UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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 reported) October 8, 2010

                            NORTHRIDGE VENTURES INC.
             (Exact name of registrant as specified in its chapter)

                                     Nevada
                 (State or other jurisdiction of incorporation)

                                   000-52239
                            (Commission File Number)

                                   98-0449083
                       (IRS Employer Identification No.)

                       2325 Hurontario Street, Suite 204
                           Oakville, Ontario  L5A 4K4
                    (Address of principal executive offices)

                                 (647) 294-8537
              (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

[   ]     Soliciting material pursuant to Rule 14a-12 under the Exchange Act

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

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

Item  1.01     Entry  into  a  Material  Definitive  Agreement

MINERAL  CLAIM  PURCHASE  AGREEMENT

By  a  Mineral Claim Purchase Agreement dated October 8, 2010 between Northridge
Ventures  Inc. and Thomas Mills we have acquired a 100% interest in the Paradise
River  Property:  four non-contiguous mineral exploration licenses comprising 19
claims  located along southeastern coastal Labrador, approximately 13 kilometers
northeast  of the community of Charlottetown in Labrador, Canada, having a total
area of 475 hectares (1,174 acres). The mineral licenses underlying the Paradise
River  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 November 8, 2010. We paid Thomas Mills, who is the son of Gisela Mills,
one  of  our  controlling  stockholders,  the sum of $10,000 CAD for the mineral
licenses.  Except  as  one of our stockholders, Gisela Mills did not receive any
benefit  from the acquisition of the transfer of the mineral licenses. A copy of
the  Mineral Claim Purchase Agreement is attached as Exhibit 10.1. See also Item
2.01.

     PROMISSORY  NOTE

On  October  8, 2010, we issued a promissory note to an unaffiliated third party
for  $54,000.  The  note  is  due  and  payable  on October 8, 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  October 8, 2010, we acquired a 100% interest in the Paradise River Property:
four  non-contiguous  mineral  exploration licenses comprising 19 claims located
along  southeastern  coastal  Labrador, approximately 13 kilometers northeast of
the  community  of Charlottetown in Labrador, Canada, having a total area of 475
hectares  (1,174  acres).  The  mineral  licenses  underlying the Paradise River
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
November  8,  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  October  8,  2010, we borrowed $54,000 from an unaffiliated third party. The
loan  is  due and payable on October 8, 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
1.01,  "Promissory  Note".

ITEM  3.02    UNREGISTERED  SALES  OF  EQUITY  SECURITIES

On October 11, 2010, we sold 13,200,000 shares of our common stock at a price of
$0.005 per share to Gisela Mills, one of our controlling stockholders, for total
cash  proceeds  of  $66,000.  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 October 11, 2010, we sold 13,200,000 shares of our common stock at a price of
$0.005  per  share  to Gisela Mills for total cash proceeds of $66,000 paid from
her personal funds. As a result of this transaction, Mrs. Mills now beneficially
owns  96%  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

BACKGROUND

We  were  incorporated  on  March  18,  2003  as Portaltochina.com, Inc. for the
purpose of developing and operating an Internet portal located on the World Wide
Web  at  www.portaltochina.com.  We  experienced  difficulty  in  launching  our
business  through our portal due to the foreign currency administration policies
in  China.  In  light  of  our  failure  to  earn  any  meaningful  revenue, our
management  determined  that we should revise our business plan to develop a new
internet  portal  specifically  focused  on  facilitating commercial real-estate
transactions  in  Canada.  On  January  1, 2010, we relocated our office to 2325
Hurontario  Street,  Suite  204,  Oakville,  Ontario  L5A  4K4  (telephone:
647-294-8537;  facsimile:  416-850-5739).

In  accordance with the change in business focus and relocation of our principal
office,  on  May  13,  2010  we changed our name to Northridge Ventures Inc. and
increased  our  authorized  capital  to  800 million shares of common stock (par
value  $0.0001)  and  200 million shares of preferred stock (par value $0.0001).
On  June  3,  2010,  the  Company  completed  a  10-for-1  reverse  split of its
authorized  common  stock,  resulting in 80 million authorized common shares, of
which  800,000  shares  were  issued  and  outstanding.  On August 19, 2010, the
Company  again  increased  its  authorized  common  stock to 800 million shares,
without  affecting  the  number  of  issued  and  outstanding  common  shares.

On  October  8,  2010,  we  acquired  from  the  son  of  one of our controlling
stockholders a 100% interest in four non-contiguous mineral exploration licenses
comprising  19 claims located along southeastern coastal Labrador, approximately
13  kilometers  northeast of the community of Charlottetown in Labrador, Canada,
having  a  total  area  of  475  hectares  (1,174  acres).

On  October  11,  2010, a change in control of the Company occurred when we sold
13,200,000  shares  of  our common stock to Gisela Mills, one of our controlling
stockholders  through a private placement for cash consideration of $66,000.  As
a result of this acquisition, Mrs. Mills acquired a majority of our voting stock
and  thereby  controls  the  Company.

As  a  result  of the recent acquisition of our mineral exploration licenses and
change  of  control  of  the  Company,  we  have changed our business to mineral
exploration  and  abandoned  our  former  business  plan,  including all planned
internet-related  development.

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.

MINERAL  EXPLORATION

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  the  development  of  our abandoned internet portal, organizational
matters,  acquiring  our  mineral  claims,  researching  our  claims  and  the
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 Mineral Claim Purchase Agreement dated October 8, 2010, between Northridge
Ventures Inc. and the son of our controlling shareholder we have acquired a 100%
interest  in  the  Paradise  River  Property:  four  non-contiguous  mineral
exploration  licenses  comprising  19  claims located along southeastern coastal
Labrador,  approximately  13  kilometers  northeast  of  the  community  of
Charlottetown  in  Labrador,  Canada, having a total area of 475 hectares (1,174
acres).  The  mineral  licenses  underlying  the  Paradise  River  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 November 8,
2010.

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 Paradise River 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  Paradise  River  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 Paradise River 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 will cease
operations  and  our  stockholders  may  lose  their  investment.

Even  if  Phase  I  of our proposed 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  Paradise  River Property consists of two non-contiguous mineral exploration
licenses  comprising  a  total  of 19 claims having a total area of 425 hectares
(mineral  rights  license  numbers 018059M and 018061M), 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  Paradise  River  Property.

--------------------------------------------------------------------------------
MINERAL                                                                 NATIONAL
EXPLORATION                                   NUMBER                 TOPOGRAPHIC
LICENSE                                           OF        AREA      SERIES MAP
NUMBER       LICENSEE HOLDER                  CLAIMS  (HECTARES)           SHEET
--------------------------------------------------------------------------------
018059M      Northridge Ventures Inc. (100%)      10         250          13H/05
018061M      Northridge Ventures Inc. (100%)       9         225          13H/05
--------------------------------------------------------------------------------
             TOTALS                               19         475
                                                          (1,174 acres)
================================================================================

Our  mineral exploration licenses entitle us to explore the claims composing the
Paradise  River  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:

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

ANORTHOSITE:  A granular plutonic rock composed largely of labradorite or a more
calcic  feldspar.

ARCUATE:  Curved  or  bent.

