rock and soil samples from the identified
areas that appear to contain mineralization.  The samples will be sent to a
laboratory for mineral analysis. By August 31, 2011, we should receive the
results of the sample analysis and be able to determine which property areas, if
any, contain significant mineralization.

If the results of Phase I warrant further exploration, we plan to commence Phase
II of the exploration program in September 2011.  Phase II will take
approximately three months to complete and will consist of using heavy equipment
to drill up to five holes to a depth of 200 meters.  Drilling locations will be
determined by analyzing the results of the Phase I sampling program.  Cylinders
of rock will be removed from the drill holes and sent to a laboratory for
mineral analysis.  Results will indicate the presence of any minerals below the
property surface.

We do not have any verbal or written agreement regarding the retention of any
qualified engineer or geologist for our exploration program. Jacques Whitford
has indicated that, subject to availability, they would be prepared to oversee
the exploration program, but we have not discussed any terms of such an
arrangement.  We are also uncertain as to when Jacques Whitford will have
qualified personnel available to oversee the exploration program.

We have sufficient capital to complete Phase I of our exploration program, but
we have insufficient funds to begin Phase II.  If Phase I of our exploration
program identifies high priority targets for further exploration in Phase II,
then we will be required to raise additional financing to fund Phase II.
Subject to financing, we expect to complete Phase II within 12 months of
obtaining our Phase I results.

We anticipate that any additional funding that we require will be in the form of
equity financing from the sale of our common stock.  There is no assurance,
however, that we will be able to raise sufficient funding from the sale of our
common stock.  The risky nature of this enterprise and lack of tangible assets
places debt financing beyond the credit-worthiness required by most banks or
typical investors of corporate debt until such time as an economically viable
mine can be demonstrated.  We do not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we may
cease or suspend operations.  We have no plans, arrangements or contingencies in
place in the event that we cease operations.

Our sole officer will only be devoting approximately six hours per week of their
time to our business. We do not foresee this limited involvement as negatively
impacting our company over the next 12 months because all exploratory work is
being performed by an outside consultant.  If, however, the demands of our
business require more time of our sole officer, such as raising additional
capital or addressing unforeseen issues with regard to our exploration efforts,
he is prepared to adjust his timetable to devote more time to our business. He
may, however, not be able to devote sufficient time to the management of our
business, as and when needed.

We do not have plans to purchase any significant equipment or to hire any
employees during the next 12 months, or until we have proved reserves.

We have not earned revenue since inception and we presently have no proven or
probable mineral reserves.  There is no assurance that our mineral claims
contain commercially exploitable reserves of valuable minerals.  Since
inception, we have suffered recurring losses and net cash outflows from
operations, and our activities have been financed from the proceeds of share
subscriptions and loans from management and non-affiliated third parties.  We
expect to continue to incur substantial losses to implement our business plan.
We have not established any other source of equity or debt financing and there
can be no assurance that we will be able to obtain sufficient funds to implement
our business plan.  As a result of the foregoing, our auditors have expressed
substantial doubt about our ability to continue as a going concern.  If we
cannot continue as a going concern, then investors may lose all of their
investment.

RESULTS OF OPERATIONS

Our business is in the early stage of development.  Since inception on June 27,
2005 we have not earned any revenue and we have not identified any commercially
exploitable reserves of valuable minerals on our property.  We do not anticipate
earning revenue until such time as we have entered into commercial production of
the White Bear Arm Property.  We are presently in the exploration stage of our
business and we can provide no assurance that we will discover commercially
exploitable reserves of valuable minerals on the White Bear Arm Property, or
that if such resources are discovered that we will commercially produce them.

We incurred operating expenses in the amount of $83,204 for the period from
inception on June 27, 2005 to May 31, 2008. These operating expenses included:
(a) professional fees of $46,802; (b) consulting fees of $11,643; (c) office
expenses of $7,163; (d) resource property acquisition and exploration costs of
$5,000; (d) interest expenses of $2,337; and (e) other expenses of $2,191.

LIQUIDITY AND CAPITAL RESOURCES

As of May 31, 2010 we had total assets of $2,075 comprised of $19 in cash and
$2,056 in prepaid expenses.  We have sufficient working capital to maintain our
present level of operations for the next 12 months and to complete Phase I of
our proposed exploration program, but not Phase II.  We will be required to seek
additional funding in order to complete Phase II of our exploration program.

