UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~May~~November 3130, 2012

o [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________.

Commission File Number: 333-169970

~~MOVIE~~BROOKFIELD ~~TRAILER~~RESOURCES ~~GALAXY,~~ INC.

(Exact name of registrant as specified in its charter)

Nevada		32-0309203
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
11022 Aqua Vista Street, Suite 10 Studio City, CA		91602
5045 Orbitor Drive, Bldg. 10, Suite 200 Mississauga, Ontario, Canada		L4W 4Y4
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code (~~310~~877) ~~746~~216-~~6464~~9586

Not applicable

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

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

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

Yes [ ] No [X]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer o [ ] Accelerated filer o [ ] Non-accelerated filer [ ] (Do not check if a smaller reporting company) Smaller reporting company [X]

~~Non-accelerated~~Indicate ~~filer o~~by ~~(Do~~check ~~not~~mark ~~check~~whether ifthe aregistrant ~~smaller~~is ~~reporting~~a shell company (as defined in Rule 12b-2 of the Act) ~~Smaller~~. ~~reporting~~Yes ~~company~~ [ ] No [X] x

~~Indicate~~As byof ~~check~~January ~~mark~~14, ~~whether~~2013, ~~the~~there ~~registrant~~were is437,503,920 ashares ~~shell~~of ~~company~~Common ~~(as~~Stock, ~~defined~~par invalue ~~Rule 12b-2 of the Act)~~$0.0001 ~~Yes~~per oshare, ~~No x~~outstanding.

AsBROOKFIELD ~~of July~~RESOURCES ~~13, 2012, there were 2,343,800 shares of Common Stock, par value $0~~INC.~~0001 per share, outstanding.~~

MOVIE TRAILER GALAXY, INC.

QUARTERLY REPORT ON FORM 10-Q

~~MAY~~November 3130, 2012

TABLE OF CONTENTS

PART 1 - FINANCIAL INFORMATION
		PAGE
Item 1.	Financial Statements (Unaudited)	F-1
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	6
Item 4.	Controls and Procedures	6
PART II - OTHER INFORMATION
Item 1.	Legal Proceedings	7
Item 1A.	Risk Factors	7
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	7
Item 3.	Defaults Upon Senior Securities	7
Item 4.	Mine Safety Disclosure	7
Item 5.	Other Information	7
Item 6.	Exhibits	7
SIGNATURES		8


PART 1 - FINANCIAL INFORMATION
	PAGE
Item 1. Financial Statements (Unaudited)	2
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	3
Item 3. Quantitative and Qualitative Disclosures About Market Risk	5
Item 4. Controls and Procedures	5

PART II - OTHER INFORMATION

Item 1. Legal Proceedings
Item 1A. Risk Factors	6
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	6
Item 3. Defaults Upon Senior Securities	6
Item 4. Mine Safety Disclosure	6
Item 5. Other Information	6
Item 6. Exhibits	6

SIGNATURES	7

CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION

This Quarterly Report on Form 10-Q (this “Report”) contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements discuss matters that are not historical facts. Because they discuss future events or conditions, forward-looking statements may include words such as “anticipate,” “believe,” “estimate,” “intend,” “could,” “should,” “would,” “may,” “seek,” “plan,” “might,” “will,” “expect,” “predict,” “project,” “forecast,” “potential,” “continue” negatives thereof or similar expressions. Forward-looking statements speak only as of the date they are made, are based on various underlying assumptions and current expectations about the future and are not guarantees. Such statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, level of activity, performance or achievement to be materially different from the results of operations or plans expressed or implied by such forward-looking statements.

We cannot predict all of the risks and uncertainties. Accordingly, such information should not be regarded as representations that the results or conditions described in such statements or that our objectives and plans will be achieved and we do not assume any responsibility for the accuracy or completeness of any of these forward-looking statements. These forward-looking statements are found at various places throughout this Report and include information concerning possible or assumed future results of our operations, including statements about potential acquisition or merger targets; business strategies; future cash flows; financing plans; plans and objectives of management; any other statements regarding future acquisitions, future cash needs, future operations, business plans and future financial results, and any other statements that are not historical facts.

These forward-looking statements represent our intentions, plans, expectations, assumptions and beliefs about future events and are subject to risks, uncertainties and other factors. Many of those factors are outside of our control and could cause actual results to differ materially from the results expressed or implied by those forward-looking statements. In light of these risks, uncertainties and assumptions, the events described in the forward-looking statements might not occur or might occur to a different extent or at a different time than we have described. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Report. All subsequent written and oral forward-looking statements concerning other matters addressed in this Report and attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this Report.

Except to the extent required by law, we undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, a change in events, conditions, circumstances or assumptions underlying such statements, or otherwise.

CERTAIN TERMS USED IN THIS REPORT

When this report uses the words “we,” “us,” “our,” and the “Company,” they refer to ~~Movie~~Brookfield ~~Trailer~~Resources ~~Galaxy,~~ Inc. “SEC” refers to the Securities and Exchange Commission.

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

~~Movie~~Brookfield ~~Trailer~~Resources ~~Galaxy,~~ Inc.

(A Development Stage Company)

~~May~~November 3130, 2012 and 2011

Index to the Financial Statements

Contents	Page(s)
Balance Sheets as May 31, 2012 (Unaudited) and August 31, 2011	F-2
Balance Sheets as November 30, 2012 (Unaudited) and August 31, 2012	F-1
Statements of Operations for the Nine Months Ended May 31, 2012 and 2011 and for the Period from April 27, 2010 (Inception) through May 31, 2012 (Unaudited)	F-3
Statements of Operations for the three Months Ended November 30, 2012 and 2011 and for the Period from April 27, 2010 (Inception) through November 30, 2012 (Unaudited)	F-2
Statements of Operations for the Three Months Ended May 31, 2012 and 2011 (Unaudited)	F-4
Statement of Stockholders’ Equity (Deficit) for the Period from April 27, 2010 (Inception) through November 30, 2012 (Unaudited)	F-3
Statement of Stockholders’ Equity (Deficit) for the Period from April 27, 2010 (Inception) through May 31, 2012 (Unaudited)	F-5
Statements of Cash Flows for the three Months Ended November 30, 2012 and 2011 and for the Period from April 27, 2010 (Inception) through November 30, 2012 (Unaudited)	F-4
Statements of Cash Flows for the Nine Months Ended May 31, 2012 and 2011 and for the Period from April 27, 2010 (Inception) through May 31, 2012 (Unaudited)	F-6
Notes to the Financial Statements (Unaudited)	F-5
Notes to the Financial Statements (Unaudited)	F-7

~~F-1~~2

Movie Trailer Galaxy, Inc.
Brookfield Resources Inc.
(A Development Stage Company)
(An Exploration Stage Company)
Balance Sheets
	May 31, 2012			August 31, 2011
			November 30, 2012			August 31, 2012
	~~(Unaudited)~~		(Unaudited)
Current assets
Assets
Cash	$	1,887		$	2,083
Current assets
Total current assets		1,887			2,083
Cash		$	-		$	380
Total assets	$	1,887		$	2,083
Prepaid expenses			-			500
Liabilities and stockholders' deficit
Total current assets			-			880
Current liabilities:
Other assets
Accrued expenses	$	18,069		$	9,468
Mineral Resources Claim Rights			26,674			-
Advances from stockholder		11,500			-
Total other assets			26,674			-
Total current liabilities		29,569			9,468
Total assets		$	26,674		$	880
Total Liabilities		29,569			9,468
Liabilities and stockholders' deficit
Stockholders' deficit
Current liabilities:
Preferred stock: $0.0001 par value: 10,000,000 shares authorized;
Accrued expenses		$	100		$	21,329
none issued or outstanding		-			-
Advances from stockholder			42,226			14,500
Common stock: $0.0001 par value: 500,000,000 shares authorized;
Total current liabilities			42,326			35,829
2,343,800 shares issued and outstanding		234			234
Total Liabilities			42,326			35,829
Additional paid-in capital		42,206			42,206
Stockholders' deficit
Deficit accumulated during the development stage		(70,122	)		(49,825	)
Preferred stock: $0.0001 par value: 10,000,000 shares authorized;
Total stockholders' deficit		(27,682	)		(7,385	)
none issued or outstanding			-			-
Total liabilities and stockholders' deficit	$	1,887		$	2,083
Common stock: $0.0001 par value: 900,000,000 shares authorized;
437,503,920 and 138,751,200 shares issued and outstanding, respectively			43,750			13,875
Additional paid-in capital			66,479			28,565
Accumulated deficit			(77,389)			(77,389)
Deficit accumulated during the exploration stage			(48,492)			-
Total stockholders' deficit			(15,652)			(34,949)
Total liabilities and stockholders' deficit		$	26,674		$	880

See accompanying notes to the financial statements.

F-21

Movie Trailer Galaxy, Inc.
Brookfield Resources Inc.
(A Development Stage Company)
(Formerly Movie Trailer Galaxy, Inc.)
Statements of Operations
(An Exploration Stage Company)
	For the Nine Months Ended May 31, 2012			For the Nine Months Ended May 31, 2011			For the Period from April 27, 2010 (inception) through May 31, 2012
Statements of Operations
	(Unaudited)			(Unaudited)			(Unaudited)
									For the Period from
Revenues	$	-		$	-		$	-
			For the Three Months			For the Three Months			September 1, 2012
Operating expenses
			Ended			Ended			(Exploration) through
Compensation		4,500			4,500			10,650
			November 30, 2012			November 30, 2011			November 30, 2012
Professional fees		15,151			38,619			57,470
			(Unaudited)			(Unaudited)			(Unaudited)
General and administrative expenses		646			445			2,002
Revenues earned during the exploration stage		$	-		$	-		$	-
Total operating expenses		20,297			43,564			70,122
Operating expenses
Loss before taxes		(20,297	)		(43,564	)		(70,122	)
Compensation			500			-			500
Income tax provision		-			-			-
Professional fees			10,245			-			10,245
Net loss	$	(20,297	)	$	(43,564	)	$	(70,122	)
General and administrative expenses			37,747			-			37,747
Net loss per common share:
Total operating expenses			48,492			-			48,492
- Basic and diluted	$	(0.01	)	$	(0.02	)
Loss from continuing operations before income tax provision			(48,492)			-			(48,492)
Weighted average common shares outstanding
Income tax provision			-			-			-
- basic and diluted		2,343,800			2,343,800
Net loss from continuing operations			(48,492)			-			(48,492)
Discontinued operations
Loss from operations of discontinued operations, net of tax			-			(8,637)			-
Loss from discontinued operations, net of tax			-			(8,637)			-
Net loss		$	(48,492)		$	(8,637)		$	(48,492)
Net loss per common share:
- Basic and diluted
Continuing operations		$	(0.00)		$	-
Discontinued operations			-			(0.00)
		$	(0.00)		$	(0.00)
Weighted average common shares outstanding
- basic and diluted			348,863,988			138,751,200

See accompanying notes to the financial statements.

F-32

Movie Trailer Galaxy, Inc.
Brookfield Resources Inc.
(A Development Stage Company)
(Formerly Movie Trailer Galaxy, Inc.)
Statements of Operations
(An Exploration Stage Company)
	For the Three Months				For the Three Months
Statement of Stockholders' Equity (Deficit)
	Ended				Ended
For the Interim Period ended November 30, 2012
	May 31, 2012				May 31, 2011
(Unaudited)
	(Unaudited)				(Unaudited)
										Deficit
Revenues	$	-			$	-
	Common Stock, $0.0001 Par Value									Accumulated		Total
Operating expenses
	Number of					Additional		Accumulated		during the		Stockholders'
Compensation		1,500				1,500
	Shares		Amount			Paid-in Capital		Deficit		Exploration Stage		Equity (Deficit)
Professional fees		2,472				24,552
Balance, April 27, 2010 (inception)	1,500,000		$	150		$	-	$	-	$	-	$	150
General and administrative expenses		384				231
Contribution to capital				-			100		-		-		100
Total operating expenses		4,356				26,283
Shares issued for cash from June 23, 2010
Loss before taxes		(4,356	)			(26,283	)
through August 31, 2010 at $0.05 per share	843,800			84			42,106		-		-		42,190
Income tax provision		-				-
Effect of forward stock split net of cancellations	136,407,400			13,641			(13,641)		-		-		-
Net loss	$	~~(4,356~~	)		$	~~(26,283~~	)		(544)		-		(544)
Net loss per common share:
Balance, August 31, 2010	138,751,200			13,875			28,565		(544)		-		41,896
- Basic and diluted	$	(0.00	)		$	(0.01	)
Net loss									(49,281)		-		(49,281)
Weighted average common shares outstanding
Balance, August 31, 2011	138,751,200			13,875			28,565		(49,825)		-		(7,385)
- basic and diluted		2,343,800				2,343,800
Net loss									(27,564)		-		(27,564)
Balance, August 31, 2012	138,751,200			13,875			28,565		(77,389)		-		(34,949)
Contribution to capital							41,115		-		-		41,115
Shares issued for acquisition of mineral claim rights on
September 27, 2012 at $0.000089 per share	298,752,720			29,875			(3,201)		-		-		26,674
Net loss									-		(48,492)		(48,492)
Balance, November 30, 2012	437,503,920		$	43,750		$	66,479	$	(77,389)	$	(48,492)	$	(15,652)

See accompanying notes to the financial statements.

