UNITED ~~STATESSECURITIES~~STATES ~~AND EXCHANGE~~ SECURITIES ANDEXCHANGE COMMISSIONWashington, D.C. 20549

FORM 8-K

CURRENT ~~REPORTPursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934~~REPORT

~~JANUARY~~Pursuant ~~16,~~to ~~2006Date~~Section of13 ~~Report~~OR 15(~~Date~~d) of The ~~earliest~~Securities ~~event~~Exchange ~~reported)~~Act of 1934

~~RED~~Date ~~SKY~~of ~~RESOURCES INC.~~Report (~~Exact~~Date ~~name~~ of ~~registrant~~earliest asevent reported) ~~specified~~July in5, ~~its charter)~~2006

NEVADA	000-51241	98-0443283
(State or other jurisdiction	(Commission File	(IRS Employer
of incorporation)	Number)	Identification No.)

SOURCE PETROLEUM INC.
(Exact name of registrant as specified in its charter)

Suite 2410, 650 West Georgia Street
PO Box 11524
Vancouver, British Columbia, Canada	V6B 4N7
(Address of principal executive offices)	(Zip Code)

Nevada
(State or other jurisdiction of incorporation)

000-51241
(Commission File Number)

98-0443283
(IRS Employer Identification No.)

Suite 305 –1530 West 8th Avenue
Vancouver, British Columbia, V6J 5M6, Canada
(Address of principal executive offices and Zip Code)

(778) 863-2259
Registrant's telephone number, including area code

Red Sky Resources Inc.(~~604)~~Former ~~689-8336Registrant's~~name ~~telephone~~or ~~number~~former address, if ~~including~~changed ~~area~~since ~~code~~last report)

~~NOT~~Check ~~APPLICABLE(Former~~the ~~name~~appropriate orbox ~~former~~below ~~address,~~ if ~~changed~~the Form ~~since~~8-K ~~last~~filing ~~report)~~is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

~~Check~~[ ~~the~~] ~~appropriate~~Written ~~box~~communications ~~below~~pursuant ~~if the Form 8-K is intended~~ to ~~simultaneously~~Rule ~~satisfy~~425 ~~the~~under ~~filingobligation of~~ the ~~registrant~~Securities ~~under~~Act ~~any~~(17 ~~of the~~CFR ~~following provisions:~~230.425)

~~¨ Written~~[ ~~communications~~ ] Soliciting material pursuant to Rule 14a-12 ~~425~~ under the Exchange Act (17 CFR ~~230~~240.~~425~~14a -12)

~~¨ Soliciting material~~[ ] Pre-commencement communications pursuant to Rule ~~14a~~14d-122(b) under the Exchange Act (17 CFR 240.~~14a~~ 14d -122(b))

¨ [ ] Pre-commencement ~~communications~~ communications pursuant to Rule ~~14d~~13e-24(bc) under the Exchange Act (17 CFR 240.~~14d~~13e -24(bc))

~~¨ Pre-commencement communications~~Item ~~pursuant~~3.02 toUnregistered ~~Rule~~Sales ~~13e-4(c)~~of ~~under~~Equity ~~the Exchange Act (17 CFR 240.13e -4(c))~~Securities

~~SECTION~~On July 5, 2006, we closed a private placement consisting of 4 -,003,327 ~~MATTERS~~units ~~RELATED~~of TOour ~~ACCOUNTANTS~~securities ~~AND~~at a price of US$1.50 ~~FINANCIAL~~per ~~STATEMENTS~~unit for gross proceeds of $6,004,991. Each unit of the securities consists of one common share in the capital of our company and one common share purchase warrant, with one of such warrants entitling the holder thereof to purchase one share of our common stock at a price of USD$2.25 per share. All of the warrants will be exercisable before July 5, 2008.