We anticipate that any additional funding that we require will be in the form of
equity financing from the sale of our common stock.  There is no assurance,
however, that we will be able to raise sufficient funding from the sale of our
common stock.  The risky nature of this enterprise and lack of tangible assets
places debt financing beyond the credit-worthiness required by most banks or
typical investors of corporate debt until such time as an economically viable
mine can be demonstrated.  We do not have any arrangements in place for any
future equity financing.  If we are unable to secure additional funding, we will
cease or suspend operations.  We have no plans, arrangements or contingencies in
place in the event that we cease operations.

                                   PROPERTIES

We have a 100% interest in the White Bear Arm Property, comprising 17 mineral
claims located along southeastern coastal Labrador, approximately 13 kilometers
northeast of the community of Charlottetown in Labrador, Canada, having a total
area of 425 hectares (1,054.8 acres). This interest only relates to the right to
explore for and extract minerals from the claims.  We do not own any real
property interest in the claims.  We do not own or lease any property other than
the White Bear Arm Property.

         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth, as of September 24, 2010, information concerning
ownership of the Company's securities by (i) each Director, (ii) each executive
officer, (iii) all directors and executive officers as a group; and (iv) each
person known to the Company to be the beneficial owner of more than five percent
of each class:

The number and percentage of shares beneficially owned includes any shares as to
which the named person has sole or shared voting power or investment power and
any shares that the named person has the right to acquire within 60 days.

--------------------------------------------------------------------------------
                                                           Beneficial Ownership
                                                           Common     Percentage
Name of Beneficial Owner                                   Shares       of class
--------------------------------------------------------------------------------
Alfonso Quijada                                         1,800,000             7%
--------------------------------------------------------------------------------
All directors and executive officers, as a group        1,800,000             7%
--------------------------------------------------------------------------------
Thomas Mills                                           10,080,000            81%
--------------------------------------------------------------------------------
All beneficial owners of more than 5% of the
Company's common stock, as a group                     10,080,000            81%
================================================================================

The address for all directors, executives officers and beneficial owners of more
than 5% of our common stock is 427 Princess Street, Suite 406, Kingston, ON  K7L
5S9.

Unless otherwise noted, we believe that all persons named in the table have sole
voting and investment power with respect to all shares of common stock
beneficially owned by them. For purposes hereof, a person is considered to be
the beneficial owner of securities that can be acquired by such person within 60
days from the date hereof, upon the exercise of warrants or options or the
conversion of convertible securities. Each beneficial owner's percentage
ownership is determined by assuming that any such warrants, options or
convertible securities that are held by such person (but not those held by any
other person) and which can be exercised within 60 days from the date hereof,
have been exercised.

                        DIRECTORS AND EXECUTIVE OFFICERS

The following sets forth our directors, executive officers, promoters and
control persons, their ages, and all offices and positions held.  Directors are
elected for a period of one year and thereafter serve until their successor is
duly elected by the shareholders.  Officers and other employees serve at the
will of the Board of Directors.

------------------------------------------------------------------------
                                                        PERIOD SERVED AS
NAME             POSITION                   AGE         DIRECTOR/OFFICER
------------------------------------------------------------------------

Alfonso Quijada  Chief Executive Officer,    39          2007 to present
and a director   President,
                 Chief Financial Officer
========================================================================

Alfonso Quijada has served as our Vice-president, Secretary and a director since
2007.  In 2010, he was appointed to the additional offices of President and
Chief Executive Officer.  Mr. Quijada has raised millions of dollars for private
and public companies, including $1.8 million for Rhino Films and $2.5 million
for an oil refinery in Bulgaria.  From 1994 through to 1998 he was the founder
and president of New World Artist Productions Inc., an international production
company, focused primarily on live-productions and music development in Japan.
He was the VP of Investor Relations for Tri-Gate Entertainment Inc. from 2000 to
2003.  From 2002 to 2003, Mr. Quijada also headed up investor relations for TNR
Gold Corp.  Since 2003, he has served as an independent consultant, advising
companies on corporate development and finance.  From 2007 to 2009, he was the
President, Chief Executive Officer and a director of Pickford Minerals, Inc.
Ltd, an exploration company having mineral interests in Labrador, Canada.

The address for all our officers and directors is 427 Princess Street, Suite
406, Kingston, ON  K7L 5S9.