F-43

Movie Trailer Galaxy, Inc.
Brookfield Resources Inc.
(A Development Stage Company)
(Formerly Movie Trailer Galaxy, Inc.)
Statement of Stockholders' Equity (Deficit)
(An Exploration Stage Company)
For the Period from April 27, 2010 (Inception) through May 31, 2012
Statements of Cash Flows
(Unaudited)
						For the Period from
	Common Stock, $0.0001 Par Value						Deficit
		For the Three Months		For the Three Months		September 1, 2012
	Number of Shares		Amount		Additional Paid-in Capital		Accumulated during the Development Stage				Total Stockholders' Equity (Deficit)
		Ended		Ended		(Exploration) through
Balance, April 27, 2010 (inception)		1,500,000	$	150	$	-		$	-			$	150
		November 30, 2012		November 30, 2011		November 30, 2012
Contribution to capital				-		100			-				100
		(Unaudited)		(Unaudited)		(Unaudited)
Shares issued for cash from June 23, 2010
Cash flows from operating activities:
through August 31, 2010 at $0.05 per share		843,800		84		42,106			-				42,190
Net loss	$	(48,492)	$	(8,637)	$	(48,492)
Net loss									(544	)			(544	)
Adjustments to reconcile net loss to net cash used in operating activities:
Balance, August 31, 2010		2,343,800		234		42,206			(544	)			41,896
Changes in operating assets and liabilities:
Net loss									(49,281	)			(49,281	)
Accrued expenses		(21,229)		5,051		(21,229)
Balance, August 31, 2011		2,343,800		234		42,206			(49,825	)			(7,385	)
Prepaid expenses		500		-		500
Net loss									(20,297	)			(20,297	)
Net cash used in operating activities		(69,221)		(3,586)		(69,221)
Balance, May 31, 2012		2,343,800	$	234	$	42,206		$	(70,122	)		$	(27,682	)
Cash flows from financing activities:
Proceeds from shareholder advances		27,726		4,000		27,726
Capital contribution		41,115		-		41,115
Net cash provided by financing activities		68,841		4,000		68,841
Net change in cash		(380)		414		(380)
Cash, beginning of period		380		2,083		380
Cash, end of period	$	-	$	2,497	$	-
Supplemental disclosure of cash flows information:
Interest paid	$	-	$	-	$	-
Income tax paid	$	-	$	-	$	-
Non-cash financing and investing transactions:
Common share issued for mineral resources claim rights	$	26,674	$	-	$	26,674

See accompanying notes to the financial statements.

F-54

Movie Trailer Galaxy, Inc.
(A Development Stage Company)
Statements of Cash Flows
							For the Period from
	For the Nine Months			For the Nine Months			April 27, 2010
	Ended			Ended			(inception) through
	May 31, 2012			May 31, 2011			May 31, 2012
	(Unaudited)			(Unaudited)			(Unaudited)
Cash flows from operating activities:
Net loss	$	(20,297	)	$	(43,564	)	$	(70,122	)
Adjustments to reconcile net loss to net cash used in operating activities:
Share issued for compensation		-			-			150
Changes in operating assets and liabilities:
Accrued expenses		8,601			8,319			18,069
Net cash used in operating activities		(11,696	)		(35,245	)		(51,903	)
Cash flows from financing activities:
Proceeds from shareholder advances		11,500			-			11,500
Captial contribution		-			-			100
Proceeds from sale of common stock		-			-			42,190
Net cash provided by financing activities		11,500			-			53,790
Net change in cash		(196	)		(35,245	)		1,887
Cash, beginning of period		2,083			42,246			-
Cash, end of period	$	1,887		$	7,001		$	1,887
Supplemental disclosure of cash flows information:
Interest paid	$	-		$	-		$	-
Income tax paid	$	-		$	-		$	-

Brookfield Resources Inc.

~~See~~(An ~~accompanying~~Exploration ~~notes~~Stage ~~to the financial statements.~~Company)

~~F-6~~November 30, 2012 and 2011

~~Movie~~Notes ~~Trailer~~to ~~Galaxy,~~the ~~Inc.~~Financial Statements

(~~A Development Stage Company~~Unaudited)

~~May 31, 2012 and 2011~~_______________________________________________

~~Notes~~Note to1 ~~the~~- ~~Financial~~Organization ~~Statements~~and Operations

Brookfield Resources Inc. (~~Unaudited~~formerly Movie Trailer Galaxy, Inc.)

~~Note~~Brookfield 1Resources -Inc., ~~Organization~~formerly ~~and~~Movie ~~Operations~~Trailer Galaxy, Inc., an exploration stage company, (the “Company”) was incorporated on April 27, 2010 under the laws of the State of Nevada.

~~Movie~~Discontinued ~~Trailer~~Operations Galaxy, Inc, a development stage company, (the “Company”) was incorporated on April 27, 2010 under the laws of the State of Nevada. The Company plans to provide information for movie lovers and access to related products.

~~Note~~Since 2April -27, ~~Summary~~2010, the Company had planned to provide information for movie lovers and access to related products. On September 27, 2012, the Company entered into an Asset Purchase Agreement for the purchase, transfer and assignment of ~~Significant~~various ~~Accounting~~exploration ~~Policies~~licenses from Matteo Sacco to the Company. Effective September 1, 2012, the Company changed its business strategy to the exploitation of mineral mining rights and discontinued the operation of its existing business plan of providing a comprehensive portal to preview the latest movie information. Therefore, as of September 1, 2012, the results of the operations of providing a comprehensive portal to preview the latest movie information have been classified as discontinued operations for all periods presented.

~~Basis~~Change ofin ~~Presentation – Unaudited Interim Financial Information~~Control

~~The~~On ~~accompanying~~September ~~unaudited~~11, ~~interim~~2012, ~~financial~~a ~~statements~~Stock ~~and~~Purchase ~~related~~Agreement ~~notes~~(the ~~have~~“SPA”) ~~been~~was ~~prepared~~entered ininto ~~accordance~~by ~~with~~and ~~accounting~~among ~~principles~~Movie ~~generally~~Trailer ~~accepted~~Galaxy, inInc. ~~the~~(“Movie ~~United~~Trailer” ~~States~~or ofthe ~~America (~~“~~U.S. GAAP~~Company”), ~~for~~Stephanie ~~interim financial information~~Wyss, ~~and with~~ (the ~~rules~~“Seller”), and ~~regulations~~Robert ofRoon (the ~~United States Securities and Exchange Commission (~~“~~SEC~~Purchaser”) ~~to Form 10-Q~~ and ~~Article~~together 8with ~~of Regulation S-X. Accordingly, they do not include all of~~ the ~~information~~Company and ~~footnotes~~the ~~required~~Seller, bythe U“Parties”).S. ~~GAAP~~Pursuant ~~for~~to ~~complete~~the ~~financial~~SPA, ~~statements. The~~the ~~unaudited~~Purchaser ~~interim~~purchased ~~financial~~an ~~statements~~aggregate ~~furnished reflect all adjustments (consisting~~ of ~~normal recurring accruals) which are~~840,000,000 inshares ~~the opinion~~ of ~~management,~~common ~~necessary~~stock ~~to a fair statement~~ of the ~~results~~Company ~~for~~(64% ~~the interim periods presented. Interim results are not necessarily indicative~~ of the ~~results~~outstanding ~~for~~shares) ~~the~~from ~~full year. These unaudited interim financial statements should be read in conjunction with~~ the ~~financial~~Seller ~~statements of the Company~~ for ~~the~~an ~~fiscal~~aggregate ~~year~~purchase ~~ended~~price ~~August~~of 31$25, ~~2011 and notes thereto contained in the Company’s Annual Report on Form 10-K filed with the SEC on November 29, 2011~~000.00.

~~Development~~On ~~Stage~~September 27, 2012, an Asset Purchase Agreement was entered into for the purchase, transfer and assignment of various exploration licenses from Matteo Sacco (“Seller”) to the Company. The exploration licenses were originally issued to Seller from the Nova Scotia Department of Natural Resources. The Company issued two hundred ninety eight million seven hundred fifty two thousand and seven hundred twenty (298,752,720) common shares for the acquisition of the exploration licenses to the Seller. The Company’s sole director at the time, Robert S. Roon, cancelled eight hundred and forty million (840,000,000) shares of common stock that were held by him which represented approximately 84.2% of the Company’s issued and outstanding shares. Upon cancellation of the shares held by Mr. Roon, the Seller owns approximately 68.3% of the Company’s issued and outstanding common shares.

~~The~~Robert S. Roon, the Company’s isChief aExecutive ~~development~~Officer, ~~stage~~Chief ~~company~~Financial asOfficer, ~~defined~~Secretary, byTreasurer ~~section~~and ~~915-10-20~~Director ofresigned as the ~~FASB~~Company’s ~~Accounting~~Chief ~~Standards~~Executive ~~Codification~~Officer, Chief Financial Officer, Secretary, and Treasurer. ~~The~~Matteo ~~Company~~Sacco iswas ~~still~~appointed ~~devoting~~as ~~substantially~~the ~~all~~Company’s ofPresident, ~~its~~Chief ~~efforts~~Executive onOfficer, ~~establishing~~Chief ~~the~~Financial ~~business~~Officer and ~~its~~Secretary. Robert ~~planned~~Roon’s ~~principal~~resignation ~~operations~~as ~~have~~an officer was not ~~commenced. All~~the ~~losses~~result ~~accumulated~~of ~~since~~any ~~inception~~disagreement ~~have~~with ~~been~~the ~~considered~~Company ason ~~part~~any ofmatter relating to the Company'’s ~~development~~operations, ~~stage~~policies ~~activities~~or practices.

~~Use~~Amendments ofto ~~Estimates~~the ~~and~~Certificate ~~Assumptions~~of Incorporation

~~The~~On ~~preparation~~September of17, ~~financial~~2012, ~~statements~~effective inOctober ~~conformity~~2, ~~with~~2012, ~~generally~~the ~~accepted~~Company ~~accounting~~filed ~~principles~~a ~~requires~~Certificate ~~management~~of toAmendment ~~make~~of ~~estimates~~Certificate ~~and~~of ~~assumptions~~Incorporation ~~that~~and ~~affect~~effectuated ~~the~~a ~~reported~~forward ~~amounts~~split of ~~assets~~all ~~and~~issued ~~liabilities~~ and ~~disclosure~~outstanding shares of ~~contingent~~common ~~assets~~stock, ~~and liabilities~~ at ~~the~~a ~~date~~ratio of ~~the~~five ~~financial~~hundred ~~statements~~ and ~~the~~sixty-for-one ~~reported~~(560:1) ~~amounts of revenues and expenses during~~ (the ~~reporting~~"Stock ~~period~~Split").

~~The~~On ~~Company’s~~September ~~significant~~26, ~~estimates~~2012, ~~and~~effective ~~assumptions~~November ~~include~~15, 2012, the ~~fair~~Company ~~value~~filed ofa ~~financial~~Certificate ~~instruments;~~of ~~income~~Amendment ~~tax~~of ~~rate,~~Certificate ~~income~~of ~~tax~~Incorporation ~~provision, deferred tax assets~~ and ~~the~~(i) ~~valuation~~changed ~~allowance~~its ofname ~~deferred~~to ~~tax~~Brookfield ~~assets,~~Resources ~~and~~Inc. ~~the~~("Brookfield ~~assumption~~Resources"); ~~that~~(ii) ~~the~~changed ~~Company~~its ~~will~~total ~~continue~~number asof acommon ~~going~~shares ~~concern. Those~~which ~~significant~~the ~~accounting~~Company ~~estimates~~is orauthorized ~~assumptions~~to ~~bear~~issue ~~the~~from ~~risk~~Two ofHundred ~~change~~and ~~due~~Eighty toBillion ~~the~~(280,000,000,000) ~~fact~~shares, ~~that~~par ~~there~~value ~~are~~$0.0001 ~~uncertainties~~per ~~attached~~share, to ~~those~~Nine ~~estimates~~Hundred orMillion ~~assumptions~~(900,000,000) ~~and~~shares, ~~certain~~par ~~estimates~~value or$0.0001 ~~assumptions~~per ~~are difficult to measure or value~~share.