~~Item~~ - ~~4.01~~2 ~~Changes in Registrant’s Certifying Accountant~~-

~~The Company has engaged Peterson Sullivan PLLC, Chartered~~ ~~Accountants,~~We ofissued ~~Seattle,~~the ~~Washington,~~securities asto ~~its~~eighteen ~~principal~~(18) ~~independent auditors effective January 16, 2006~~non-U.S. ~~The~~persons ~~Company's~~(as ~~former~~that ~~principal~~term ~~independent~~is ~~auditors were~~defined ~~Moore~~in ~~Stephens~~Regulation ~~Ellis~~S ~~Foster~~of ~~Ltd,~~the ~~Chartered~~Securities ~~Accountants~~Act ~~(“Moore~~of ~~Stephens Ellis Foster”~~1933), ~~who~~in ~~were~~an ~~subsequently~~offshore ~~acquired~~transaction byrelying ~~Ernst~~on &Regulation ~~Young~~S ~~LLP~~and/or ~~("Ernst &~~Section ~~Young"~~4(2), ~~Chartered~~of ~~Accountants. Concurrent with~~ the ~~appointment~~Securities ofAct ~~Peterson Sullivan, Ernst & Young have resigned as principal independent auditors~~ of ~~the~~1933 ~~Company~~and ~~effective~~to ~~January~~two ~~16,~~(2) ~~2006~~U.S. ~~The~~Accredited ~~decision~~Investor to(as ~~change principal~~this ~~independent~~term ~~auditors~~is ~~has~~defined ~~been~~in ~~approved~~Regulation byD under the ~~Company’s~~1933 ~~board of directors~~Act).

~~The~~Item ~~report~~9.01 ofFinancial ~~Moore~~Statements ~~Stephens Ellis Foster dated January 14, 2005 on the balance sheets of the Company for the years ended December 31, 2004~~ and ~~2003,~~Exhibits. ~~the~~10.1 ~~related~~Form ~~statement~~ of ~~stockholders'~~Subscription equity (deficit) for the period from October 14, 2001 (inception) to December 31, 2004 and the related statements of operations and cash flows for each of the years ended December 31, 2004 and 2003 and for the period from October 14, 2001 (inception) to December 31, 2004 did not contain an adverse opinion or disclaimer of opinion, nor was it modified as to uncertainty, audit scope, or accounting principles, other than to state that there is substantial doubt as to the ability of the Company to continue as a going concern.Agreement

~~In connection with the audit of the years ended December 31,~~ ~~2004 and 2003 and the period from October 14, 2001 (inception) to December 31,~~SIGNATURES 2004 and during the subsequent interim period through to the date of their resignation, there were no disagreements with Moore Stephens Ellis Foster or Ernst & Young on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedures, which disagreements if not resolved to the satisfaction of Moore Stephens Ellis Foster or Ernst & Young would have caused them to make reference thereto in their reports on the Company’s audited financial statements.

~~The~~ Pursuant ~~Company~~to ~~has~~the ~~provided~~requirements ~~Ernst & Young with a copy~~ of the ~~foregoing~~ ~~disclosures and has requested in writing that Ernst & Young furnish it with a letter addressed to the~~ Securities ~~and~~ Exchange ~~Commission stating~~Act ~~whether~~of or1934, ~~not~~the ~~they~~registrant ~~agree with such disclosures. The Company~~ has ~~received~~ ~~the~~duly ~~requested~~caused ~~letter~~this ~~from~~report ~~Ernst~~to &be ~~Young~~signed ~~wherein~~on ~~they~~its ~~have~~behalf ~~confirmed their~~by ~~agreement to~~ the ~~Company’s~~undersigned ~~disclosures.~~hereunto Aduly ~~copy of Ernst & Young’s letter has been filed as an exhibit to this report~~authorized.

~~SECTION~~ RED ~~9 -~~SKY ~~FINANCIAL~~RESOURCES ~~STATEMENTS~~INC. By: ~~AND~~/s/ ~~EXHIBITS~~Jeff Gillis

~~ITEM~~ Jeff ~~9.01~~Gillis President, Chief Executive Officer, Chief Financial ~~Statements~~Officer, Treasurer, Secretary and ~~Exhibits~~Director

~~(a)~~ Date: ~~Financial~~July ~~Statements~~6, ~~of Business Acquired.~~2006

Not applicable.

(b) Pro forma Financial Information.

Not applicable.

(d) Exhibits

Exhibit	Description
16.1	Letter from Ernst & Young, dated January 16, 2006(1)

(1) Filed as an Exhibit to this Current Report on Form 8-K.

SIGNATURES

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

	RED SKY RESOURCES INC.
Date: January 16, 2006	By:	/s/ D. Barry Lee
	Title:	D. BARRY LEE
		President and Chief Executive Officer

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