INVOLVEMENT IN CERTAIN LEGAL PROCEEDINGS

During the past ten years none of our directors, executive officers, promoters
or control persons have:

(1)     had any bankruptcy petition filed by or against any business of which
such person was a general partner or executive officer either at the time of the
bankruptcy or within two years prior to that time;

(2)     been convicted in a criminal proceeding or subject to a pending criminal
proceeding;

(3)     been subject to any order, judgment, or decree, not subsequently
reversed, suspended or vacated, of any court of competent jurisdiction,
permanently or temporarily enjoining, barring, suspending or otherwise limiting
his involvement in any type of business, securities or banking activities; or

(4)     been found by a court of competent jurisdiction in a civil action, the
Commission or the Commodity Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment has not been
reversed, suspended, or vacated.

COMMITTEES OF THE BOARD

All proceedings of the board of directors for the fiscal year ended December 31,
2009 were conducted by resolutions consented to in writing by our board of
directors and filed with the minutes of the proceedings of our board of
directors.  Castmor does not have nominating, compensation or audit committees
or committees performing similar functions nor does our company have a written
nominating, compensation or audit committee charter. Our board of directors does
not believe that it is necessary to have such committees because it believes
that the functions of such committees can be adequately performed by the board
of directors.

Castmor does not have any defined policy or procedure requirements for
stockholders to submit recommendations or nominations for directors. The board
of directors believes that, given the stage of our development, a specific
nominating policy would be premature and of little assistance until our business
operations develop to a more advanced level. Our company does not currently have
any specific or minimum criteria for the election of nominees to the board of
directors and we do not have any specific process or procedure for evaluating
such nominees. The board of directors will assess all candidates, whether
submitted by management or stockholders, and make recommendations for election
or appointment.

A shareholder who wishes to communicate with our board of directors may do so by
directing a written request addressed to our President, Thomas Mills, at the
address appearing on the first page of this current report.

AUDIT COMMITTEE FINANCIAL EXPERT

We do not have a standing audit committee.  Our directors perform the functions
usually designated to an audit committee.  Our board of directors has determined
that we do not have a board member that qualifies as an "audit committee
financial expert" as defined in Item 407(d)(5) of Regulation S-K, nor do we have
a board member that qualifies as "independent" as the term is used in Item
7(d)(3)(iv)(B) of Schedule 14A under the Securities Exchange Act of 1934, as
amended, and as defined by Rule 4200(a)(14) of the NASD Rules.

We believe that our board of directors is capable of analyzing and evaluating
our financial statements and understanding internal controls and procedures for
financial reporting. Our board of directors does not believe that it is
necessary to have an audit committee because management believes that the
functions of an audit committees can be adequately performed by the board of
directors. In addition, we believe that retaining an independent director who
would qualify as an "audit committee financial expert" would be overly costly
and burdensome and is not warranted in our circumstances given the stage of our
development and the fact that we have not generated any positive cash flows from
operations to date.

As we generate revenue in the future, we intend to form a standing audit
committee and identify and appoint a financial expert to serve on our audit
committee.

INDEMNIFICATION

Under our Articles of Incorporation and Bylaws of the corporation, we may
indemnify an officer or director who is made a party to any proceeding,
including a law suit, because of his position, if he acted in good faith and in
a manner he reasonably believed to be in our best interest. We may advance
expenses incurred in defending a proceeding. To the extent that the officer or
director is successful on the merits in a proceeding as to which he is to be
indemnified, we must indemnify him against all expenses incurred, including
attorney's fees. With respect to a derivative action, indemnity may be made only
for expenses actually and reasonably incurred in defending the proceeding, and
if the officer or director is judged liable, only by a court order. The
indemnification is intended to be to the fullest extent permitted by the laws of
the State of Nevada.

Regarding indemnification for liabilities arising under the Securities Act of
1933, which may be permitted to directors or officers under Nevada law, we are
informed that, in the opinion of the Securities and Exchange Commission,
indemnification is against public policy, as expressed in the Act and is,
therefore, unenforceable.

                             EXECUTIVE COMPENSATION

To date we have no employees other than our sole officer and director.  No
compensation has been awarded, earned or paid to our sole officer and director.
We have no employment agreements with our officer.  We do not contemplate
entering into any employment agreements until such time as we have positive cash
flows from operations.

There is no arrangement pursuant to which any of our directors has been or is
compensated for services provided as one of our directors.