Management bases its estimates on historical experience and on various assumptions that are believed to be reasonable in relation to the financial statements taken as a whole under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.F-5

~~Management~~Brookfield ~~regularly~~Resources ~~evaluates the key factors and assumptions used to develop the estimates utilizing currently available information, changes in facts and circumstances, historical experience and reasonable assumptions~~Inc. ~~After such evaluations, if deemed appropriate, those estimates are adjusted accordingly.~~

~~Actual~~(An ~~results~~Exploration ~~could~~Stage ~~differ from those estimates.~~Company)

~~F-7~~November 30, 2012 and 2011

~~Fair~~Notes ~~Value~~to ofthe Financial ~~Instruments~~Statements

The Company follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (~~“Paragraph 820-10-35-37”~~Unaudited) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.
Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.
Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

_______________________________________________

~~Financial~~All ~~assets~~shares ~~are~~and ~~considered~~per ~~Level~~share 3amounts ~~when~~in ~~their~~the ~~fair~~financial ~~values~~statements ~~are~~have ~~determined~~been ~~using~~adjusted ~~pricing~~to ~~models,~~give ~~discounted~~retroactive ~~cash~~effect ~~flow~~to ~~methodologies~~the orStock ~~similar techniques and at least one significant model assumption or input is unobservable~~Split.

~~The~~Cancellation fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one level described above, the categorization is based on the lowest level input that is significant to the fair value measurement of ~~the~~Common ~~instrument.~~Shares

~~The~~In ~~carrying~~September, ~~amounts~~2012, of the Company’s ~~financial~~authorized ~~assets~~the ~~and~~cancellation ~~liabilities,~~of ~~such as cash~~315, ~~accrued expenses and shareholder advances~~176,400 ~~approximate~~shares ~~their~~owned ~~fair~~by ~~values~~various ~~because~~shareholders ofwhich ~~the~~were ~~short~~returned ~~maturity~~to ~~of these instruments~~treasury.

~~Transactions~~On ~~involving~~October ~~related~~5, ~~parties cannot be presumed to be carried out on an arm's-length basis~~2012, as the ~~requisite~~Company ~~conditions~~had ofentered ~~competitive,~~certain ~~free-market~~agreements ~~dealings~~with ~~may~~various ~~not~~shareholders ~~exist.~~to ~~Representations~~cancel ~~about~~an ~~transactions~~aggregate ~~with~~of ~~related parties~~858, ~~if made~~600,400 ~~shall~~shares ~~not~~owned ~~imply~~by ~~that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated~~them.

ItAll isshares ~~not,~~and ~~however,~~per ~~practical~~share toamounts ~~determine~~in the ~~fair~~financial ~~value~~statements ofhave ~~advances~~been ~~from~~adjusted ~~stockholders,~~to ifgive ~~any,~~retroactive ~~due~~effect to ~~their~~the ~~related~~cancellation ~~party~~of ~~nature~~those common shares.

~~Fiscal~~Note ~~Year~~2 -~~End~~ Summary of Significant Accounting Policies

~~The~~Basis ~~Company~~of ~~elected~~Presentation ~~August~~- 31Unaudited asInterim ~~its~~Financial ~~fiscal year end date.~~Information

~~Cash~~The ~~Equivalents~~accompanying unaudited interim financial statements and related notes have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and with the rules and regulations of the United States Securities and Exchange Commission (“SEC”) to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. The unaudited interim financial statements furnished reflect all adjustments (consisting of normal recurring accruals) which are, in the opinion of management, necessary to a fair statement of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited interim financial statements should be read in conjunction with the financial statements of the Company for the fiscal year ended August 31, 2012 and notes thereto contained in the Company’s Annual Report on Form 10-K filed with the SEC on December 7, 2012.

~~The Company considers all highly liquid investments with maturities of three months or less at the time of purchase to be cash equivalents.~~Reclassification

~~Related~~Certain ~~Parties~~amounts in the prior period financial statements have been reclassified to conform to the current period presentation. These reclassifications had no effect on reported losses.

~~The~~Exploration ~~Company~~Stage ~~follows subtopic 850-10 of the FASB Accounting Standards Codification for the identification of related parties and disclosure of related party transactions.~~Company

~~Pursuant~~The ~~to Section 850-10-20 the related parties include a. affiliates of the~~ Company; ~~b. entities~~is ~~for~~an ~~which~~exploration ~~investments~~stage incompany ~~their~~as ~~equity~~defined ~~securities would be required, absent the election of the fair value option under the Fair Value Option Subsection of Section 825–10–15, to be accounted for~~ by ~~the~~section ~~equity method by the investing entity; c. trusts for the benefit of employees, such as pension and profit~~915-~~sharing~~235-50 ~~trusts that are managed by or under the trusteeship~~ of ~~management; d. principal owners of~~ the ~~Company;~~FASB ~~e. management~~Accounting ofStandards ~~the Company; f~~Codification. ~~other~~ ~~parties~~The ~~with which the~~ Company ~~may~~is ~~deal~~still ifdevoting ~~one~~substantially ~~party~~all ~~controls or can significantly influence the management or operating policies~~ of ~~the~~its ~~other~~efforts toon anestablishing ~~extent that one of~~ the ~~transacting~~business ~~parties~~and ~~might be prevented from fully pursuing~~ its ~~own~~planned ~~separate~~principal ~~interests;~~operations ~~and g. other parties that can significantly influence the management or operating policies of the transacting parties or that~~ have annot ~~ownership~~commenced. ~~interest~~All inlosses ~~one~~accumulated ofsince ~~the~~inception ~~transacting~~has ~~parties~~been ~~and~~considered ~~can~~as ~~significantly~~part ~~influence the other to an extent that one or more~~ of the ~~transacting~~Company's ~~parties~~exploration ~~might~~stage ~~be prevented from fully pursuing its own separate interests~~activities.

~~The~~Use ~~financial statements shall include disclosures~~ of ~~material~~Estimates ~~related party transactions, other than compensation arrangements, expense allowances,~~ and other similar items in the ordinary course of business. However, disclosure of transactions that are eliminated in the preparation of consolidated or combined financial statements is not required in those statements. The disclosures shall include: a. the nature of the relationship(s) involved; b. a description of the transactions, including transactions to which no amounts or nominal amounts were ascribed, for each of the periods for which income statements are presented, and such other information deemed necessary to an understanding of the effects of the transactions on the financial statements; c. the dollar amounts of transactions for each of the periods for which income statements are presented and the effects of any change in the method of establishing the terms from that used in the preceding period; and d. amounts due from or to related parties as of the date of each balance sheet presented and, if not otherwise apparent, the terms and manner of settlement.Assumptions

~~F-8~~The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period.

~~Commitment and Contingencies~~F-6

~~The~~Brookfield ~~Company~~Resources ~~follows subtopic 450-20 of the FASB Accounting Standards Codification to report accounting for contingencies~~Inc. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.

If(An ~~the~~Exploration ~~assessment~~Stage ~~of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the~~ Company’s consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed.)

~~Loss~~November ~~contingencies considered remote are generally not disclosed unless they involve guarantees~~30, in2012 which case the guarantees would be disclosed. Management does not believe, based upon information available at this time, that these matters will have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. However, there is no assurance that such matters will not materially and ~~adversely affect the Company’s business, financial position, and results of operations or cash flows.~~2011

~~Revenue~~Notes ~~Recognition~~to the Financial Statements

The Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (iUnaudited) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured.

~~Income Tax Provision~~_______________________________________________

The Company’s ~~accounts~~significant ~~for~~estimates ~~income taxes under Section 740-10-30 of the FASB Accounting Standards Codification. Deferred income tax assets~~ and ~~liabilities~~assumptions ~~are~~include ~~determined based upon differences between~~ the ~~financial~~fair ~~reporting~~value ~~and tax bases~~ of ~~assets~~financial ~~and~~instruments; ~~liabilities and are measured using~~ the ~~enacted~~carrying ~~tax~~value, ~~rates~~recoverability and ~~laws~~impairment, ~~that~~if ~~will~~any, beof inlong-lived ~~effect~~assets; ~~when~~income ~~the~~tax ~~differences~~rate, ~~are~~income ~~expected~~tax toprovision, ~~reverse. Deferred~~deferred tax assets ~~are~~and ~~reduced~~the ~~by a~~ valuation allowance toof ~~the~~deferred ~~extent~~tax ~~management~~assets, ~~concludes~~and itthe isassumption ~~more likely than not~~ that the ~~assets~~Company will ~~not~~continue beas ~~realized. Deferred~~a ~~tax~~going ~~assets~~concern. Those ~~and~~significant ~~liabilities~~accounting ~~are~~estimates ~~measured~~or ~~using~~assumptions ~~enacted~~bear ~~tax~~the ~~rates~~risk ~~expected~~of tochange ~~apply~~due to ~~taxable income in~~ the ~~years~~fact inthat ~~which~~there ~~those temporary differences~~ are ~~expected~~uncertainties attached to bethose ~~recovered~~estimates or ~~settled.~~assumptions, ~~The effect on deferred tax assets~~ and ~~liabilities~~certain ofestimates aor ~~change~~assumptions inare ~~tax~~difficult ~~rates~~to ismeasure ~~recognized~~or ~~in the statements of operations in the period that includes the enactment date~~value.

~~The~~Management ~~Company~~bases ~~adopted~~its ~~section~~estimates ~~740-10-25~~on ofhistorical ~~the~~experience ~~FASB~~and ~~Accounting~~on ~~Standards~~various ~~Codification~~assumptions ~~(“Section~~that ~~740-10-25”).~~are ~~Section~~believed ~~740-10-25 addresses the determination of whether tax benefits claimed or expected~~ to be ~~claimed~~reasonable onin arelation ~~tax~~to ~~return should be recorded in~~ the financial statements~~. Under~~ ~~Section~~taken ~~740-10-25,~~as ~~the~~a ~~Company~~whole ~~may~~under ~~recognize~~ the ~~tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities~~circumstances, ~~based on~~ the ~~technical~~results ~~merits~~ of ~~the~~which ~~position. The~~form ~~tax benefits recognized in~~ the ~~financial~~basis ~~statements~~for ~~from~~making ~~such~~judgments aabout ~~position should be measured based on~~ the ~~largest~~carrying ~~benefit~~values ~~that has a greater than fifty percent (50%) likelihood~~ of ~~being~~assets ~~realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest~~ and ~~penalties~~liabilities onthat ~~income~~are ~~taxes,~~not ~~accounting~~readily inapparent ~~interim~~from ~~periods~~other ~~and requires increased disclosures~~sources.

~~The~~Management ~~estimated~~regularly ~~future~~evaluates ~~tax effects of temporary differences between~~ the ~~tax~~key ~~basis~~factors ~~of assets~~ and ~~liabilities~~assumptions ~~are~~used ~~reported~~to indevelop the ~~accompanying~~estimates ~~consolidated~~utilizing ~~balance~~currently ~~sheets~~available information, aschanges ~~well~~in asfacts ~~tax credit carry-backs~~ and ~~carry-forwards.~~circumstances, ~~The~~historical ~~Company~~experience ~~periodically~~and ~~reviews~~reasonable ~~the~~assumptions. ~~recoverability~~After ofsuch ~~deferred~~evaluations, ~~tax~~if ~~assets~~deemed ~~recorded~~appropriate, onthose ~~its~~estimates ~~consolidated~~are ~~balance~~adjusted ~~sheets and provides valuation allowances as management deems necessary~~accordingly.

~~Management~~Actual ~~makes~~results ~~judgments~~could asdiffer tofrom ~~the~~those ~~interpretation of the tax laws that might be challenged upon an audit and cause changes to previous~~ estimates ~~of tax liability~~. In addition, the Company operates within multiple taxing jurisdictions and is subject to audit in these jurisdictions. In management’s opinion, adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.