CALC-SILICATE:  pertaining  to  a rock or mineral that is predominantly composed
of  calcium,  silicon,  and  oxygen.

CU:  The  chemical  symbol  for  Copper.

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

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.

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

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.

GRANODIORITE:  a  particular  type  of igneous rock, composed essentially of the
minerals  quartz  and  sodium-rich  feldspar.

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.

K-FELDSPAR:  A  type  of  feldspar containing potassium, an essential mineral in
granites.

LEUCOGABBRONORITE:  A  type  of  gabbro  which  contains  the  mafic  minerals
clinopyroxene  (Ca-Mg  rich  silicate)  and  orthopyroxene  (Mg-rich  silicate).

LITHOSTRUCTURAL:  Geological.

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

MEGACRYSTIC:  Of  or  having  the  quality  of a coarse single crystal (discrete
nodule).

METAGABBRO:  A  dark  hard  intrusive igneous rock that has been altered by heat
and/or  pressure  below  the  earth's  surface

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

MIGMATITIZCD:  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.

NORITE:  An  intrusive  rock  similar  to gabbro but containing an orthopyroxene
(hypersthene)  as  the  dominant  mafic  mineral.

ORTHOGNEISS:  Gneiss  formed  by  squeezing  (deformation  and  usually  some
recrystallization)  of  a  granitic  igneous  plutonic  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.

PROTOLITH:  the  precursor  lithology  of  a  metamorphic  rock.

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

QUARTZITE:  A  very  hard,  clean,  white  metamorphic rock formed from a quartz
arenite  sandstone.

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

HISTORY  OF  THE  CLAIMS

Early  knowledge  of  the  area  is  based  mainly  on  descriptions  of coastal
localities  and 1:500000 scale reconnaissance mapping and mineral exploration of
the  interior.  More  recently, complete aeromagnetic coverage and lake-sediment
geochemical  data  have  become  available  for  the  region.

Geological  mapping  at 1:100,000 scale, as a 5-year Canada - Newfoundland joint
project  aimed  at  mapping an 80 km coastal fringe of the Grenville Province in
southern  Labrador,  was  carried  out from 1984 to 1987 by the Newfoundland and
Labrador  Geological  Survey.  Further  studies  conducted between 1986 and 1994
used U -Pb geochronology to directly determine the age of deformation within the
zones  developed  throughout  the  region.

The  earliest  reported  exploration  activity in the area includes intermittent
work  carried  out  by  the  British  Newfoundland Exploration Company (BRINEX).
Initial  geological  mapping and mineral potential evaluation was carried out in
1954,  which  resulted  in a favorable recommendation of the area for Ti, Cu, Ni
and  Au  mineralization.  In 1959, airborne magnetic and electromagnetic surveys
were  flown,  and  a  combined  geological,  lake  sediment  geochemical, ground
electromagnetic  and prospecting program was undertaken in 1965. Active interest
by  BR1NEX  ceased  after  further  reconnaissance  geological  mapping in 1966.

Spurred  on  by  the mineral exploration staking rush following the Voisey's Bay
discovery,  the  area  has  seen  mineral  exploration  during  the  late 1990s.
Consolidated  Viscount  Resources  Ltd  and  Consolidated Magna Ventures Limited
completed  some  detailed  exploration  work  in  the  area.  Detailed  work was
completed  during  1995  and  1996  over  this  area,  and included prospecting,
geological  mapping,  geochemical  sampling,  grid establishment and geophysics.

LOCATION  AND  ACCESS

The Paradise River Property is located approximately 22 km west-southwest of the
abandoned  community  of Paradise River, and 50 km southwest of the community of
Cartwright.  Our  mineral  licenses  lie  within National Topographic Series map
sheet  13H/05.

The  Paradise  River Property is approximately 17 km from tidewater. Cartwright,
located  225  km  east of the town of Happy Valley - 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  Paradise  River  claims  are accessible by helicopter for the purpose of an
initial  property  assessment.  Lodging  and  meals  could  be  support from the
community  of Cartwright, or from a cabin in the vicinity of Paradise River. The
Trans  Labrador  Highway passes east of Paradise River, and at its closest point
is  11.5  km  from  the  property.

TOPOGRAPHIC  AND  PHYSICAL  ENVIRONMENT

The  area  is  moderately  to  openly forested and underlain by a thick layer of
muskeg  and  Caribou moss.  The property area is drained by several intermittent
bogs  and  streams which flow into the Eagle and Paradise Rivers. The topography
of  the  area is relatively flat to locally rugged, with elevations ranging from
100  to  300  meters  above  sea  level.

The  claims  are  located  with  in  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  (locally northeast-trending in the Paradise River area) lakes and bays
which  mimic the structural grain of the bedrock. Relief is locally rugged, with
elevations  reaching 300m 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, this area is 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 C. The mean summer temperature is 11.5  C
and  the  mean  winter temperature is -9 C. The mean annual precipitation ranges
800-1100  mm.

REGIONAL  GEOLOGY

The  Paradise  River  Property  is  located within the Grenville Province, south
eastern  Labrador,  and  straddles  three major lithostructural terranes:  Hawke
River,  Lake  Melville  and  Mealy  Mountains.  The  Lake Melville terrane is an
arcuate  belt  up  to  about  60  km wide, but tapering to a much narrower, more
highly  deformed  region  toward  the  southeast.

The  main  rock  types  in the Lake Melville terrane are granitoid orthogneisses
grading  into  less  migmatized  equivalents  (1677  +16/-15 Ma), and K-feldspar
megacrystic  granitoid  rocks  (1678  +/- 6 Ma).  Metasedimentary gneiss forms a
high  proportion  of  the  Lake  Melville  terrane,  with  pelitic and psammitic
gneisses  most common, but with minor quartzite and calc-silicate units present.
The  pelitic-psammitic  gneisses  commonly grade into metasedimentary diatexite.
There  is  a  close spatial association between K-feldspar megacrystic granitoid
rocks  and  pelitic  metasedimentary  gneiss.

Layered  mafic  intrusions  are  a  key feature of the Lake Melville terrane and
mostly  concentrated close to the leading (north) edge of the terrane. The rocks
include  anorthosite,  norite,  gabbro, and monzonite. A unit unique to the Lake
Melville  terrane  is  the  Alexis  River  anorthosite.  This severely deformed,
distinctive layered intrusive body of anorthosite and leucogabbronorite forms an
excellent  marker  unit,  which,  despite being less than 5 km wide is traceable
along  strike  for  over  150  km.

LOCAL  GEOLOGY

The  Paradise  River  property  is located two kilometers west of a major thrust
fault,  which is one of a series of thrust faults associated with the contact of
the  Lake  Melville  and  Hawke River Terranes.  Structures in the property area
define a consistent north to northeast trend associated with deformation along a
north  directed  thrust  fault  two  kilometers to the east of the property. The
fault is one of a series of faults associated with the boundary between the Lake
Melville  and  Hawke  River  terranes.  Several  smaller-scale thrust faults are
associated with the boundary of the two terranes in the Crooked Lake area and to
the  north.

The  consistent  north  trending  lineations, fold axes and gneissosities in the
Crooked  Lake  area  suggest  that  deformation associated with regional thrusts
zones is penetrative and that fabrics have been structurally rotated along north
to  northwest-trending  axes.  Strongly lineated granite outcrops in the area is
likely  related  to  deformation  along  the  thrust  fault  to  the east of the
property.