There are no stock option plans, retirement, pension, or profit sharing plans
for the benefit of our officers or directors.  We do not have any long-term
incentive plans that provide compensation intended to serve as incentive for
performance.

                 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On September 20, 2010, we acquired from Thomas Mills, our controlling
shareholder, a 100% interest in two non-contiguous mineral exploration licenses
(license numbers 017985M and 017987M) comprising 17 claims located along
south-eastern coastal Labrador, approximately 13 kilometers northeast of the
community of Charlottetown in Labrador, Canada, having a total area of 425
hectares (1,054.8 acres).  The closing of the acquisition will take place on
October 5, 2010.  We paid Mr. Mills $10,000 for the licenses.  See also Item
1.01, "Mineral Claim Purchase Agreement".

                               LEGAL PROCEEDINGS

Neither Castmor Resources, nor any of its officers or directors is a party to
any material legal proceeding or litigation and such persons know of no material
legal proceeding or contemplated or threatened litigation.  There are no
judgments against Castmor Resources or its officers or directors. None of our
officers or directors have been convicted of a felony or misdemeanor relating to
securities or performance in corporate office.

  MARKET PRICE OF AND DIVIDENDS ON THE REGISTRANT'S COMMON EQUITY AND RELATED
                              STOCKHOLDER MATTERS

Our common stock is quoted on the Pink Sheets under the symbol "CASL".  Trading
of our stock is sporadic and does not constitute an established public market
for our shares.

HOLDERS

On September 27, 2010, the stockholders' list of our shares of common stock
showed 41 registered holders of our shares of common stock and 12,487,000 shares
of common stock outstanding. The number of record holders was determined from
the records of our transfer agent and does not include beneficial owners of
shares of common stock whose shares are held in the names of various security
brokers, dealers, and registered clearing agencies.

DIVIDEND POLICY

We have not declared or paid any cash dividends on our common stock.  We
currently intend to retain future earnings, if any, to finance the expansion of
our business. As a result, we do not anticipate paying any cash dividends in the
foreseeable future.

CONVERTIBLE SECURITIES

We have not issued and do not have outstanding any other securities convertible
into shares of our common stock or any rights convertible or exchangeable into
shares of our common stock.

                    RECENT SALES OF UNREGISTERED SECURITIES.

On September 22, 2010, we issued 10,000,000 shares of our common stock at a
price of $0.005 per share to one purchaser for total cash proceeds of $50,000.
The shares were issued without registration in reliance on an exemption provided
by Regulation S promulgated under the Securities Act.  No general solicitation
was made in connection with the offer or sale of these securities.  See also
Item 5.01.

                          DESCRIPTION OF CAPITAL STOCK

COMMON STOCK

We are authorized to issue up to 100,000,000 shares of common stock, par value
$0.0001 per share. Each outstanding share of common stock entitles the holder
thereof to one vote per share on all matters submitted to a stockholder vote.
Holders of our common stock do not have pre-emptive rights to purchase shares in
any future issuance of our common stock.  Our common stock does not carry any
conversion rights and there are no redemption provisions.

Our common stock does not carry any cumulative voting rights.  As a result,
holders of a majority of the shares of common stock voting for the election of
directors can elect all of our directors.  At all meetings of stockholders,
except where otherwise provided by statute or by our Articles of Incorporation
or by our Bylaws, the presence in person or by proxy duly authorized by holders
of not less than twenty percent (20%) of the outstanding shares of stock
entitled to vote shall constitute a quorum for the transaction of business.  A
vote by the holders of a majority of our outstanding shares is required to
effect certain fundamental corporate changes such as liquidation, merger or an
amendment to our Articles of Incorporation.

Holders of our common stock are entitled to share in all dividends that the
board of directors, in its discretion, declares from legally available funds.
In the event of liquidation, dissolution or winding up, each outstanding share
entitles its holder to participate pro rata in all assets that remain after
payment of liabilities and after providing for each class of stock, if any,
having preference over the common stock.  There are no provisions for a sinking
fund in respect of our common stock.

PREFERRED STOCK

We are authorized to issue up to 100,000,000 shares of preferred stock, par
value $0.0001 per share, in one or more classes or series as may be determined
by our board of directors, who may establish, from time to time, the number of
shares to be included in each series, may fix the designation, powers,
preferences and rights of the shares of each such series and any qualifications,
limitations or restrictions thereof. Any preferred stock so issued by the board
of directors may rank senior to the common stock with respect to the payment of
dividends or amounts upon liquidation, dissolution or winding up of us, or both.
Moreover, under certain circumstances, the issuance of preferred stock or the
existence of the unissued preferred stock might tend to discourage or render
more difficult a merger or other change of control.