~~F-9~~Fair Value of Financial Instruments

~~Uncertain~~The ~~Tax~~Company ~~Positions~~follows paragraph 825-10-50-10 of the FASB Accounting Standards Codification for disclosures about fair value of its financial instruments and paragraph 820-10-35-37 of the FASB Accounting Standards Codification (“Paragraph 820-10-35-37”) to measure the fair value of its financial instruments. Paragraph 820-10-35-37 establishes a framework for measuring fair value in generally accepted accounting principles (GAAP), and expands disclosures about fair value measurements. To increase consistency and comparability in fair value measurements and related disclosures, Paragraph 820-10-35-37 establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three (3) broad levels. The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The three (3) levels of fair value hierarchy defined by Paragraph 820-10-35-37 are described below:

The Company did not take any uncertain tax positions and had no adjustments to unrecognized income tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the interim period ended May 31, 2012 or 2011.


Level 1		Quoted market prices available in active markets for identical assets or liabilities as of the reporting date.

Level 2		Pricing inputs other than quoted prices in active markets included in Level 1, which are either directly or indirectly observable as of the reporting date.

Level 3		Pricing inputs that are generally observable inputs and not corroborated by market data.

~~Net~~Financial ~~Income~~assets ~~(Loss)~~are ~~per~~considered ~~Common~~Level ~~Share~~3 when their fair values are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable.

~~Net~~The ~~income~~fair ~~(loss)~~value ~~per~~hierarchy ~~common~~gives ~~share~~the ishighest ~~computed~~priority ~~pursuant~~ to ~~section~~quoted ~~260-10-45~~prices ~~of the FASB Accounting Standards Codification. Basic net income~~ (~~loss~~unadjusted) ~~per~~in ~~common~~active ~~share~~markets isfor ~~computed~~identical byassets ~~dividing~~or ~~net~~liabilities ~~income~~and ~~(loss) by~~ the ~~weighted~~lowest ~~average~~priority ~~number~~to ofunobservable ~~shares~~inputs. If ofthe ~~common~~inputs ~~stock~~used ~~outstanding~~to ~~during~~measure the ~~period. Diluted~~financial ~~net~~assets ~~income~~and ~~(loss)~~liabilities ~~per~~fall ~~common~~within ~~share~~more isthan ~~computed~~one bylevel ~~dividing~~described ~~net~~above, ~~income (loss) by~~ the ~~weighted~~categorization ~~average~~is ~~number~~based ofon ~~shares~~the oflowest ~~common~~level ~~stock~~input ~~and~~that ~~potentially~~is ~~dilutive~~significant ~~outstanding shares of common stock during the period~~ to ~~reflect~~ the ~~potential~~fair ~~dilution~~value ~~that~~measurement ~~could~~of ~~occur~~the ~~from common shares issuable through contingent shares issuance arrangement, stock options or warrants~~instrument.

~~There~~The ~~were~~carrying noamounts ~~potentially~~of ~~dilutive~~the ~~common~~Company’s ~~shares~~financial ~~outstanding~~assets ~~for~~and ~~the~~liabilities, ~~interim~~such ~~period~~as ~~ended~~cash, ~~May~~accrued 31expenses and shareholder advances, ~~2012~~approximate ortheir ~~2011~~fair values because of the short maturity of these instruments.

~~Cash Flows Reporting~~F-7

~~The~~Brookfield ~~Company~~Resources adopted paragraph 230-10-45-24 of the FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the indirect or reconciliation method (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to report net cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and paymentsInc. The Company reports the reporting currency equivalent of foreign currency cash flows, using the current exchange rate at the time of the cash flows and the effect of exchange rate changes on cash held in foreign currencies is reported as a separate item in the reconciliation of beginning and ending balances of cash and cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to paragraph 830-230-45-1 of the FASB Accounting Standards Codification.

~~Subsequent~~(An ~~Events~~Exploration Stage Company)

~~The~~November Company follows the guidance in Section 855-10-50 of the FASB Accounting Standards Codification for the disclosure of subsequent events. The Company will evaluate subsequent events through the date when the financial statements were issued. Pursuant to ASU 2010-09 of the FASB Accounting Standards Codification30, ~~the~~2012 ~~Company~~and ~~as an SEC filer considers its financial statements issued when they are widely distributed to users, such as through filing them on EDGAR.~~2011

~~Recently~~Notes ~~Issued~~to ~~Accounting~~the ~~Pronouncements~~Financial Statements

~~FASB Accounting Standards Update No. 2011-05~~(Unaudited)

In June 2011, the FASB issued the FASB Accounting Standards Update No. 2011-05 “Comprehensive Income” (“ASU 2011-05”), which was the result of a joint project with the IASB and amends the guidance in ASC 220, Comprehensive Income, by eliminating the option to present components of other comprehensive income (OCI) in the statement of stockholders’ equity. Instead, the new guidance now gives entities the option to present all non-owner changes in stockholders’ equity either as a single continuous statement of comprehensive income or as two separate but consecutive statements. Regardless of whether an entity chooses to present comprehensive income in a single continuous statement or in two separate but consecutive statements, the amendments require entities to present all reclassification adjustments from OCI to net income on the face of the statement of comprehensive income._______________________________________________

~~The~~Transactions ~~amendments~~involving inrelated ~~this~~parties ~~Update~~cannot ~~should~~be presumed to be ~~applied~~carried ~~retrospectively~~out ~~and~~on ~~are~~an ~~effective~~arm's-length ~~for~~basis, ~~public~~as ~~entity~~the ~~for~~requisite ~~fiscal~~conditions ~~years~~of competitive, ~~and~~free-market ~~interim~~dealings ~~periods~~may ~~within~~not ~~those~~exist. ~~years,~~Representations ~~beginning~~about ~~after~~transactions ~~December~~with 15related parties, ~~2011~~if made, shall not imply that the related party transactions were consummated on terms equivalent to those that prevail in arm's-length transactions unless such representations can be substantiated.

~~F-10~~It is not, however, practical to determine the fair value of advances from stockholders, if any, due to their related party nature.

~~FASB~~Fiscal ~~Accounting Standards Update No. 2011~~Year-08End

In September 2011, the FASB issued the FASB Accounting Standards Update No. 2011-08 “Intangibles—Goodwill and Other: Testing Goodwill for Impairment” (“ASU 2011-08”). This Update is to simplify how public and nonpublic entities test goodwill for impairment. The ~~amendments~~Company ~~permit~~elected anAugust ~~entity~~31 ~~to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount~~ as a basis for determining whether it is necessary to perform the two-step goodwill impairment test described in Topic 350. Under the amendments in this Update, an entity is not required to calculate the fair value of a reporting unit unless the entity determines that it is more likely than not that its ~~fair~~fiscal ~~value~~year isend ~~less than its carrying amount~~date.

~~The~~Cash ~~guidance is effective for interim and annual periods beginning on or after December 15, 2011. Early adoption is permitted.~~Equivalents

~~FASB~~The ~~Accounting~~Company ~~Standards~~considers ~~Update~~all ~~No.~~highly ~~2011-10~~liquid investments with maturities of three months or less at the time of purchase to be cash equivalents.

InMineral December 2011, the FASB issued the FASB Accounting Standards Update No. 2011-10 “Property, Plant and Equipment: Derecognition of in Substance Real Estate-a Scope Clarification” (“ASU 2011-09”). This Update is to resolve the diversity in practice as to how financial statements have been reflecting circumstances when parent company reporting entities cease to have controlling financial interests in subsidiaries that are in substance real estate, where the situation arises as a result of default on nonrecourse debt of the subsidiaries.Properties

The ~~amended~~Company ~~guidance~~follows Section 930 of the FASB Accounting Standards Codification for its mineral properties. Mineral properties and related mineral rights acquisition costs are capitalized pending determination of whether the drilling has found proved reserves. If a mineral ore body is ~~effective~~discovered, capitalized costs will be amortized on a unit-of-production basis following the commencement of production. Otherwise, capitalized acquisition costs are expensed when it is determined that the mineral property has no future economic value. General exploration costs and costs to maintain rights and leases, including rights of access to lands for ~~annual~~geophysical ~~reporting~~work ~~periods~~and ~~ending~~salaries, equipment, and supplies for geologists and geophysical crews are expensed as incurred. When it is determined that a mining deposit can be economically and legally extracted or produced based on established proven and probable reserves, further exploration costs and development costs as well as interest costs relating to exploration and development projects that require greater than six (6) months to be readied for their intended use incurred after ~~June~~such 15determination will be capitalized. The establishment of proven and probable reserves is based on results of final feasibility studies which indicate whether a property is economically feasible. Upon commencement of commercial production, ~~2012~~ capitalized costs will be transferred to the appropriate asset categories and amortized on a unit-of-production basis. Capitalized costs, net of salvage values, relating to a deposit which is abandoned or considered uneconomic for ~~public~~the ~~entities~~foreseeable future will be written off. The ~~Early~~sale ~~adoption~~of a partial interest in a proved property is ~~permitted~~accounted for as a cost recovery and no gain or loss is recognized as long as this treatment does not significantly affect the unit-of-production amortization rate. A gain or loss will be recognized for all other sales of proved properties and will be classified in other operating revenues. Maintenance and repairs are charged to expense, and renewals and betterments are capitalized to the appropriate property and equipment accounts.

~~FASB~~The ~~Accounting~~provision ~~Standards~~for ~~Update~~depreciation, ~~No.~~depletion ~~2011~~and amortization (“DD&A”) of mineral properties will be calculated on a property-11by-property basis using the unit-of-production method. Taken into consideration in the calculation of DD&A are estimated future dismantlement, restoration and abandonment costs, which are net of estimated salvage values. Upon becoming fully amortized, the related cost and accumulated amortization are removed from the accounts.

InTo ~~December 2011~~date, the ~~FASB~~Company ~~issued~~has ~~the~~not ~~FASB~~established Accounting Standards Update No. 2011-11 “Balance Sheet: Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This Update requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the ~~effect~~commercial offeasibility ~~those arrangements on its financial position. The objective~~ of ~~this~~any ~~disclosure~~exploration isprospects; totherefore, ~~facilitate~~all ~~comparison~~general ~~between~~exploration ~~those~~costs, ~~entities~~if ~~that~~any, ~~prepare~~are ~~their~~being ~~financial statements on the basis of U~~expended.~~S. GAAP and those entities that prepare their financial statements on the basis of IFRS.~~

~~The~~Related ~~amended guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods.~~Parties

The Company follows subtopic 850-10 of the FASB Accounting Standards ~~Update~~Codification ~~No.~~for ~~2011-12~~the identification of related parties and disclosure of related party transactions.

~~In December 2011, the FASB issued the FASB Accounting Standards Update No. 2011~~F-12 “Comprehensive Income: Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05” (“ASU 2011-12”). This Update is a deferral of the effective date pertaining to reclassification adjustments out of accumulated other comprehensive income in ASU 2011-05. FASB is to going to reassess the costs and benefits of those provisions in ASU 2011-05 related to reclassifications out of accumulated other comprehensive income. Due to the time required to properly make such a reassessment and to evaluate alternative presentation formats, the FASB decided that it is necessary to reinstate the requirements for the presentation of reclassifications out of accumulated other comprehensive income that were in place before the issuance of Update 2011-05.8

~~All~~Brookfield ~~other~~Resources requirements in Update 2011-05 are not affected by this Update, including the requirement to report comprehensive income either in a single continuous financial statement or in two separate but consecutive financial statementsInc. ~~Public entities should apply these requirements for fiscal years, and interim periods within those years, beginning after December 15, 2011.~~

~~Other~~(An ~~Recently~~Exploration ~~Issued,~~Stage ~~but not yet Effective Accounting Pronouncements~~Company)

~~Management~~November ~~does not believe that any other recently issued~~30, ~~but~~2012 ~~not~~and ~~yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.~~2011

~~Note~~Notes 3to –the ~~Going~~Financial ~~Concern~~Statements

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business.(Unaudited)

~~F-11~~_______________________________________________

AsPursuant ~~reflected~~to inSection 850-10-20 the ~~accompanying~~related ~~financial~~parties ~~statements,~~include a. affiliates of the Company; ~~had~~b. aentities ~~deficit~~for ~~accumulated~~which ~~during~~investments in their equity securities would be required, absent the ~~development~~election ~~stage~~of atthe ~~May~~fair 31value option under the Fair Value Option Subsection of Section 825-10-15, ~~2012~~to be accounted for by the equity method by the investing entity; c. trusts for the benefit of employees, asuch ~~net~~as ~~loss~~pension and ~~net~~profit-sharing ~~cash~~trusts ~~used~~that inare ~~operating~~managed ~~activities~~by ~~for~~or under the ~~interim~~trusteeship ~~period~~of ~~then~~management; ~~ended,~~d. ~~respectively,~~principal owners of the Company; e. management of the Company; f. other parties with nowhich ~~revenues~~the ~~earned~~Company ~~during~~may deal if one party controls or can significantly influence the ~~period~~management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests; and g. ~~These~~other ~~factors~~parties ~~raise~~that ~~substantial~~can ~~doubt~~significantly ~~about~~influence the ~~Company’s~~management ~~ability~~or operating policies of the transacting parties or that have an ownership interest in one of the transacting parties and can significantly influence the other to ~~continue~~an asextent athat ~~going~~one ~~concern~~or more of the transacting parties might be prevented from fully pursuing its own separate interests.