The  property  is  underlain  by  metasedimentary  gneiss, including pelitic and
psammitic  components,  granodiorite  and granite gneiss, foliated granodiorite,
amphibolite  and  metagabbro.

EXPLORATION  PROGRAM

Our  management  believes  that  the  Paradise  River  Property warrants further
exploration  because  the  regional  and  local  geology  indicate  a reasonably
prospective  environment for hosting Ni-Cu sulphide deposit.  In particular, the
area  contains  sulphide-bearing  rock,  through  which  mafic, Ni-bearing magma
intrudes.  The  area  also contains large, strong conductors, many with magnetic
anomalies.  Our  management intends 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:                                              $221,180
==========================================================================

Actual  project  costs  may  exceed  our  estimates.

We  presently  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.

MANAGEMENT  EXPERIENCE

Our sole executive officer 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  sole
executive officer may not be fully aware of the specific requirements related to
working  in  this  industry.  She may make mistakes in her decisions and choices
that  could  cause  our  operations  and  ultimate  financial  success to suffer
irreparable  harm.

GEOLOGICAL  AND  TECHNICAL  CONSULTANTS

Since our sole officer and director is inexperienced with exploration, we intend
to  retain  qualified  persons  on  a  contract  basis to perform the surveying,
exploration, and excavating of the Paradise River 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 Paradise River 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  her  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 independent contractors
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 stockholders may lose their entire investment.

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

Our business plan calls for significant expenses in connection with the
exploration of our mineral property. Phase I of the proposed exploration program
on our claims is estimated to cost $26,680.  While we presently have sufficient
funds to complete Phase I, 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
stockholders 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 STOCKHOLDERS 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. 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 EXECUTIVE OFFICER HAS OTHER BUSINESS INTERESTS, SHE WILL
ONLY BE DEVOTING SIX HOURS PER WEEK TO OUR OPERATIONS, WHICH MAY RESULT IN
PERIODIC INTERRUPTIONS OR SUSPENSIONS OF EXPLORATION.

Our sole executive 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 her.  Consequently,
our business activities may be periodically interrupted or suspended.

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

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 must 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 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.

(11)     CERTAIN PROVISIONS OF OUR ARTICLES OF INCORPORATION AND BYLAWS MAY
DISCOURAGE MERGERS AND OTHER TRANSACTIONS.

Certain provisions of our Articles of Incorporation and Bylaws may make it more
difficult for someone to acquire control of Northridge.  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.

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

Our Articles of Incorporation authorize the issuance of 800,000,000 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 stockholders. 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.

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

Our Articles of Incorporation authorize the issuance of up to 200,000,000 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.

(14)     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.

(15)     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 NASD Over-the-counter Bulletin Board, 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.

(16)     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

THE FOLLOWING DISCUSSION AND ANALYSIS OF OUR PLAN OF OPERATION SHOULD BE READ IN
CONJUNCTION WITH THE FINANCIAL STATEMENTS AND THE RELATED NOTES. THIS DISCUSSION
CONTAINS FORWARD-LOOKING STATEMENTS BASED UPON CURRENT EXPECTATIONS THAT INVOLVE
RISKS  AND  UNCERTAINTIES,  SUCH  AS  OUR  PLANS,  OBJECTIVES,  EXPECTATIONS AND
INTENTIONS.  OUR  ACTUAL  RESULTS  AND THE TIMING OF CERTAIN EVENTS COULD DIFFER
MATERIALLY  FROM  THOSE  ANTICIPATED  IN  THESE  FORWARD-LOOKING STATEMENTS AS A
RESULT  OF  CERTAIN  FACTORS,  INCLUDING  THOSE  SET FORTH UNDER "RISK FACTORS,"
"DESCRIPTION  OF  BUSINESS"  AND  ELSEWHERE  IN  THIS  CURRENT  REPORT.

OVERVIEW

Our business plan is to explore the Paradise River Property to determine whether
there  are  commercially  exploitable reserves of valuable minerals.  Phase I of
our  exploration  program  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 metres
of  diamond  drilling,  mobilized  to  the  nearest  road  by  truck,  then
helicopter-supported  from  that  point.  We  anticipate  that Phase I will cost
approximately  $26,680  while  Phase  II  would cost approximately $195,500.  To
date,  we  have  not  commenced  exploration  on  the  Paradise  River Property.

We  expect  that Phase I of our exploration program will be concluded by June 1,
2011.  During  Phase  I we will retain a consulting geologist to review all past
exploration  data  relating  to  the  Paradise  River 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 June 30, 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 August 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  presently  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.

Our  sole  executive  officer  will only be devoting approximately six hours per
week  of her 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  officer, such as raising additional
capital  or addressing unforeseen issues with regard to our exploration efforts,
she is prepared to adjust her timetable to devote more time to our business. She
may,  however,  not  be  able to devote sufficient time to the management of our
business,  as  and  when  needed.

We  do  not  have any verbal or written agreement regarding the retention of any
qualified  engineer  or  geologist  for  our  exploration  program.

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 our investors may lose all of their
investment.

RESULTS  OF  OPERATIONS

We have not earned any meaningful revenue since inception on March 18, 2003.  We
do  not  anticipate  earning  revenue  until  such  time as we have entered into
commercial  production  of  the Paradise River 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 Paradise
River  Property,  or  that  if  such  resources  are  discovered  that  we  will
commercially  produce  them.

We  posted  an  operating loss of $21,983 for the period ending August 31, 2010,
due  primarily  to  professional  fees  and  transfer  agent costs.  This was an
increase  from  the  operating  loss  of  $16,420  for  the previous fiscal year
primarily  resulting  from  higher  professional  fees  in  relation to business
development.

LIQUIDITY  AND  CAPITAL  RESOURCES

As  of  August  31,  2010,  we had total assets of $7,175, comprised entirely of
prepaid expenses.  This is a decrease from $23,557 in total assets as of May 31,
2010.  The  decrease  was  attributable  to professional fees and administrative
expenses.

As of August 31, 2010, our total liabilities increased to $11,910 from $6,309 as
of  August  31,  2010.  This  increase  primarily  resulted  from  payments  of
professional  fees  and  transfer  agent  costs.

On  October  8,  2010,  we  secured a loan of $54,000 from an unaffiliated third
party  at  an  interest  rate  of  20%  on  the  unpaid  balance,  calculated
semi-annually.  The loan and all accrued interest are due and payable on October
8,  2011.  We  may  pay all or part of the loan at any time before the due date.

On  October  11,  2010, we completed a private placement of 13,200,000 shares of
our common stock at a price of $0.005 per share to a controlling shareholder for
total  cash  proceeds  of  $66,000.

Our  business  is  in  the  early  stages of development.  We have not generated
revenue  since the date of inception.  As a result of recent financing activity,
we  presently  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 require 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.