No shares of our preferred stock are currently outstanding. The issuance of
shares of preferred stock, while providing desirable flexibility in connection
with possible acquisitions and other corporate purposes, could have the effect
of making it more difficult for a third party to acquire, or of discouraging a
third party from acquiring, a majority of our outstanding voting stock.

ANTI-TAKEOVER EFFECTS OF OUR ARTICLES OF INCORPORATION AND BYLAWS

Our Articles of Incorporation and bylaws contain certain provisions that may
have anti-takeover effects, making it more difficult for or preventing a third
party from acquiring control of Castmor or changing its board of directors and
management. According to our bylaws and Articles of Incorporation, neither the
holders of our common stock nor the holders of our preferred stock have
cumulative voting rights in the election of our directors.  The combination of
the present ownership by a few stockholders of a significant portion of our
issued and outstanding common stock and lack of cumulative voting makes it more
difficult for other stockholders to replace our board of directors or for a
third party to obtain control of Castmor by replacing its board of directors.

NEVADA ANTI-TAKEOVER LAWS

BUSINESS COMBINATIONS

The "business combination" provisions of Sections 78.411 to 78.444, inclusive,
of the NRS, prohibit a Nevada corporation with at least 200 stockholders from
engaging in various "combination" transactions with any interested stockholder:
for a period of three years after the date of the transaction in which the
person became an interested stockholder, unless the transaction is approved by
the board of directors prior to the date the interested stockholder obtained
such status; or after the expiration of the three-year period, unless:

-     the transaction is approved by the board of directors or a majority of the
voting power held by disinterested stockholders, or

-     if the consideration to be paid by the interested stockholder is at least
equal to the highest of: (a) the highest price per share paid by the interested
stockholder within the three years immediately preceding the date of the
announcement of the combination or in the transaction in which it became an
interested stockholder, whichever is higher, (b) the market value per share of
common stock on the date of announcement of the combination and the date the
interested stockholder acquired the shares, whichever is higher, or (c) for
holders of preferred stock, the highest liquidation value of the preferred
stock, if it is higher.

A "combination" is defined to include mergers or consolidations or any sale,
lease exchange, mortgage, pledge, transfer or other disposition, in one
transaction or a series of transactions, with an "interested stockholder"
having: (a) an aggregate market value equal to 5% or more of the aggregate
market value of the assets of the corporation, (b) an aggregate market value
equal to 5% or more of the aggregate market value of all outstanding shares of
the corporation, or (c) 10% or more of the earning power or net income of the
corporation.

In general, an "interested stockholder" is a person who, together with
affiliates and associates, owns (or within three years, did own) 10% or more of
a corporation's voting stock. The statute could prohibit or delay mergers or
other takeover or change in control attempts and, accordingly, may discourage
attempts to acquire our company even though such a transaction may offer our
stockholders the opportunity to sell their stock at a price above the prevailing
market price.

CONTROL SHARE ACQUISITIONS.

The "control share" provisions of Sections 78.378 to 78.3793, inclusive, of the
NRS, which apply only to Nevada corporations with at least 200 stockholders,
including at least 100 stockholders of record who are Nevada residents, and
which conduct business directly or indirectly in Nevada, prohibit an acquirer,
under certain circumstances, from voting its shares of a target corporation's
stock after crossing certain ownership threshold percentages, unless the
acquirer obtains approval of the target corporation's disinterested
stockholders. The statute specifies three thresholds: one-fifth or more but less
than one-third, one-third but less than a majority, and a majority or more, of
the outstanding voting power. Once an acquirer crosses one of the above
thresholds, those shares in an offer or acquisition and acquired within 90 days
thereof become "control shares" and such control shares are deprived of the
right to vote until disinterested stockholders restore the right. These
provisions also provide that if control shares are accorded full voting rights
and the acquiring person has acquired a majority or more of all voting power,
all other stockholders who do not vote in favor of authorizing voting rights to
the control shares are entitled to demand payment for the fair value of their
shares in accordance with statutory procedures established for dissenters'
rights.