~~While~~The ~~the~~financial ~~Company~~statements isshall ~~attempting~~include todisclosures ~~commence~~of ~~operations~~material ~~and~~related ~~generate~~party ~~revenues~~transactions, ~~the~~other ~~Company’s~~than ~~cash~~compensation ~~position~~arrangements, ~~may~~expense ~~not~~allowances, beand ~~sufficient~~other ~~enough~~similar toitems ~~support~~in the ~~Company’s~~ordinary ~~daily~~course ~~operations~~of business. ~~Management~~ ~~intends~~However, todisclosure ~~raise~~of ~~additional~~transactions ~~funds~~that byare ~~way~~eliminated ofin athe ~~private~~preparation of consolidated or ~~public~~combined ~~offering~~financial statements is not required in those statements. ~~Management~~ ~~believes~~The ~~that~~disclosures shall include: a. the ~~actions~~nature ~~presently~~of ~~being~~the ~~taken~~relationship(s) involved; b. a description of the transactions, including transactions to ~~further~~which ~~implement~~no ~~its~~amounts ~~business~~or ~~plan~~nominal ~~and~~amounts ~~generate~~were ~~revenues~~ascribed, ~~provide~~for each of the ~~opportunity~~periods for ~~the~~which ~~Company~~income statements are presented, and such other information deemed necessary to ~~continue~~an asunderstanding aof ~~going~~the ~~concern. While~~effects of the ~~Company~~transactions ~~believes~~on inthe financial statements; c. the ~~viability~~dollar amounts of ~~its~~transactions ~~strategy~~for toeach ~~generate~~of ~~revenues~~the periods for which income statements are presented and inthe ~~its~~effects ~~ability~~of toany ~~raise~~change ~~additional~~in ~~funds,~~the ~~there~~method ~~can~~of beestablishing nothe ~~assurances~~terms tofrom that ~~effect~~used in the preceding period; and d. ~~The~~ ~~ability~~amounts ofdue ~~the~~from ~~Company~~or to ~~continue~~related parties as aof ~~going~~the ~~concern~~date isof ~~dependent~~each ~~upon~~balance ~~the~~sheet ~~Company’s~~presented ~~ability~~and, toif ~~further~~not ~~implement~~otherwise ~~its~~apparent, ~~business~~the ~~plan~~terms and ~~generate~~manner ~~revenues~~of settlement.

~~The~~Commitment ~~financial statements do not include any adjustments related to the recoverability~~ and ~~classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.~~Contingencies

~~Note~~The 4Company –follows ~~Stockholders’~~subtopic ~~Equity~~450-20 of the FASB Accounting Standards Codification to report accounting for contingencies. Certain conditions may exist as of the date the consolidated financial statements are issued, which may result in a loss to the Company but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.

~~Shares~~If ~~Authorized~~the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potential material loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, and an estimate of the range of possible losses, if determinable and material, would be disclosed.

~~Upon~~Loss ~~formation~~contingencies ~~the~~considered ~~total~~remote ~~number~~are ofgenerally ~~shares~~not ofdisclosed ~~all~~unless ~~classes~~they ofinvolve ~~stock~~guarantees, in which case the ~~Company~~guarantees iswould ~~authorized~~be todisclosed. Management ~~issue~~does isnot ~~Five~~believe, ~~Hundred~~based ~~Ten~~upon ~~Million~~information ~~(510~~available at this time,~~000~~ that these matters will have a material adverse effect on the Company’s consolidated financial position,~~000)~~ ~~shares~~results of ~~which~~operations ~~Ten~~or ~~Million~~cash ~~(10~~flows. However,~~000,000)~~ ~~shares~~there ~~shall~~is beno ~~Preferred~~assurance ~~Stock,~~that ~~par~~such ~~value~~matters ~~$0.0001~~will ~~per~~not ~~share,~~materially and ~~Five~~adversely ~~Hundred~~affect ~~Million~~the ~~(500~~Company’s business,~~000,000)~~ ~~shares~~financial ~~shall~~position, beand ~~Common~~results ~~Stock,~~of ~~par~~operations ~~value~~or ~~$0.0001~~cash ~~per share~~flows.

~~Common Stock~~F-9

OnBrookfield ~~April~~Resources ~~27, 2010, the Company issued 1,500,000 common shares to its Chief Executive Officer at the par value of $0~~Inc.~~0001 per share or $150 for compensation upon formation of the Company.~~

~~For~~(An ~~the~~Exploration ~~period~~Stage ~~from June 23, 2010 through November 30, 2010, the~~ Company ~~sold 843,800 shares of its common stock in a private placement at $0.05 per share to 40 individuals for $42,190.~~)

~~Capital~~November ~~Contribution~~30, 2012 and 2011

InNotes ~~May 2010, the Company’s Chief Executive Officer contributed $100 for general working capital~~ to the ~~Company.~~Financial Statements

~~Note 5 – Related Party Transactions~~(Unaudited)

~~Free Office Space~~_______________________________________________

~~The~~Revenue ~~Company has been provided office space by its Chief Executive Officer at no cost. The management determined that such cost is nominal and did not recognize the rent expense in its financial statement.~~Recognition

~~Employment~~The ~~Agreement~~Company follows paragraph 605-10-S99-1 of the FASB Accounting Standards Codification for revenue recognition. The Company recognizes revenue when it is realized or realizable and earned. The Company considers revenue realized or realizable and earned when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) the product has been shipped or the services have been rendered to the customer, (iii) the sales price is fixed or determinable, and (iv) collectability is reasonably assured.

OnMineral ~~September~~Exploration ~~1, 2010, the Company entered into an employment agreement (“Employment Agreement”) with its president~~ and ~~chief~~Development executive officer (“Employee”), which requires that the Employee to be paid a minimum of $500 per month for three (3) years from date of signing. Either employee or the Company has the right to terminate the Employment Agreement upon thirty (30) days’ notice to the other party.Costs

~~Shareholder~~All ~~Advances~~exploration expenditures are expensed as incurred. Costs of acquisition and option costs of mineral rights are capitalized upon acquisition. Mine development costs incurred to develop mineral deposits, to expand the capacity of mines or to develop mine areas substantially in advance of production are also capitalized once proven and probable reserves exist, and the property is determined to be a commercially mineable property. Costs incurred to maintain current production or to maintain assets on a standby basis are charged to operations. If the Company does not continue with exploration after the completion of the feasibility study, the cost of mineral rights will be expensed at that time. Costs of abandoned projects, including related property and equipment costs, are charged to mining costs. To determine if these costs are in excess of their recoverable amount, periodic evaluations of the carrying value of capitalized costs and any related property and equipment costs are performed. These evaluations are based upon expected future cash flows and/or estimated salvage value.

~~Cash~~Equity ~~shortfall~~Instruments isIssued currently funded by the Company’s majority shareholder and Chief Executive Officer, Stephanie Wyss. Cash shortfall in the next 12 months may be funded by Ms. Wyss; however, there was no agreement between Ms. Wyss and the Company with regard to ~~the~~Parties ~~future~~Other ~~funding~~Than ofEmployees ~~the~~for ~~Company,~~Acquiring ~~and~~Goods ~~Ms. Wyss is not obligated to provide the funding to the Company. In the event of no funding~~ or ~~insufficient funding from Ms. Wyss, the Company may have to scale back or stop its business development.~~Services

~~From~~The ~~February~~Company ~~29,~~accounts ~~2012~~for ~~through~~equity ~~May~~instruments ~~31,~~issued ~~2012,~~to ~~the~~parties ~~Company~~other ~~received~~than ~~$6,000~~employees ~~from~~for ~~the~~acquiring ~~majority~~goods ~~shareholder. All~~or ~~advances~~services ~~are~~under ~~due~~guidance onof ~~demand~~Sub-topic ~~and~~505-50 ~~non~~of the FASB Accounting Standards Codification (“Sub-~~interest~~topic ~~bearing~~505-50”).

AsPursuant ofto ~~May~~ASC 31Section 505-50-30, ~~2012~~all transactions in which goods or services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, ~~shareholder~~whichever ~~advances~~is ~~were~~more ~~$11~~reliably measurable. The measurement date used to determine the fair value of the equity instrument issued is the earlier of the date on which the performance is complete or the date on which it is probable that performance will occur. If the Company is a newly formed corporation or shares of the Company are thinly traded the use of share prices established in the Company’s most recent private placement memorandum (PPM”),~~500~~ or weekly or monthly price observations would generally be more appropriate than the use of daily price observations as such shares could be artificially inflated due to a larger spread between the bid and asked quotes and lack of consistent trading in the market.

~~Note~~Income 6Tax ~~– Subsequent Events~~Provision

The Company ~~has~~accounts ~~evaluated~~for ~~all~~income ~~events~~taxes ~~that~~under ~~occur~~Section ~~after~~740-10-30 of the ~~balance~~FASB ~~sheet~~Accounting ~~date~~Standards ~~through~~Codification. Deferred ~~the~~income ~~date~~tax ~~when~~assets and liabilities are determined based upon differences between the financial ~~statements~~reporting ~~were~~and ~~issued~~tax tobases ~~determine~~of ifassets ~~they~~and ~~must~~liabilities and are measured using the enacted tax rates and laws that will be ~~reported~~in effect when the differences are expected to reverse. Deferred ~~The~~tax ~~Management~~assets ofare reduced by a valuation allowance to the ~~Company~~extent ~~determined~~management concludes it is more likely than not that ~~there~~the ~~were~~assets nowill ~~reportable~~not ~~subsequent~~be ~~events~~realized. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be ~~disclosed~~recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the statements of operations in the period that includes the enactment date.

F-1210

~~Item~~Brookfield 2.Resources ~~Management’s Discussion and Analysis of Financial Condition and Results of Operations~~Inc.

~~The~~(An ~~following~~Exploration ~~discussion~~Stage provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our financial statements and notes thereto contained elsewhere in this Report. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements.Company)

~~Overview~~November 30, 2012 and 2011

WeNotes were incorporated in the State of Nevada on April 27, 2010 as Movie Trailer Galaxy, Inc. and are based in Studio City, California. We are a development stage company and have not commenced operations. We are proceeding with our business plan by providing moviegoers with a comprehensive portal to ~~preview~~ the ~~latest~~Financial ~~movie information. We have begun taking certain steps in furtherance of our business plan by constructing and updating our website.~~Statements

Our website, www.movietrailergalaxy.com, serves as a movie blog which displays the latest movies, trailers and box office information. The website will be fully automated, gathering information from official movie website sources such as the Internet Movie Database (~~“IMDB”~~Unaudited), Yahoo Movies and Youtube. We have received a going concern opinion from our auditor. We anticipate that we will be able to generate revenue through website advertisements via the use of Google Adsense, as well as through Amazon banner advertisements, which will provide for payments on a per click basis.

We do not consider our self a blank check company and we do not have any plan, arrangement, or understanding to engage in a merger or acquisition with any other entity. We do not consider ourselves a blank check company, as we have a specific business plan and have moved forward with our business operations. Specifically we, while in the development stage, are proceeding with our business plan by constructing and implementing an automated website. We have taken certain steps in furtherance of this business plan including establishing the website and programming. As of the date hereof, we have integrated Amazon and Google accounts and ads to our website, and we hope to start generating revenues._______________________________________________

~~Business~~The ~~Strategy~~Company adopted section 740-10-25 of the FASB Accounting Standards Codification (“Section 740-10-25”). Section 740-10-25 addresses the determination of whether tax benefits claimed or expected to be claimed on a tax return should be recorded in the financial statements. Under Section 740-10-25, the Company may recognize the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position should be measured based on the largest benefit that has a greater than fifty percent (50%) likelihood of being realized upon ultimate settlement. Section 740-10-25 also provides guidance on de-recognition, classification, interest and ~~Objectives~~penalties on income taxes, accounting in interim periods and requires increased disclosures.