We  will  be  required  to  pursue sources of additional capital through various
means,  including  joint  venture projects and debt or equity financings. Future
financings  through  equity  investments  are  likely to be dilutive to existing
stockholders.  Also,  the  terms  of  securities  we may issue in future capital
transactions  may  be  more  favorable  for  our  new  investors.  Newly  issued
securities  may include preferences, superior voting rights, and the issuance of
warrants  or  other  derivative  securities,  which may have additional dilutive
effects.  Further, we may incur substantial costs in pursuing future capital and
financing,  including  investment  banking  fees,  legal  fees, accounting fees,
printing  and  distribution expenses and other costs. We may also be required to
recognize  non-cash expenses in connection with certain securities we may issue,
such  as  convertible  notes  and  warrants,  which  will  adversely  impact our
financial  condition.

Our  ability  to  obtain needed financing may be impaired by such factors as the
capital  markets,  both  generally  and  specifically  in  the  renewable energy
industry,  and the fact that we have not been profitable, which could impact the
availability  or cost of future financings. If the amount of capital we are able
to  raise  from financing activities, together with our revenue from operations,
is  not  sufficient  to  satisfy  our  capital needs, even to the extent that we
reduce  our  operations  accordingly,  we  may  be required to cease operations.

There  is  no  assurance  that  we  will  be  able  to obtain financing on terms
satisfactory  to  use,  or at all.  We do not have any arrangements in place for
any  future  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.

                                   PROPERTIES

We  have  a  100%  interest  in  19 mineral claims comprising the Paradise River
Property.  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 Paradise River
Property.

         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The  following  table sets forth, as of October 12, 2010, information concerning
ownership  of  our securities by (i) each director, (ii) each executive officer,
(iii)  all  directors  and  executive  officers as a group; and (iv) each person
known  to us 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
--------------------------------------------------------------------------------
Caroline Rechia                                             250,000           2%
--------------------------------------------------------------------------------
All directors and executive officers,
as a group                                                  250,000           2%
================================================================================
Gisela Mills                                             13,500,000          96%
--------------------------------------------------------------------------------
All beneficial owners of more than
5% of the Company's common stock, as a group             13,500,000          96%
================================================================================

The address for all directors, executives officers and beneficial owners of more
than  5%  of  our  common  stock is 2325 Hurontario Street, Suite 204, Oakville,
Ontario  L5A  4K4.

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  stockholders.  Officers and other employees serve at the
will  of  the  board  of  directors.

--------------------------------------------------------------------------------
                                                                PERIOD SERVED AS
NAME             POSITION                                  AGE  DIRECTOR/OFFICER
--------------------------------------------------------------------------------
Caroline Rechia  President, CEO, Treasurer and a director   40   2007 to present
================================================================================

Caroline Rechia serves as our sole officer and director.  Since 2005, Ms. Rechia
has been an independent web-designer. From 2001 to 2005, Ms. Rechia was employed
as  a  systems  analyst  by Chalk Media Corp., a privately held company based in
Vancouver,  British  Columbia,  that  creates  custom  learning  and  marketing
campaigns  for  corporations  through  rich  media content, strategic design and
targeted  delivery.  From  2000  to  2001, Ms. Rechia provided usability testing
services  to  THINQ  Learning  Solutions,  Inc.,  a  privately  held  company
headquartered in Baltimore, with operations in the United States, Canada and the
U.K.  that  provides  enterprise  learning  management tools to corporations and
government  agencies.  From  1997  to  2000,  Ms.  Rechia  was  employed  as  a
communications  specialist  for  Canadian  Tire  Corporation,  Ltd.  Ms.  Rechia
received  a  Bachelor  of  Arts  from  the  University  of  Toronto in 1994. She
presently  devotes  approximately  6  hours  a  week  to  our  business.

The address for our officers and directors is 2325 Hurontario Street, Suite 204,
Oakville,  Ontario  L5A  4K4.

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.  Northridge  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.

Northridge  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.  We do 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 stockholder who wishes to communicate with our board of directors may do so by
directing  a written request addressed to our President, Caroline Rechia, at the
address  appearing  on  the  first  page  of  this  registration  statement.

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  committee  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

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  she  acted  in  good  faith and in a manner she
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 she is to be indemnified,
we  must indemnify her 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.

There  is no arrangement pursuant to which a director has been or is compensated
for  services  provided  as  a  director.

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  October  8,  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 closing of the acquisition will take
place  on November 8, 2010.  We acquired the mineral licenses from Thomas Mills,
who  is  the  son of Gisela Mills, our controlling stockholder, for $10,000 CAD.
Except as one of our stockholders, Gisela Mills did not receive any benefit from
the  acquisition  of  the  transfer  of  the  mineral  licenses.

                               LEGAL PROCEEDINGS

Neither  Northridge nor its sole officer and director is a party to any material
legal  proceeding  or  litigation, and our sole officer and director knows of no
material  legal  proceeding or contemplated or threatened litigation.  There are
no  judgments  against  Northridge  or  its sole officer and director.  Our sole
officer  and director has not 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 NASD over-the-counter bulletin-board under the
symbol  "PCHN".  Trading  of  our  stock  is sporadic and does not constitute an
established  public  market  for  our  shares.

HOLDERS

On October 12, 2010, the stockholders' list of our shares of common stock showed
57  registered  holders  of  our shares of common stock and 14,000,000 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  October 11, 2010, we issued 13,200,000 shares of our common stock at a price
of  $0.005  per  share  to  one  of  our controlling stockholders for total cash
proceeds of $66,000.  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.

                          DESCRIPTION OF CAPITAL STOCK

COMMON  STOCK

We  are  authorized to issue up to 800,000,000 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 200,000,000 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 Northridge or changing its board of directors
and  management.  According to our Articles of Incorporation and Bylaws, 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 Northridge 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 Transfer Online Inc., located at 512 SE
Salmon  Street,  Portland,  OR  97214.

                   INDEMNIFICATION OF DIRECTORS AND OFFICERS

Nevada law provides for discretionary indemnification for each person who serves
as one of our officers or directors.  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

We have no disagreements with our auditor through the date of this current
report.


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

On and effective October 12, 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 Northridge Ventures Inc. for the fiscal
years ended May 31, 2010 and 2009, are incorporated by reference from the Form
10-K filed on August 13, 2010.

The unaudited Financial Statements of Northridge Ventures Inc. for the three
month period ended August 31, 2010, are incorporated by reference from the
amended Form 10-Q filed on October 8, 2010.

(b)     Exhibits

Exhibit 3.1      Amended and Restated Bylaws of Northridge Ventures Inc.

Exhibit 10.1     Mineral Claim Purchase Agreement between Northridge Ventures
                 Inc. and Thomas Mills

Exhibit 10.2     Promissory note dated October 8, 2010

                                   SIGNATURE

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.

                                         NORTHRIDGE  VENTURES  INC.