TRANSFER AGENT

Our transfer agent and registrar is Holladay Stock Transfer, Inc., located at
2939 North 67th Place, Scottsdale, Arizona  85251.

                   INDEMNIFICATION OF DIRECTORS AND OFFICERS

Nevada law provides for discretionary indemnification for each person who serves
as one of our directors or officers.  We may indemnify such individuals against
all costs, expenses and liabilities incurred in a threatened, pending or
completed action, suit or proceeding brought because such individual is one of
our officers or directors.  Such individual must have conducted himself in good
faith and reasonably believed that his conduct was in, or not opposed to, our
best interests.  In a criminal action, he must not have had a reasonable cause
to believe his conduct was unlawful.

Article Twelfth of our Articles of Incorporation states that no director or
officer of the Corporation shall be personally liable to the Corporation or any
of its stockholders for damages for breach of fiduciary duty as a director or
officer involving any act or omission of any such director or officer; provided,
however, that the foregoing provision shall not eliminate or limit the liability
of a director or officer (i) for acts or omissions which involve intentional
misconduct, fraud or a knowing violation of law, or (ii) the payment of
dividends in violation of Section 78.300 of the NRS. Any repeal or modification
of this Article by the stockholders of the Corporation shall be prospective
only, and shall not adversely affect any limitation on the personal liability of
a director or officer of the Corporation for acts or omissions prior to such
repeal or modification.

Our bylaws provide the following indemnification under Article VI:

01.     INDEMNIFICATION.  The Corporation shall indemnify any person who was or
is a party or is threatened to be made a party to any proceeding, whether civil,
criminal, administrative or investigative (other than an action by or in the
right of the Corporation) by reason of the fact that such person is or was a
director, trustee, officer, employee or agent of the Corporation, or is or was
serving at the request of the Corporation as a director, trustee, officer,
employee or agent of another corporation, partnership, joint venture, trust or
other enterprise, against expenses (including attorneys' fees), judgment, fines
and amounts paid in settlement actually and reasonably incurred by such person
in connection with such action, suit or proceeding if such person acted in good
faith and in a manner such person reasonably believed to be in or not opposed to
the best interests of the Corporation, and with respect to any criminal action
or proceeding, had no reasonable cause to believe such person's conduct was
unlawful. The termination of any action, suit or proceeding by judgment, order,
settlement, conviction, or upon a plea of nolo contendere or its equivalent,
shall not, of itself, create a presumption that the person did not act in good
faith and in a manner which such person reasonably believed to be in or not
opposed to the best interests of the Corporation, and with respect to any
criminal action proceeding, had reasonable cause to believe that such person's
conduct was unlawful.

02.     DERIVATIVE ACTION.  The Corporation shall indemnify any person who was
or is a party or is threatened to be made a party to any threatened, pending or
completed action or suit by or in the right of the Corporation to procure a
judgment in the Corporation's favor by reason of the fact that such person is or
was a director, trustee, officer, employee or agent of the Corporation, or is or
was serving at the request of the Corporation as a director, trustee, officer,
employee or agent of another corporation, partnership, joint venture, trust or
other enterprise, against expenses (including attorney's fees) and amount paid
in settlement actually and reasonably incurred by such person in connection with
the defense or settlement of such action or suit if such person acted in good
faith and in a manner such person reasonably believed to be in or not opposed to
the best interests of the Corporation, and, with respect to amounts paid in
settlement, the settlement of the suit or action was in the best interests of
the Corporation; provided, however, that no indemnification shall be made in
respect of any claim, issue or matter as to which such person shall have been
adjudged to be liable for gross negligence or willful misconduct in the
performance of such person's duty to the Corporation unless and only to the
extent that, the court in which such action or suit was brought shall determine
upon application that, despite circumstances of the case, such person is fairly
and reasonably entitled to indemnity for such expenses as such court shall deem
proper. The termination of any action or suit by judgment or settlement shall
not, of itself, create a presumption that the person did not act in good faith
and in a manner which such person reasonably believed to be in or not opposed to
the best interests of the Corporation.

03.     SUCCESSFUL DEFENSE.  To the extent that a director, trustee, officer,
employee or agent of the Corporation has been successful on the merits or
otherwise, in whole or in part in defense of any action, suit or proceeding
referred to in Sections 01 or 02 of this Article, or in defense of any claim,
issue or matter therein, such person shall be indemnified against expenses
(including attorneys' fees) actually and reasonably incurred by such person in
connection therewith.