~~Our~~The ~~blog~~estimated isfuture ~~powered~~tax byeffects aof ~~growing~~temporary ~~web~~differences ~~portal~~between ~~resource for movie information communications enthusiasts based on~~ the ~~development~~tax basis of ~~new~~assets ~~movies to online technology. We plan to provide up-to-date information for movie lovers~~ and ~~access~~liabilities toare ~~related~~reported ~~products through our website, MovieTrailerGalaxy.com. Our mission is to become the movie lover’s online hub~~ in the ~~global~~accompanying ~~market.~~consolidated Webalance ~~intend~~sheets, toas ~~spread~~well ~~our reach throughout the global world~~ as wetax ~~empower~~credit ~~the~~carry-backs ~~movie~~and ~~enthusiast’s culture~~carry-forwards. AtThe ~~Movie~~Company ~~Trailer~~periodically ~~Galaxy,~~reviews ~~Inc.,~~the werecoverability ~~intend~~of todeferred ~~strive~~tax toassets ~~give~~recorded ~~the~~on ~~Movie~~its ~~Enthusiast’s~~consolidated ~~community~~balance asheets ~~way~~and toprovides ~~support~~valuation ~~each~~allowances ~~other~~as ~~and~~management ~~benefit~~deems ~~from one another~~necessary.

WeManagement ~~have objectives~~makes injudgments ~~order~~as to ~~fulfill~~the ~~our~~interpretation ~~desire~~of tothe ~~participate~~tax ~~and~~laws ~~achieve~~that might be challenged upon an ~~ever-growing~~audit ~~market~~and ~~share~~cause changes to previous estimates of tax liability. In addition, the ~~exciting~~Company ~~industry~~operates ~~that~~within itmultiple taxing jurisdictions and is ~~entering~~subject to audit in these jurisdictions. ~~These~~In ~~key~~management’s ~~objectives~~opinion, ~~include:~~adequate provisions for income taxes have been made for all years. If actual taxable income by tax jurisdiction varies from estimates, additional allowances or reversals of reserves may be necessary.

1.Uncertain ~~Establishing~~Tax ourselves throughout the Global world as the movie lover’s online hub of choice, and penetrate the market in the business of providing education, information, and networking ability from the Web Portal. 2. Utilize creative, first-class public relations, advertising, and marketing to raise public awareness of the site. 3. Develop management capabilities to ensure a strong foundation for participation in a rapidly growing company.Positions

~~Our~~The ~~Operating~~Company ~~Strategy~~did not take any uncertain tax positions and had no adjustments to unrecognized income tax liabilities or benefits pursuant to the provisions of Section 740-10-25 for the interim period ended November 30, 2012 or 2011.

~~Our~~Net ~~website~~Income is(Loss) ~~being programmed~~per toCommon display the latest movies, trailers and box office information. The website will be fully automated and will not require user interaction for maintenance. We will achieve the automated update process by implementing custom made scripts that will gather information from official movie sources like IMDB, Yahoo Movies and YouTube. The update script will run every day and should not affect the site’s availability during the process, as we expect it to takes about 10-20 seconds to complete.Share

~~Information~~Net ~~such~~income as(loss) ~~posters,~~per ~~trailer~~common ~~links~~share ~~and~~is ~~movie~~computed ~~information,~~pursuant ~~will~~to besection ~~stored~~260-10-45 inof the ~~internal~~FASB ~~database~~Accounting Standards Codification. Basic ~~The~~net ~~links~~income ~~for~~(loss) ~~the~~per ~~movie~~common ~~trailers~~share ~~will~~is becomputed ~~stored~~by individing ~~the~~net ~~database~~income ~~and~~(loss) by the ~~actual~~weighted ~~trailers~~average ~~will~~number ~~stream~~of ~~directly~~shares ~~from~~of ~~the~~common ~~source~~stock inoutstanding during the ~~form~~period. Diluted ofnet ~~links.~~income ~~This~~(loss) ~~process~~per common share is ~~similar~~computed toby ~~what~~dividing ~~bloggers~~net doincome to(loss) ~~get~~by ~~their~~the ~~content.~~weighted ~~Bloggers~~average ~~find~~number ~~information~~of onshares of common stock and potentially dilutive outstanding shares of common stock during the ~~internet~~period ~~from~~to ~~various~~reflect ~~sources,~~the ~~and~~potential ifdilution itthat ~~contains~~could ~~video,~~occur ~~they~~from ~~can~~common ~~simply~~shares ~~embed~~issuable itthrough incontingent ~~their~~shares ~~blogs~~issuance orarrangement, ~~link~~stock ~~directly~~options toor itwarrants.

2There were no potentially dilutive common shares outstanding for the interim period ended November 30, 2012 or 2011.

~~Our~~Cash ~~website~~Flows links to the actual movie trailers hosted at IMDB, Yahoo or YouTube using a “light box” or “iframe” that elegantly displays the trailers without the user having to leave our site. Linking the trailers saves money on hosting expenses, as video streaming requires costly high-capacity servers. Our website can be hosted in a shared hosting environment, which typically costs approximately $10-$25 per month. The website includes a 600+ movie database, the automation script, the domain name, an on-line function which allows the user to add, edit, and delete individual movies and the information.Reporting

~~There~~The isCompany noadopted ~~guarantee~~paragraph ~~that~~230-10-45-24 ~~anyone~~of ~~will~~the ~~visit~~FASB Accounting Standards Codification for cash flows reporting, classifies cash receipts and payments according to whether they stem from operating, investing, or financing activities and provides definitions of each category, and uses the ~~site. Our~~indirect ~~initial~~or ~~focus~~reconciliation ismethod (“Indirect method”) as defined by paragraph 230-10-45-25 of the FASB Accounting Standards Codification to ~~provide~~report ~~movie~~net ~~trailers~~cash flow from operating activities by adjusting net income to reconcile it to net cash flow from operating activities by removing the effects of (a) all deferrals of past operating cash receipts and payments and all accruals of expected future operating cash receipts and payments and (b) all items that are included in net income that do not affect operating cash receipts and payments. The Company reports the ~~latest~~reporting ~~movies~~currency equivalent of foreign currency cash flows, using the current exchange rate at the time of the cash flows and ~~then~~the ~~branch~~effect ~~into~~of ~~foreign~~exchange ~~movies~~rate aschanges ~~well.~~on Wecash ~~feel~~held ~~there~~in foreign currencies is reported as a ~~market~~separate ~~for~~item ~~previewing~~in ~~all~~the ~~movie~~reconciliation ~~trailers~~of onbeginning ~~one~~and ~~site~~ending balances of cash and cash equivalents and separately provides information about investing and financing activities not resulting in cash receipts or payments in the period pursuant to paragraph 830-230-45-1 of the FASB Accounting Standards Codification.

We believe the world of video communications enthusiasts comprises a lot of people, from amateurs, to expert professionals. We believe that a website which provides such resources is likely to become a popular online destination point for consumers in the global market.F-11

~~Competition~~Brookfield Resources Inc.

~~The~~(An ~~industry~~Exploration weStage intend to compete in is the Movie Trailer industry. We have competition from various other websites that offer similar services such as themovieblog.com, moviesblog.mtv.com, and ugo.com/movies. We intend to compete with other movie trailer websites by implementing our marketing plan.Company)

~~Marketing~~November ~~Plan~~30, 2012 and ~~Overview~~2011

~~MovieTrailerGalaxy.com~~Notes ~~has a comprehensive marketing plan which includes online and industry magazine advertising, search engine articles, radio spots, podcasts, and press pieces. In addition, we will advertise~~ to our customers through video email and video cell phone transmissions. We expect that our current customers will recommend and refer us to other target users. We have chosen this strategy because we believe it represents the ~~most~~Financial ~~efficient correlation of costs, communication to our target market, and brand recognition.~~Statements

~~We intend to promote our business operations through a comprehensive marketing plan including search engine optimization~~ (~~“SEO”~~Unaudited), online advertising, viral marketing, social networking, blogs, various industry magazines, search engine articles, radio spots, podcasts, press pieces, and pieces in interest-specific magazines. In addition, we plan to emphasize spreading important messages through video email and video cell phone transmissions to users.

We have chosen this strategy because it represents the most efficient correlation of costs, communication to our target market, and brand recognition. We intend to continue to monitor how this translates to sales and will be open to experimenting with alternative opportunities for increasing sales. We also place a great emphasis on our ability to generate good word-of-mouth business among our target users._______________________________________________

WeSubsequent believe our primary role in the marketplace is being a provider of a preferred Movie Lovers Online Destination. We want our target users to think about us whenever they think about new movie releases or finding great deals in the industry. We want them to choose to visit with us because it will facilitate their deal-making and love of movies in exciting ways. Events

~~Our~~The ~~management~~Company ~~believes~~follows ~~very~~the ~~strongly~~guidance in ~~finding~~Section ~~the most cost~~855-~~effective~~10-50 ~~ways~~of ~~to market and promote~~ the ~~Company.~~FASB WeAccounting ~~will~~Standards ~~base~~Codification ~~our~~for ~~promotion~~the ~~strategy~~disclosure ~~on a combination~~ of ~~online~~subsequent ~~marketing strategies~~events. WeThe Company will ~~utilize internet~~evaluate ~~presence~~subsequent inevents ~~conjunction~~through ~~with~~the ~~search~~date ~~engine~~when ~~methodology,~~the ~~and~~financial ~~good~~statements ~~word-of-mouth~~were ~~advertising~~issued. Pursuant Weto ~~will~~ASU ~~emphasize~~2010-09 ~~video email and cell phone transmissions~~ of ~~important messages to users. The company also places great emphasis on~~ the ~~training~~FASB ofAccounting ~~key~~Standards ~~personnel~~Codification, ~~and employees such that they represent a continual promotion opportunity for~~ the ~~company.~~Company Weas ~~expect~~an ~~our~~SEC ~~single~~filer ~~greatest~~considers ~~promotional~~its ~~tool~~financial ~~will~~statements beissued ~~the~~when ~~good~~they ~~will~~are ~~and~~widely ~~positive~~distributed ~~word-of-mouth~~to ~~advertising we generate among our individual~~ users, ~~and~~such ~~our~~as ~~businesses.~~through ~~Our~~filing ~~promotion~~them ~~strategy~~on ~~is based in serving our target users~~EDGAR.

3Recently Issued Accounting Pronouncements

~~Search~~FASB ~~Engine~~Accounting ~~Optimization~~Standards Update No. 2011-08

~~Our~~In ~~website~~September is2011, ~~already~~the ~~optimized~~FASB ~~for~~issued ~~search~~the ~~engines~~FASB Accounting Standards Update No. 2011-08 “Intangibles—Goodwill and Other: Testing Goodwill for Impairment” (~~SEO~~“ASU 2011-08”). This ~~helps~~Update ~~search~~is ~~engines~~to ~~like~~simplify ~~Google,~~how ~~Yahoo,~~public and ~~Bing~~nonpublic toentities ~~properly~~test ~~index~~goodwill ~~our~~for ~~site~~impairment. WeThe ~~anticipate~~amendments ~~that~~permit ~~after~~an weentity ~~start~~to ~~marketing~~first ~~our~~assess ~~site~~qualitative wefactors ~~will~~to ~~see~~determine ~~noticeable~~whether ~~increases~~it ~~and~~is ~~decreases~~more inlikely ~~our~~than ~~website~~not ~~traffic~~that ~~daily.~~the Wefair ~~believe~~value ~~this~~of a reporting unit is ~~typical~~less inthan its carrying amount as a basis for determining whether it is necessary to perform the ~~marketing~~two-step ~~phase~~goodwill impairment test described in Topic 350. ~~Once~~Under ~~our~~the ~~site~~amendments isin ~~fully~~this ~~automated~~Update, wean ~~will~~entity ~~concentrate~~is onnot required to calculate the ~~marketing~~fair value of a reporting unit unless the ~~website~~entity determines that it is more likely than not that its fair value is less than its carrying amount.

~~Our~~The ~~Pricing~~guidance ~~Strategy~~is effective for interim and annual periods beginning on or after December 15, 2011. Early adoption is permitted.