Date: October 12, 2010                   /s/ Caroline Rechia
                                         Caroline  Rechia
                                         President  &  Chief  Executive  Officer
[{"type": "8-K", "sequence": "1", "filename": "pchn8k_08oct10.txt", "description": "CURRENT REPORT", "secsgml_size_bytes": 100287}]
{"company-data": {"conformed-name": "NORTHRIDGE VENTURES INC.", "cik": "0001272906", "assigned-sic": "7373", "irs-number": "980449083", "fiscal-year-end": "0831"}, "filing-values": {"form-type": "8-K", "act": "34", "file-number": "000-52239", "film-number": "101120377"}, "business-address": {"street1": "2325 HURONTARIO STREET", "street2": "SUITE 204", "city": "TORONTO", "state": "A6", "zip": "L5A 4C7", "phone": "6476285375"}, "mail-address": {"street1": "2325 HURONTARIO STREET", "street2": "SUITE 204", "city": "TORONTO", "state": "A6", "zip": "L5A 4C7"}, "former-company": [{"former-conformed-name": "PORTALTOCHINA COM", "date-changed": "20041013"}, {"former-conformed-name": "PORTALTO CHINA COM", "date-changed": "20031211"}]}
UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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 reported) October 8, 2010

                            NORTHRIDGE VENTURES INC.
             (Exact name of registrant as specified in its chapter)

                                     Nevada
                 (State or other jurisdiction of incorporation)

                                   000-52239
                            (Commission File Number)

                                   98-0449083
                       (IRS Employer Identification No.)

                       2325 Hurontario Street, Suite 204
                           Oakville, Ontario  L5A 4K4
                    (Address of principal executive offices)

                                 (647) 294-8537
              (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

[   ]     Soliciting material pursuant to Rule 14a-12 under the Exchange Act

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

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

Item  1.01     Entry  into  a  Material  Definitive  Agreement

MINERAL  CLAIM  PURCHASE  AGREEMENT

By  a  Mineral Claim Purchase Agreement dated October 8, 2010 between Northridge
Ventures  Inc. and Thomas Mills we have acquired a 100% interest in the Paradise
River  Property:  four non-contiguous mineral exploration licenses comprising 19
claims  located along southeastern coastal Labrador, approximately 13 kilometers
northeast  of the community of Charlottetown in Labrador, Canada, having a total
area of 475 hectares (1,174 acres). The mineral licenses underlying the Paradise
River  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 November 8, 2010. We paid Thomas Mills, who is the son of Gisela Mills,
one  of  our  controlling  stockholders,  the sum of $10,000 CAD for the mineral
licenses.  Except  as  one of our stockholders, Gisela Mills did not receive any
benefit  from the acquisition of the transfer of the mineral licenses. A copy of
the  Mineral Claim Purchase Agreement is attached as Exhibit 10.1. See also Item
2.01.

     PROMISSORY  NOTE

On  October  8, 2010, we issued a promissory note to an unaffiliated third party
for  $54,000.  The  note  is  due  and  payable  on October 8, 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  October 8, 2010, we acquired a 100% interest in the Paradise River Property:
four  non-contiguous  mineral  exploration licenses comprising 19 claims located
along  southeastern  coastal  Labrador, approximately 13 kilometers northeast of
the  community  of Charlottetown in Labrador, Canada, having a total area of 475
hectares  (1,174  acres).  The  mineral  licenses  underlying the Paradise River
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
November  8,  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  October  8,  2010, we borrowed $54,000 from an unaffiliated third party. The
loan  is  due and payable on October 8, 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
1.01,  "Promissory  Note".

ITEM  3.02    UNREGISTERED  SALES  OF  EQUITY  SECURITIES

On October 11, 2010, we sold 13,200,000 shares of our common stock at a price of
$0.005 per share to Gisela Mills, one of our controlling stockholders, for total
cash  proceeds  of  $66,000.  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 October 11, 2010, we sold 13,200,000 shares of our common stock at a price of
$0.005  per  share  to Gisela Mills for total cash proceeds of $66,000 paid from
her personal funds. As a result of this transaction, Mrs. Mills now beneficially
owns  96%  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

BACKGROUND

We  were  incorporated  on  March  18,  2003  as Portaltochina.com, Inc. for the
purpose of developing and operating an Internet portal located on the World Wide
Web  at  www.portaltochina.com.  We  experienced  difficulty  in  launching  our
business  through our portal due to the foreign currency administration policies
in  China.  In  light  of  our  failure  to  earn  any  meaningful  revenue, our
management  determined  that we should revise our business plan to develop a new
internet  portal  specifically  focused  on  facilitating commercial real-estate
transactions  in  Canada.  On  January  1, 2010, we relocated our office to 2325
Hurontario  Street,  Suite  204,  Oakville,  Ontario  L5A  4K4  (telephone:
647-294-8537;  facsimile:  416-850-5739).

In  accordance with the change in business focus and relocation of our principal
office,  on  May  13,  2010  we changed our name to Northridge Ventures Inc. and
increased  our  authorized  capital  to  800 million shares of common stock (par
value  $0.0001)  and  200 million shares of preferred stock (par value $0.0001).
On  June  3,  2010,  the  Company  completed  a  10-for-1  reverse  split of its
authorized  common  stock,  resulting in 80 million authorized common shares, of
which  800,000  shares  were  issued  and  outstanding.  On August 19, 2010, the
Company  again  increased  its  authorized  common  stock to 800 million shares,
without  affecting  the  number  of  issued  and  outstanding  common  shares.

On  October  8,  2010,  we  acquired  from  the  son  of  one of our controlling
stockholders a 100% interest in four non-contiguous mineral exploration licenses
comprising  19 claims located along southeastern coastal Labrador, approximately
13  kilometers  northeast of the community of Charlottetown in Labrador, Canada,
having  a  total  area  of  475  hectares  (1,174  acres).

On  October  11,  2010, a change in control of the Company occurred when we sold
13,200,000  shares  of  our common stock to Gisela Mills, one of our controlling
stockholders  through a private placement for cash consideration of $66,000.  As
a result of this acquisition, Mrs. Mills acquired a majority of our voting stock
and  thereby  controls  the  Company.

As  a  result  of the recent acquisition of our mineral exploration licenses and
change  of  control  of  the  Company,  we  have changed our business to mineral
exploration  and  abandoned  our  former  business  plan,  including all planned
internet-related  development.

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.

MINERAL  EXPLORATION

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  the  development  of  our abandoned internet portal, organizational
matters,  acquiring  our  mineral  claims,  researching  our  claims  and  the
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 Mineral Claim Purchase Agreement dated October 8, 2010, between Northridge
Ventures Inc. and the son of our controlling shareholder we have acquired a 100%
interest  in  the  Paradise  River  Property:  four  non-contiguous  mineral
exploration  licenses  comprising  19  claims located along southeastern coastal
Labrador,  approximately  13  kilometers  northeast  of  the  community  of
Charlottetown  in  Labrador,  Canada, having a total area of 475 hectares (1,174
acres).  The  mineral  licenses  underlying  the  Paradise  River  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 November 8,
2010.

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 Paradise River 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  Paradise  River  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 Paradise River 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 will cease
operations  and  our  stockholders  may  lose  their  investment.

Even  if  Phase  I  of our proposed 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  Paradise  River Property consists of two non-contiguous mineral exploration
licenses  comprising  a  total  of 19 claims having a total area of 425 hectares
(mineral  rights  license  numbers 018059M and 018061M), 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  Paradise  River  Property.