04.     AUTHORIZATION.  Any indemnification under Sections 01 and 02 of this
Article (unless ordered by a court) shall be made by the Corporation only as
authorized in the specific case upon a determination that indemnification of the
director, trustee, officer, employee or agent is proper in the circumstances
because such person has met the applicable standard of conduct set forth in
Sections 01 and 02 of this Article. Such determination shall be made (a) by the
Board of Directors of the Corporation by a majority vote of a quorum consisting
of directors who were not parties to such action, suit or proceeding, or (b) is
such a quorum is not obtainable, by a majority vote of the directors who were
not parties to such action, suit or proceeding, or (c) by independent legal
counsel (selected by one or more of the directors, whether or not a quorum and
whether or not disinterested) in a written opinion, or (d) by the stockholders.
Anyone making such a determination under this Section 04 may determine that a
person has met the standards therein set forth as to some claims, issues or
matters but not as to others, and may reasonably prorate amounts to be paid as
indemnification.

05.     ADVANCES.  Expenses incurred in defending civil or criminal action, suit
or proceeding shall be paid by the Corporation, at any time or from time to time
in advance of the final disposition of such action, suit or proceeding as
authorized in the manner provided in Section 04 of this Article upon receipt of
an undertaking by or on behalf of the director, trustee, officer, employee or
agent to repay such amount unless it shall ultimately be by the Corporation as
authorized in this Section.

06.     NONEXCLUSIVITY.  The indemnification provided in this Article shall not
be deemed exclusive of any other rights to which those indemnified may be
entitled under any law, bylaw, agreement, vote of stockholders or disinterested
directors or otherwise, both as to action in such person's official capacity and
as to action in another capacity while holding such office, and shall continue
as to a person who has ceased to be a director, trustee, officer, employee or
agent and shall inure to the benefit of the heirs, executors, and administrators
of such a person.

07.     INSURANCE.  The Corporation shall have the power to purchase and
maintain insurance on behalf of any person who is or was a director, trustee,
officer, employee or agent of the Corporation, or is or was serving at the
request of the Corporation as a director, trustee, officer, employee or agent of
another corporation, partnership, joint venture, trust or other enterprise,
against any liability assessed against such person in any such capacity or
arising out of such person's status as such, whether or not the Corporation
would have the power to indemnify such person against such liability.

08.     FURTHER BYLAWS.  The Board of Directors may from time to time adopt
further bylaws with specific respect to indemnification and may amend these and
such bylaws to provide at all times the fullest indemnification permitted by the
Nevada Revised Statutes.

                  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

See Item 9.01 of this Current Report.

   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
                                   DISCLOSURE

In March 2008, we engaged the services of Chang Lee LLP, Chartered Accountants,
of Vancouver, British Columbia, to provide an audit of our financial statements
for the period from August 31, 2005 to August 31, 2009. This is our first
auditor. We have no disagreements with our auditor through the date of this
registration statement.

ITEM 5.03  AMENDMENTS TO ARTICLES OF INCORPORATION OR BYLAWS; CHANGE IN FISCAL
           YEAR

On and effective September 20, 2010, our board of directors adopted Amended and
Restated Bylaws that replace the former Bylaws in their entirety.  The Amended
and Restated Bylaws are attached hereto as Exhibit 3.1 and are incorporated
herein by reference.

ITEM 9.01  FINANCIAL STATEMENTS AND EXHIBITS

(a)  Financial Statements

The audited Financial Statements of Castmor Resources Ltd. for the fiscal years
ended August 31, 2009 and 2008, are incorporated by reference from the Form 10-K
filed on November 30, 2009.

The unaudited Financial Statements of Castmor Resources Ltd. for the three and
nine month periods ended May 31, 2010, are incorporated by reference from the
amended Form 10-Q filed on July 13, 2010.

(b)  Exhibits

Exhibit 3.1     Amended and Restated Bylaws of Castmor Resources Ltd.

Exhibit 10.1    Mineral Claim Purchase Agreement between Castmor Resources Ltd.
                and Thomas Mills

Exhibit 10.2    Promissory note dated September 21, 2010

                                   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 hereunto duly authorized.

                                   CASTMOR RESOURCES LTD.

                                   /s/ Alfonso Quijada
                                   Alfonso Quijada,
                                   President
                                   Date: September 24, 2010