~~We seek~~FASB aAccounting ~~balance~~Standards ~~between~~Update ~~quality of offering, price, and the value that may be derived from the competition~~No. We believe we offer the best balance of these aspects in the minds of our target users. Our pricing strategy is linked to our value proposition and our sales, and marketing strategies highlight this connection in ways that are easy for target users to understand. Ultimately, our goal is for our target users equate MovieTrailerGalaxy.com with great value.2011-11

~~Promotion~~In ~~Strategy~~December 2011, the FASB issued the FASB Accounting Standards Update No. 2011-11 “Balance Sheet: Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This Update requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRS.

~~Our~~The ~~management believes~~amended ~~strongly~~guidance inis ~~finding the most cost-~~effective ~~ways~~for toannual ~~market~~reporting ~~and~~periods ~~promote~~beginning ~~the offerings. We will base our promotion strategy~~ on aor ~~combination~~after ofJanuary ~~online~~1, ~~marketing strategies. We will utilize internet presence in conjunction with search engine methodology~~2013, and ~~word-of-mouth~~interim ~~advertising.~~periods Wewithin ~~will~~those ~~emphasize~~annual ~~video email and cell phone transmissions of important messages to users~~periods.

~~Our~~FASB ~~single~~Accounting ~~greatest~~Standards ~~promotional~~Update ~~tool will be the goodwill and positive word-of-mouth advertising we generate among our individual users and our businesses~~No. Our promotion strategy is based in serving our target users. We believe that if we make sure that our target users are fulfilled and satisfied with their purchase, then every marketing or sales program we utilize will resonate with our ethic of service.2012-02

~~Sales~~In ~~Strategy~~July 2012, the FASB issued the FASB Accounting Standards Update No. 2012-02 “Intangibles—Goodwill and Other (Topic 350) Testing Indefinite-Lived Intangible Assets for Impairment” (“ASU 2012-02”).

~~We have~~This ~~one~~Update ~~channel~~is ofintended ~~sales:~~to ~~online.~~reduce Wethe ~~intend~~cost toand ~~grow~~complexity ~~our~~of ~~sales~~testing ~~force~~indefinite-lived tointangible ~~meet~~assets ~~our~~other ~~sales~~than ~~and~~goodwill ~~revenue~~for ~~goals~~impairment. ~~Our~~This ~~web~~guidance ~~portal~~builds ~~will~~upon bethe ~~our~~guidance ~~critical sales~~in ~~channel~~ASU ~~for~~2011-08, ~~our~~entitled ~~Company.~~Testing WeGoodwill ~~plan~~for toImpairment. ~~view~~ASU ~~our~~2011-08 ~~sales~~was ~~strategy~~issued ason ~~being~~September ~~partially~~15, ~~fulfilled~~2011, ~~through~~and ~~the~~feedback ~~implementation~~from ofstakeholders ~~our~~during ~~marketing~~the ~~plan,~~exposure ~~which~~period ~~includes~~related ~~print~~to ~~ads,~~the ~~and~~goodwill ~~internet~~impairment ~~advertising.~~testing Weguidance ~~will~~was ~~consider~~that ~~i.)~~the ~~our~~guidance ~~key~~also ~~personnel,~~would ~~and~~be ~~ii.)~~helpful ~~our~~in ~~existing~~impairment ~~clientele,~~testing tofor beintangible ~~the most important~~ assets ofother ~~our~~than ~~sales strategy~~goodwill.

~~Revenue~~The revised standard allows an entity the option to first assess qualitatively whether it is more likely than not (that is, a likelihood of more than 50 percent) that an indefinite-lived intangible asset is impaired, thus necessitating that it perform the quantitative impairment test. An entity is not required to calculate the fair value of an indefinite-lived intangible asset and perform the quantitative impairment test unless the entity determines that it is more likely than not that the asset is impaired.

In order to generate revenue, we have established accounts with Google Adsense and an Amazon Store. Google Adsense ads pay on a per click basis. As of the date hereof, we have integrated Amazon and Google accounts and ads to our website, and we hope to start generating revenues. When the Google Adsense and Amazon Store accounts are linked to our website, every time a user enters our website, Google will display relevant ads to the user and if the user clicks the ad, we will get paid a percentage of what Google charges to the advertiser. The movie entertainment niche has highF-paying keywords on the Google Adsense network. We expect to see individual clicks paying more than one dollar in this niche. Top advertisers include movie rental services and TV providers such as Netflix, Blockbuster, DirecTV, Dish Network, individual Movie studios and many more. All the ads displayed by Google are fetched automatically and displayed in our website. All we need is a Google Adsense account. The Amazon store runs on autopilot also, and pays us a flat commission on every item purchased by our visitors.12

WeBrookfield ~~also~~Resources ~~plan to display Amazon banners throughout the whole website~~Inc. We intend to have an Amazon affiliate account. Furthermore, our ad system is scalable such that we can virtually integrate any kind of ad, lead, or CAP network into the site. We can also sell banner ads privately or adapt any other type of monetization method. The website is already optimized for search engines (SEO). This helps search engines like Google, Yahoo, Bing, etc. to properly index our site as we start creating back links and submitting our site to various directories. After we start marketing our site and creating back links, we will start seeing traffic spikes go up and down every day. This is very normal in the marketing phase and every site will experience the so called “Google dance” after it starts to take off. The site will get traffic even if it is not marketed at all, as new movies and more content get added weekly; this is one of the many advantages of the Word press platform, Google likes its structure and will keep indexing the new content.

4(An Exploration Stage Company)

WeNovember ~~plan to offer Trailers of Foreign Movies as well~~30, ~~and~~2012 ~~targeting International markets such as Bollywood in India, the largest movie industry in the world. We also plan to offer Movie News,~~ and ~~interactive functionality with other social networks (such as Facebook and MySpace) with certain unique movie-related abilities for advertising.~~2011

~~Employees~~Notes to the Financial Statements

As of the date hereof, we have no full time employees. Our President and sole officer and director spends approximately 20 hours per week on Company matters. We plan to employ more qualified employees in the near future.(Unaudited)

~~Results of Operations For the Quarterly Period Ended May 31, 2012.~~_______________________________________________

~~Revenues~~This ~~and~~Update ~~Cost~~is ofeffective ~~Revenues. We~~for ~~had~~annual noand ~~revenues~~interim orimpairment ~~cost~~tests ofperformed ~~revenues~~in ~~for~~fiscal ~~the~~years ~~period~~beginning ~~ended~~after ~~May~~September 3115, 2012. We Earlier ~~are~~implementation inis ~~the formation stage as our business was formed on April 27, 2010 and no revenue activities have yet begun~~permitted.

~~Operating~~Other ~~Expenses.~~Recently ~~For the period ended May 31~~Issued, ~~2012~~but wenot ~~incurred~~yet aEffective ~~total~~Accounting of $4,356 in operating expenses, comprised of Compensation expenses of $1,500, Professional Fee expenses of $2,472, and General and Administrative expenses of $384. In comparison, for the period ended May 31, 2011 we incurred a total of $26,283 in operating expenses, comprised of Compensation expenses of $1,500, Professional Fee expenses of $24,552, and General and Administrative expenses of $231. The reason for the decrease in operating expenses was our legal and accounting fees decreased.Pronouncements

~~Liquidity~~Management ~~and~~does ~~Capital~~not ~~Resources~~believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.

~~Our~~Note ~~cash~~3 ~~and~~- ~~cash~~Going ~~equivalents totaled approximately $1,887 at May 31, 2012.~~Concern

~~Net~~The ~~Cash~~accompanying ~~Used~~financial instatements ~~Operating~~have ~~Activities. We~~been ~~had~~prepared ~~($11,696)~~assuming ~~cash~~that ~~used in operating activities for~~ the ~~nine~~Company ~~months~~will ~~ended~~continue ~~May 31, 2012,~~ as ~~compared~~a togoing ~~($35~~concern,~~245)~~ ~~cash~~which ~~used~~contemplates incontinuity ~~operating~~of ~~activities~~operations, ~~for~~realization ~~the~~of ~~nine months ended May 31~~assets, ~~2011.~~and ~~The~~liquidation ~~reason~~of ~~for~~liabilities ~~the decrease~~ in ~~net~~the ~~cash~~normal ~~used~~course inof ~~operating activities is we have operating expenses and we are unable to generate revenue~~business.

~~Net~~As ~~Cash~~reflected ~~Provided~~in ~~By/Used~~the inaccompanying ~~Investing~~financial ~~Activities. We~~statements, ~~did~~the ~~not~~Company ~~use~~had a deficit accumulated during its exploration stage at November 30, 2012, a net loss and net cash used in ~~investing~~operating activities for the ~~nine~~interim ~~months~~period then ended, ~~May 31~~respectively, ~~2012~~with no revenues earned during the period. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

~~Net~~While ~~Cash~~the ~~Provided~~Company Byis ~~Financing~~attempting ~~Activities. We~~to ~~generated~~commence ~~$11~~operations and generate revenues,~~500~~ ~~from~~the ~~financing~~Company’s ~~activities~~cash position may not be sufficient enough to support the Company’s daily operations. Management intends to raise additional funds by way of a private or public offering. Management believes that the actions presently being taken to further implement its business plan and generate revenues provide the opportunity for the ~~nine~~Company ~~months~~to ~~ended~~continue ~~May~~as 31a going concern. While the Company believes in the viability of its strategy to generate revenues and in its ability to raise additional funds, ~~2012~~there can be no assurances to that effect. The ability of the Company to continue as a going concern is dependent upon the Company’s ability to further implement its business plan and generate revenues.

~~Critical~~The ~~Accounting~~financial ~~Policies~~statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

~~None.~~Note 4 - Stockholders’ Deficit

~~Recent~~Shares ~~Accounting Pronouncements~~Authorized

InUpon ~~June~~formation ~~2011,~~ the ~~FASB~~total ~~issued~~number ~~the~~of ~~FASB~~shares ~~Accounting~~of ~~Standards~~all ~~Update~~classes ~~No.~~of ~~2011-05~~stock ~~“Comprehensive Income” (“ASU 2011-05”),~~ which ~~was~~ the ~~result~~Company ofis aauthorized ~~joint~~to ~~project~~issue ~~with~~is ~~the~~Five ~~IASB~~Hundred ~~and~~Ten ~~amends~~Million ~~the guidance in ASC 220~~(510, ~~Comprehensive Income~~000,000) byshares ~~eliminating the option to present components~~ of ~~other~~which ~~comprehensive~~Ten ~~income~~Million (~~OCI~~10,000,000) inshares ~~the~~shall ~~statement~~be ofPreferred ~~stockholders’ equity. Instead~~Stock, ~~the~~par ~~new~~value guidance now gives entities the option to present all non-owner changes in stockholders’ equity either as a single continuous statement of comprehensive income or as two separate but consecutive statements$0.0001 ~~Regardless~~per ofshare, ~~whether~~and anFive ~~entity~~Hundred ~~chooses~~Million to(500,000,000) ~~present~~shares ~~comprehensive~~shall ~~income~~be inCommon ~~a single continuous statement or in two separate but consecutive statements~~Stock, ~~the~~par ~~amendments~~value ~~require~~$0.0001 ~~entities~~per ~~to present all reclassification adjustments from OCI to net income on the face of the statement of comprehensive income~~share.

~~The~~On ~~amendments~~September in17, ~~this~~2012, ~~Update~~effective ~~should~~October be2, ~~applied~~2012, ~~retrospectively~~the ~~and~~Company ~~are~~filed ~~effective~~a ~~for~~Certificate ~~public~~of ~~entity~~Amendment ~~for~~of ~~fiscal~~Certificate ~~years,~~of Incorporation and ~~interim~~effectuated ~~periods~~a ~~within~~forward ~~those~~split ~~years,~~of ~~beginning~~all ~~after~~issued ~~December~~and 15outstanding shares of common stock, ~~2011~~at a ratio of five hundred and sixty-for-one (560:1) (the "Stock Split").

5All shares and per share amounts in the financial statements have been adjusted to give retroactive effect to the Stock Split.