--------------------------------------------------------------------------------
MINERAL                                                                 NATIONAL
EXPLORATION                                   NUMBER                 TOPOGRAPHIC
LICENSE                                           OF        AREA      SERIES MAP
NUMBER       LICENSEE HOLDER                  CLAIMS  (HECTARES)           SHEET
--------------------------------------------------------------------------------
018059M      Northridge Ventures Inc. (100%)      10         250          13H/05
018061M      Northridge Ventures Inc. (100%)       9         225          13H/05
--------------------------------------------------------------------------------
             TOTALS                               19         475
                                                          (1,174 acres)
================================================================================

Our  mineral exploration licenses entitle us to explore the claims composing the
Paradise  River  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:

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

ANORTHOSITE:  A granular plutonic rock composed largely of labradorite or a more
calcic  feldspar.

ARCUATE:  Curved  or  bent.

CALC-SILICATE:  pertaining  to  a rock or mineral that is predominantly composed
of  calcium,  silicon,  and  oxygen.

CU:  The  chemical  symbol  for  Copper.

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

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.

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

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.

GRANODIORITE:  a  particular  type  of igneous rock, composed essentially of the
minerals  quartz  and  sodium-rich  feldspar.

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.

K-FELDSPAR:  A  type  of  feldspar containing potassium, an essential mineral in
granites.

LEUCOGABBRONORITE:  A  type  of  gabbro  which  contains  the  mafic  minerals
clinopyroxene  (Ca-Mg  rich  silicate)  and  orthopyroxene  (Mg-rich  silicate).

LITHOSTRUCTURAL:  Geological.

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

MEGACRYSTIC:  Of  or  having  the  quality  of a coarse single crystal (discrete
nodule).

METAGABBRO:  A  dark  hard  intrusive igneous rock that has been altered by heat
and/or  pressure  below  the  earth's  surface

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

MIGMATITIZCD:  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.

NORITE:  An  intrusive  rock  similar  to gabbro but containing an orthopyroxene
(hypersthene)  as  the  dominant  mafic  mineral.

ORTHOGNEISS:  Gneiss  formed  by  squeezing  (deformation  and  usually  some
recrystallization)  of  a  granitic  igneous  plutonic  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.

PROTOLITH:  the  precursor  lithology  of  a  metamorphic  rock.

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

QUARTZITE:  A  very  hard,  clean,  white  metamorphic rock formed from a quartz
arenite  sandstone.

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

HISTORY  OF  THE  CLAIMS

Early  knowledge  of  the  area  is  based  mainly  on  descriptions  of coastal
localities  and 1:500000 scale reconnaissance mapping and mineral exploration of
the  interior.  More  recently, complete aeromagnetic coverage and lake-sediment
geochemical  data  have  become  available  for  the  region.

Geological  mapping  at 1:100,000 scale, as a 5-year Canada - Newfoundland joint
project  aimed  at  mapping an 80 km coastal fringe of the Grenville Province in
southern  Labrador,  was  carried  out from 1984 to 1987 by the Newfoundland and
Labrador  Geological  Survey.  Further  studies  conducted between 1986 and 1994
used U -Pb geochronology to directly determine the age of deformation within the
zones  developed  throughout  the  region.

The  earliest  reported  exploration  activity in the area includes intermittent
work  carried  out  by  the  British  Newfoundland Exploration Company (BRINEX).
Initial  geological  mapping and mineral potential evaluation was carried out in
1954,  which  resulted  in a favorable recommendation of the area for Ti, Cu, Ni
and  Au  mineralization.  In 1959, airborne magnetic and electromagnetic surveys
were  flown,  and  a  combined  geological,  lake  sediment  geochemical, ground
electromagnetic  and prospecting program was undertaken in 1965. Active interest
by  BR1NEX  ceased  after  further  reconnaissance  geological  mapping in 1966.

Spurred  on  by  the mineral exploration staking rush following the Voisey's Bay
discovery,  the  area  has  seen  mineral  exploration  during  the  late 1990s.
Consolidated  Viscount  Resources  Ltd  and  Consolidated Magna Ventures Limited
completed  some  detailed  exploration  work  in  the  area.  Detailed  work was
completed  during  1995  and  1996  over  this  area,  and included prospecting,
geological  mapping,  geochemical  sampling,  grid establishment and geophysics.

LOCATION  AND  ACCESS

The Paradise River Property is located approximately 22 km west-southwest of the
abandoned  community  of Paradise River, and 50 km southwest of the community of
Cartwright.  Our  mineral  licenses  lie  within National Topographic Series map
sheet  13H/05.

The  Paradise  River Property is approximately 17 km from tidewater. Cartwright,
located  225  km  east of the town of Happy Valley - 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  Paradise  River  claims  are accessible by helicopter for the purpose of an
initial  property  assessment.  Lodging  and  meals  could  be  support from the
community  of Cartwright, or from a cabin in the vicinity of Paradise River. The
Trans  Labrador  Highway passes east of Paradise River, and at its closest point
is  11.5  km  from  the  property.

TOPOGRAPHIC  AND  PHYSICAL  ENVIRONMENT

The  area  is  moderately  to  openly forested and underlain by a thick layer of
muskeg  and  Caribou moss.  The property area is drained by several intermittent
bogs  and  streams which flow into the Eagle and Paradise Rivers. The topography
of  the  area is relatively flat to locally rugged, with elevations ranging from
100  to  300  meters  above  sea  level.

The  claims  are  located  with  in  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  (locally northeast-trending in the Paradise River area) lakes and bays
which  mimic the structural grain of the bedrock. Relief is locally rugged, with
elevations  reaching 300m 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, this area is 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 C. The mean summer temperature is 11.5  C
and  the  mean  winter temperature is -9 C. The mean annual precipitation ranges
800-1100  mm.

REGIONAL  GEOLOGY

The  Paradise  River  Property  is  located within the Grenville Province, south
eastern  Labrador,  and  straddles  three major lithostructural terranes:  Hawke
River,  Lake  Melville  and  Mealy  Mountains.  The  Lake Melville terrane is an
arcuate  belt  up  to  about  60  km wide, but tapering to a much narrower, more
highly  deformed  region  toward  the  southeast.

The  main  rock  types  in the Lake Melville terrane are granitoid orthogneisses
grading  into  less  migmatized  equivalents  (1677  +16/-15 Ma), and K-feldspar
megacrystic  granitoid  rocks  (1678  +/- 6 Ma).  Metasedimentary gneiss forms a
high  proportion  of  the  Lake  Melville  terrane,  with  pelitic and psammitic
gneisses  most common, but with minor quartzite and calc-silicate units present.
The  pelitic-psammitic  gneisses  commonly grade into metasedimentary diatexite.
There  is  a  close spatial association between K-feldspar megacrystic granitoid
rocks  and  pelitic  metasedimentary  gneiss.

Layered  mafic  intrusions  are  a  key feature of the Lake Melville terrane and
mostly  concentrated close to the leading (north) edge of the terrane. The rocks
include  anorthosite,  norite,  gabbro, and monzonite. A unit unique to the Lake
Melville  terrane  is  the  Alexis  River  anorthosite.  This severely deformed,
distinctive layered intrusive body of anorthosite and leucogabbronorite forms an
excellent  marker  unit,  which,  despite being less than 5 km wide is traceable
along  strike  for  over  150  km.

LOCAL  GEOLOGY

The  Paradise  River  property  is located two kilometers west of a major thrust
fault,  which is one of a series of thrust faults associated with the contact of
the  Lake  Melville  and  Hawke River Terranes.  Structures in the property area
define a consistent north to northeast trend associated with deformation along a
north  directed  thrust  fault  two  kilometers to the east of the property. The
fault is one of a series of faults associated with the boundary between the Lake
Melville  and  Hawke  River  terranes.  Several  smaller-scale thrust faults are
associated with the boundary of the two terranes in the Crooked Lake area and to
the  north.

The  consistent  north  trending  lineations, fold axes and gneissosities in the
Crooked  Lake  area  suggest  that  deformation associated with regional thrusts
zones is penetrative and that fabrics have been structurally rotated along north
to  northwest-trending  axes.  Strongly lineated granite outcrops in the area is
likely  related  to  deformation  along  the  thrust  fault  to  the east of the
property.

The  property  is  underlain  by  metasedimentary  gneiss, including pelitic and
psammitic  components,  granodiorite  and granite gneiss, foliated granodiorite,
amphibolite  and  metagabbro.

EXPLORATION  PROGRAM

Our  management  believes  that  the  Paradise  River  Property warrants further
exploration  because  the  regional  and  local  geology  indicate  a reasonably
prospective  environment for hosting Ni-Cu sulphide deposit.  In particular, the
area  contains  sulphide-bearing  rock,  through  which  mafic, Ni-bearing magma
intrudes.  The  area  also contains large, strong conductors, many with magnetic
anomalies.  Our  management intends 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:                                              $221,180
==========================================================================

Actual  project  costs  may  exceed  our  estimates.

We  presently  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.

MANAGEMENT  EXPERIENCE

Our sole executive officer 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  sole
executive officer may not be fully aware of the specific requirements related to
working  in  this  industry.  She may make mistakes in her decisions and choices
that  could  cause  our  operations  and  ultimate  financial  success to suffer
irreparable  harm.

GEOLOGICAL  AND  TECHNICAL  CONSULTANTS

Since our sole officer and director is inexperienced with exploration, we intend
to  retain  qualified  persons  on  a  contract  basis to perform the surveying,
exploration, and excavating of the Paradise River 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 Paradise River 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  her  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 independent contractors
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 stockholders may lose their entire investment.

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

Our business plan calls for significant expenses in connection with the
exploration of our mineral property. Phase I of the proposed exploration program
on our claims is estimated to cost $26,680.  While we presently have sufficient
funds to complete Phase I, 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
stockholders 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 STOCKHOLDERS 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. 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 EXECUTIVE OFFICER HAS OTHER BUSINESS INTERESTS, SHE WILL
ONLY BE DEVOTING SIX HOURS PER WEEK TO OUR OPERATIONS, WHICH MAY RESULT IN
PERIODIC INTERRUPTIONS OR SUSPENSIONS OF EXPLORATION.

Our sole executive 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 her.  Consequently,
our business activities may be periodically interrupted or suspended.

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

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 must 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 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.

(11)     CERTAIN PROVISIONS OF OUR ARTICLES OF INCORPORATION AND BYLAWS MAY
DISCOURAGE MERGERS AND OTHER TRANSACTIONS.

Certain provisions of our Articles of Incorporation and Bylaws may make it more
difficult for someone to acquire control of Northridge.  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.

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

Our Articles of Incorporation authorize the issuance of 800,000,000 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 stockholders. 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.

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

Our Articles of Incorporation authorize the issuance of up to 200,000,000 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.

(14)     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.

(15)     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 NASD Over-the-counter Bulletin Board, 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.

(16)     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

THE FOLLOWING DISCUSSION AND ANALYSIS OF OUR PLAN OF OPERATION SHOULD BE READ IN
CONJUNCTION WITH THE FINANCIAL STATEMENTS AND THE RELATED NOTES. THIS DISCUSSION
CONTAINS FORWARD-LOOKING STATEMENTS BASED UPON CURRENT EXPECTATIONS THAT INVOLVE
RISKS  AND  UNCERTAINTIES,  SUCH  AS  OUR  PLANS,  OBJECTIVES,  EXPECTATIONS AND
INTENTIONS.  OUR  ACTUAL  RESULTS  AND THE TIMING OF CERTAIN EVENTS COULD DIFFER
MATERIALLY  FROM  THOSE  ANTICIPATED  IN  THESE  FORWARD-LOOKING STATEMENTS AS A
RESULT  OF  CERTAIN  FACTORS,  INCLUDING  THOSE  SET FORTH UNDER "RISK FACTORS,"
"DESCRIPTION  OF  BUSINESS"  AND  ELSEWHERE  IN  THIS  CURRENT  REPORT.

OVERVIEW

Our business plan is to explore the Paradise River Property to determine whether
there  are  commercially  exploitable reserves of valuable minerals.  Phase I of
our  exploration  program  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 metres
of  diamond  drilling,  mobilized  to  the  nearest  road  by  truck,  then
helicopter-supported  from  that  point.  We  anticipate  that Phase I will cost
approximately  $26,680  while  Phase  II  would cost approximately $195,500.  To
date,  we  have  not  commenced  exploration  on  the  Paradise  River Property.

We  expect  that Phase I of our exploration program will be concluded by June 1,
2011.  During  Phase  I we will retain a consulting geologist to review all past
exploration  data  relating  to  the  Paradise  River 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 June 30, 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 August 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  presently  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.

Our  sole  executive  officer  will only be devoting approximately six hours per
week  of her 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  officer, such as raising additional
capital  or addressing unforeseen issues with regard to our exploration efforts,
she is prepared to adjust her timetable to devote more time to our business. She
may,  however,  not  be  able to devote sufficient time to the management of our
business,  as  and  when  needed.

We  do  not  have any verbal or written agreement regarding the retention of any
qualified  engineer  or  geologist  for  our  exploration  program.

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 our investors may lose all of their
investment.

RESULTS  OF  OPERATIONS

We have not earned any meaningful revenue since inception on March 18, 2003.  We
do  not  anticipate  earning  revenue  until  such  time as we have entered into
commercial  production  of  the Paradise River 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 Paradise
River  Property,  or  that  if  such  resources  are  discovered  that  we  will
commercially  produce  them.

We  posted  an  operating loss of $21,983 for the period ending August 31, 2010,
due  primarily  to  professional  fees  and  transfer  agent costs.  This was an
increase  from  the  operating  loss  of  $16,420  for  the previous fiscal year
primarily  resulting  from  higher  professional  fees  in  relation to business
development.

LIQUIDITY  AND  CAPITAL  RESOURCES

As  of  August  31,  2010,  we had total assets of $7,175, comprised entirely of
prepaid expenses.  This is a decrease from $23,557 in total assets as of May 31,
2010.  The  decrease  was  attributable  to professional fees and administrative
expenses.

As of August 31, 2010, our total liabilities increased to $11,910 from $6,309 as
of  August  31,  2010.  This  increase  primarily  resulted  from  payments  of
professional  fees  and  transfer  agent  costs.

On  October  8,  2010,  we  secured a loan of $54,000 from an unaffiliated third
party  at  an  interest  rate  of  20%  on  the  unpaid  balance,  calculated
semi-annually.  The loan and all accrued interest are due and payable on October
8,  2011.  We  may  pay all or part of the loan at any time before the due date.

On  October  11,  2010, we completed a private placement of 13,200,000 shares of
our common stock at a price of $0.005 per share to a controlling shareholder for
total  cash  proceeds  of  $66,000.

Our  business  is  in  the  early  stages of development.  We have not generated
revenue  since the date of inception.  As a result of recent financing activity,
we  presently  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 require 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.

We  will  be  required  to  pursue sources of additional capital through various
means,  including  joint  venture projects and debt or equity financings. Future
financings  through  equity  investments  are  likely to be dilutive to existing
stockholders.  Also,  the  terms  of  securities  we may issue in future capital
transactions  may  be  more  favorable  for  our  new  investors.  Newly  issued
securities  may include preferences, superior voting rights, and the issuance of
warrants  or  other  derivative  securities,  which may have additional dilutive
effects.  Further, we may incur substantial costs in pursuing future capital and
financing,  including  investment  banking  fees,  legal  fees, accounting fees,
printing  and  distribution expenses and other costs. We may also be required to
recognize  non-cash expenses in connection with certain securities we may issue,
such  as  convertible  notes  and  warrants,  which  will  adversely  impact our
financial  condition.

Our  ability  to  obtain needed financing may be impaired by such factors as the
capital  markets,  both  generally  and  specifically  in  the  renewable energy
industry,  and the fact that we have not been profitable, which could impact the
availability  or cost of future financings. If the amount of capital we are able
to  raise  from financing activities, together with our revenue from operations,
is  not  sufficient  to  satisfy  our  capital needs, even to the extent that we
reduce  our  operations  accordingly,  we  may  be required to cease operations.

There  is  no  assurance  that  we  will  be  able  to obtain financing on terms
satisfactory  to  use,  or at all.  We do not have any arrangements in place for
any  future  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.

                                   PROPERTIES

We  have  a  100%  interest  in  19 mineral claims comprising the Paradise River
Property.  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 Paradise River
Property.

         SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The  following  table sets forth, as of October 12, 2010, information concerning
ownership  of  our securities by (i) each director, (ii) each executive officer,
(iii)  all  directors  and  executive  officers as a group; and (iv) each person
known  to us 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
--------------------------------------------------------------------------------
Caroline Rechia                                             250,000           2%
--------------------------------------------------------------------------------
All directors and executive officers,
as a group                                                  250,000           2%
================================================================================
Gisela Mills                                             13,500,000          96%
--------------------------------------------------------------------------------
All beneficial owners of more than
5% of the Company's common stock, as a group             13,500,000          96%
================================================================================

The address for all directors, executives officers and beneficial owners of more
than  5%  of  our  common  stock is 2325 Hurontario Street, Suite 204, Oakville,
Ontario  L5A  4K4.

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  stockholders.  Officers and other employees serve at the
will  of  the  board  of  directors.

--------------------------------------------------------------------------------
                                                                PERIOD SERVED AS
NAME             POSITION                                  AGE  DIRECTOR/OFFICER
--------------------------------------------------------------------------------
Caroline Rechia  President, CEO, Treasurer and a director   40   2007 to present
================================================================================

Caroline Rechia serves as our sole officer and director.  Since 2005, Ms. Rechia
has been an independent web-designer. From 2001 to 2005, Ms. Rechia was employed
as  a  systems  analyst  by Chalk Media Corp., a privately held company based in
Vancouver,  British  Columbia,  that  creates  custom  learning  and  marketing
campaigns  for  corporations  through  rich  media content, strategic design and
targeted  delivery.  From  2000  to  2001, Ms. Rechia provided usability testing
services  to  THINQ  Learning  Solutions,  Inc.,  a  privately  held  company
headquartered in Baltimore, with operations in the United States, Canada and the
U.K.  that  provides  enterprise  learning  management tools to corporations and
government  agencies.  From  1997  to  2000,  Ms.  Rechia  was  employed  as  a
communications  specialist  for  Canadian  Tire  Corporation,  Ltd.  Ms.  Rechia
received  a  Bachelor  of  Arts  from  the  University  of  Toronto in 1994. She
presently  devotes  approximately  6  hours  a  week  to  our  business.

The address for our officers and directors is 2325 Hurontario Street, Suite 204,
Oakville,  Ontario  L5A  4K4.

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.  Northridge  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.

Northridge  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.  We do 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 stockholder who wishes to communicate with our board of directors may do so by
directing  a written request addressed to our President, Caroline Rechia, at the
address  appearing  on  the  first  page  of  this  registration  statement.

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  committee  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

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  she  acted  in  good  faith and in a manner she
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 she is to be indemnified,
we  must indemnify her 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.

There  is no arrangement pursuant to which a director has been or is compensated
for  services  provided  as  a  director.

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  October  8,  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 closing of the acquisition will take
place  on November 8, 2010.  We acquired the mineral licenses from Thomas Mills,
who  is  the  son of Gisela Mills, our controlling stockholder, for $10,000 CAD.
Except as one of our stockholders, Gisela Mills did not receive any benefit from
the  acquisition  of  the  transfer  of  the  mineral  licenses.

                               LEGAL PROCEEDINGS

Neither  Northridge nor its sole officer and director is a party to any material
legal  proceeding  or  litigation, and our sole officer and director knows of no
material  legal  proceeding or contemplated or threatened litigation.  There are
no  judgments  against  Northridge  or  its sole officer and director.  Our sole
officer  and director has not 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 NASD over-the-counter bulletin-board under the
symbol  "PCHN".  Trading  of  our  stock  is sporadic and does not constitute an
established  public  market  for  our  shares.

HOLDERS

On October 12, 2010, the stockholders' list of our shares of common stock showed
57  registered  holders  of  our shares of common stock and 14,000,000 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  October 11, 2010, we issued 13,200,000 shares of our common stock at a price
of  $0.005  per  share  to  one  of  our controlling stockholders for total cash
proceeds of $66,000.  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.

                          DESCRIPTION OF CAPITAL STOCK

COMMON  STOCK

We  are  authorized to issue up to 800,000,000 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 200,000,000 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 Northridge or changing its board of directors
and  management.  According to our Articles of Incorporation and Bylaws, 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 Northridge 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 Transfer Online Inc., located at 512 SE
Salmon  Street,  Portland,  OR  97214.

                   INDEMNIFICATION OF DIRECTORS AND OFFICERS

Nevada law provides for discretionary indemnification for each person who serves
as one of our officers or directors.  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

We have no disagreements with our auditor through the date of this current
report.

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

On and effective October 12, 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 Northridge Ventures Inc. for the fiscal
years ended May 31, 2010 and 2009, are incorporated by reference from the Form
10-K filed on August 13, 2010.

The unaudited Financial Statements of Northridge Ventures Inc. for the three
month period ended August 31, 2010, are incorporated by reference from the
amended Form 10-Q filed on October 8, 2010.

(b)     Exhibits

Exhibit 3.1      Amended and Restated Bylaws of Northridge Ventures Inc.

Exhibit 10.1     Mineral Claim Purchase Agreement between Northridge Ventures
                 Inc. and Thomas Mills

Exhibit 10.2     Promissory note dated October 8, 2010

                                   SIGNATURE

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.

                                         NORTHRIDGE  VENTURES  INC.

Date: October 12, 2010                   /s/ Caroline Rechia
                                         Caroline  Rechia
                                         President  &  Chief  Executive  Officer