InOn September ~~2011~~26, ~~the~~2012, ~~FASB~~effective ~~issued~~November ~~the~~15, ~~FASB~~2012, ~~Accounting~~the ~~Standards~~Company ~~Update~~filed ~~No.~~a ~~2011-08~~Certificate ~~“Intangibles—Goodwill~~of ~~and~~Amendment ~~Other:~~of ~~Testing~~Certificate ~~Goodwill~~of ~~for~~Incorporation ~~Impairment” (“ASU 2011-08”). This Update is to simplify how public~~ and ~~nonpublic~~changed ~~entities~~its ~~test~~total ~~goodwill~~number ~~for~~of ~~impairment.~~common ~~The~~shares ~~amendments~~which ~~permit~~the anCompany ~~entity~~is toauthorized ~~first assess qualitative factors~~ to ~~determine~~issue ~~whether~~from itTwo isHundred ~~more~~and ~~likely~~Eighty ~~than~~Billion ~~not~~(280,000,000,000) ~~that~~shares, ~~the~~par ~~fair~~ value ~~of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test described in Topic 350~~$0.0001 ~~Under~~per ~~the amendments in this Update~~share, ~~an entity is not required~~ to ~~calculate~~Nine ~~the~~Hundred ~~fair~~Million ~~value~~(900,000,000) ofshares, apar ~~reporting unit unless the entity determines that it is more likely than not that its fair~~ value is$0.0001 ~~less~~per ~~than its carrying amount~~share.

~~The guidance is effective for interim and annual periods beginning on or after December 15, 2011. Early adoption is permitted.~~F-13

InBrookfield ~~December~~Resources ~~2011, the FASB issued the FASB Accounting Standards Update No~~Inc. 2011-10 “Property, Plant and Equipment: Derecognition of in Substance Real Estate-a Scope Clarification” (“ASU 2011-09”). This Update is to resolve the diversity in practice as to how financial statements have been reflecting circumstances when parent company reporting entities cease to have controlling financial interests in subsidiaries that are in substance real estate, where the situation arises as a result of default on nonrecourse debt of the subsidiaries.

~~The~~(An ~~amended~~Exploration ~~guidance~~Stage ~~is effective for annual reporting periods ending after June 15, 2012 for public entities. Early adoption is permitted.~~Company)

InNovember ~~December 2011~~30, ~~the~~2012 ~~FASB issued the FASB Accounting Standards Update No. 2011-11 “Balance Sheet: Disclosures about Offsetting Assets~~ and ~~Liabilities” (“ASU~~ 2011-11”). This Update requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRS.

~~The~~Notes ~~amended~~to ~~guidance~~the isFinancial ~~effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods.~~Statements

In December 2011, the FASB issued the FASB Accounting Standards Update No. 2011-12 “Comprehensive Income: Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05” (~~“ASU 2011-12”~~Unaudited). This Update is a deferral of the effective date pertaining to reclassification adjustments out of accumulated other comprehensive income in ASU 2011-05. FASB is to going to reassess the costs and benefits of those provisions in ASU 2011-05 related to reclassifications out of accumulated other comprehensive income. Due to the time required to properly make such a reassessment and to evaluate alternative presentation formats, the FASB decided that it is necessary to reinstate the requirements for the presentation of reclassifications out of accumulated other comprehensive income that were in place before the issuance of Update 2011-05.

All other requirements in Update 2011-05 are not affected by this Update, including the requirement to report comprehensive income either in a single continuous financial statement or in two separate but consecutive financial statements. Public entities should apply these requirements for fiscal years, and interim periods within those years, beginning after December 15, 2011._______________________________________________

~~Management~~Common ~~does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.~~Stock

~~Item~~On 3.April ~~Quantitative~~27, ~~and~~2010, ~~Qualitative~~the ~~Disclosures~~Company ~~about~~issued ~~Market~~840,000,000 ~~Risk~~common shares to its Chief Executive Officer valued at $150 for compensation upon formation of the Company.

~~Not~~For ~~applicable~~the period from June 23, 2010 through November 30, 2010, the Company sold 472,528,000 shares of its common stock in a private placement at $0.000089 per share to 40 individuals for $42,190.

~~Item~~On 4September 11, 2012, in a private transaction, 840,000,000 shares of common stock, which represented 64% of the issued and outstanding shares of common stock, were sold to Robert Roon for the total price of $25,000. This ~~Controls~~resulted in a change in control of the Company. In connection with this transaction, also on September 11, 2012, Stephanie Wyss resigned from her position as Chief Executive Officer of the Company and ~~Procedures~~Robert Roon was appointed as the new President as well as Chief Executive Officer, Secretary, and Treasurer of the Company.

~~Disclosure~~In ~~Controls~~September, 2012, the Company authorized the cancellation of 315,176,400 shares owned by various shareholders and ~~Procedures~~returned them to treasury.

6On September 27, 2012, the Company issued 298,752,720 common shares for the acquisition of the exploration licenses at $0.000089 per share or $26,674. The price was determined based on the last known private placement memorandum price.

WeOn ~~carried~~October ~~out an evaluation~~5, ~~under the supervision and with the participation of our management~~2012, ~~including our chief executive officer and chief financial officer, of~~ the ~~effectiveness~~Company ofhad ~~the~~entered ~~design~~into ~~and~~certain ~~operation~~agreements ofwith ~~our~~various ~~disclosure~~shareholders controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the ‘‘Exchange Act’’). Disclosure controls and procedures include, without limitation, controls and procedures designed to ~~ensure~~cancel ~~that information required to be disclosed by~~ an ~~issuer~~aggregate in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based upon our evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective, as of ~~the nine months ended May 31~~858, ~~2012~~600,400 inshares ~~ensuring~~owned ~~that~~by material information that we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and formsthem.

~~Changes~~Capital ~~in Internal Control over Financial Reporting.~~Contribution

~~There~~In ~~were~~May no2010, ~~changes in our system of internal controls over financial reporting during~~ the ~~nine~~Company’s ~~months~~former ~~ended~~Chief ~~May~~Executive ~~31,~~Officer ~~2012~~contributed ~~that~~$100 ~~have~~for ~~materially~~general ~~affected,~~working orcapital ~~are reasonably likely~~ to ~~materially~~the ~~affect, our internal control over financial reporting~~Company.

~~PART~~During IIthe –interim ~~OTHER~~period ~~INFORMATION~~ended November 30, 2012, the Company’s former Chief Executive Officer contributed $41,115 for general working capital to the Company.

~~Item~~Note 1.5 ~~Legal~~- ~~Proceedings.~~Related Party Transactions

~~From~~Free ~~time~~Office to time, we may become involved in various lawsuits and legal proceedings, which arise, in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are currently not aware of any such legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.Space

~~Item~~The 1aCompany has been provided office space by its Chief Executive Officer at no cost. ~~Risk~~The ~~Factors~~management determined that such cost is nominal and did not recognize the rent expense in its financial statement.

AsEmployment ~~a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.~~Agreement

~~Item~~On 2.September ~~Unregistered~~1, ~~Sales~~2010, ofthe ~~Equity~~Company ~~Securities~~entered into an employment agreement (“Employment Agreement”) with its then president and ~~Use~~chief executive officer (“Employee”), which requires that the Employee to be paid a minimum of ~~Proceeds~~$500 per month for three (3) years from date of signing. Either employee or the Company has the right to terminate the Employment Agreement upon thirty (30) days’ notice to the other party. This agreement was mutually terminated in September 2012.

~~None.~~F-14

~~Item~~Brookfield 3.Resources ~~Defaults Upon Senior Securities~~Inc.

~~None.~~(An Exploration Stage Company)

~~Item~~November 4.30, ~~Mine~~2012 ~~Safety~~and ~~Disclosure.~~2011

~~Not~~Notes ~~applicable.~~to the Financial Statements

~~Item 5. Other Information.~~(Unaudited)

~~None.~~_______________________________________________

~~Item~~Shareholder ~~6. Exhibits.~~Advances

~~(a) Exhibits~~Cash shortfall was funded by the Company’s former majority shareholder and Chief Executive Officer, Stephanie Wyss. Cash shortfall in the next 12 months may be funded by the current majority shareholder and Chief Executive Officer; however, there was no agreement between Mr. Sacco and the Company with regard to the future funding of the Company, and Mr. Sacco is not obligated to provide the funding to the Company. In the event of no funding or insufficient funding from Mr. Sacco, the Company may have to scale back or stop its business development.

Exhibit Number		Description
31.1		Certification of principal executive officer and principal financial officer pursuant to Rule 13a-14(a) of the Exchange Act
32.1	*	Certification of principal executive officer and principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	+	XBRL Instance Document
101.SCH	+	XBRL Taxonomy Schema
101.CAL	+	XBRL Taxonomy Calculation Linkbase
101.DEF	+	XBRL Taxonomy Definition Linkbase
101.LAB	+	XBRL Taxonomy Label Linkbase
101.PRE	+	XBRL Taxonomy Presentation Linkbase

From February 29, 2012 through August 31, 2012, the Company received $14,500 from the former majority shareholder. All advances are due on demand and non-interest bearing. On September 11, 2012, as part of the change in control, Stephanie Wyss sold all her shares to Robert Roon and resigned from her position as Chief Executive Officer of the Company. At this time, the shareholder advance of $14,500 was converted to a capital contribution.

*From InSeptember ~~accordance~~1, ~~with~~2012 ~~SEC~~through ~~Release~~November ~~33-8238~~30, ~~exhibit~~2012, 32the Company received $42,226 from the majority shareholder.1 All isadvances ~~being~~are ~~furnished~~due on demand and ~~not~~non-interest ~~filed~~bearing.

7Note 6 - Subsequent Events

~~SIGNATURES~~The Company has evaluated all events that occur after the balance sheet date through the date when the financial statements were issued to determine if they must be reported. The Management of the Company determined that there were no reportable subsequent events to be disclosed.

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.~~F-15

	MOVIE TRAILER GALAXY, INC.
Date: July 16, 2012	By:	/s/ Stephanie Wyss
		Stephanie Wyss, President
		(Duly authorized officer, Principal Executive Officer and Principal Financial Officer)

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

The following discussion provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read along with our financial statements and notes thereto contained elsewhere in this Report. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements.

Overview

We were incorporated in the State of Nevada on April 27, 2010 as Movie Trailer Galaxy, Inc. and were based in Studio City, California. Our original business plan was to provide moviegoers with a comprehensive portal to preview the latest movie information.

On September 27, 2012, we entered into an Asset Purchase Agreement for the purchase, transfer and assignment of various exploration licenses from Matteo Sacco, our current CEO, President, CFO, Secretary and director. The exploration licenses were originally issued to Mr. Sacco from the Nova Scotia Department of Natural Resources.

Upon acquiring the exploration licenses, we discontinued our existing business plan of providing a comprehensive portal to preview the latest movie information.

On November 15, 2012 we changed our name to Brookfield Resources Inc.

Business Strategy and Objectives

We intend to undertake various tests to understand the natural resources that we believe will be found on the land that is covered by the exploration licenses. The tests include drilling, observation and the retention of mining consultants to analyze the land.

Our Operating Strategy

At such time as we receive positive information regarding the quality and amount of minerals on the land covered by the exploration licenses we will then be able to ascertain how we can explore and mine the minerals. Additionally, we will have to raise capital to explore, test, mine and transport the minerals, assuming that the quality and amount are of a commercial standard to warrant the exploration and mining of the land.

Competition

We have competition from many companies that are much larger than us. These companies are much larger than us and have greater resources to mine and explore the minerals that are on the claims that they are mining.

For us to compete we will have to raise additional capital to explore, test, mine and transport the minerals. There is no assurance we will be able to begin operations.

Revenue

Or ability to generate revenue will be dependent on our ability to raise the necessary capital to test and analyze the claims that we have. In the event we find minerals of a quality and quantity that will make mining of the materials commercially feasible, we will attempt to sell them in the marketplace using prices that are set on various world markets.

Employees

As of the date hereof, we have no full time employees. Our President and sole officer spends approximately 20 hours per week on Company matters. We plan to employ more qualified employees in the near future.

Results of Operations For the Quarterly Period Ended November 30, 2012.

Revenues and Cost of Revenues. We had no revenues or cost of revenues for the period ended November 30, 2012. We are in the formation stage as we acquired our mining claims on September 27, 2012 and no revenue activities have yet begun.

Operating Expenses. For the period ended November 30, 2012 we incurred a total of $48,492 in operating expenses, comprised of Compensation expenses of $500, Professional Fee expenses of $10,245, and General and Administrative expenses of $37,747. In comparison, for the period ended November 30, 2011 we incurred a total of $8,637 in operating expenses, comprised of Compensation expenses of $1,500, Professional Fee expenses of $7,051, and General and Administrative expenses of $86. The reason for the decrease in operating expenses was our legal and accounting fees decreased.

Liquidity and Capital Resources

Our cash and cash equivalents totaled approximately $0 at November 30, 2012.

Net Cash Used in Operating Activities. We had ($68,841) cash used in operating activities for the three months ended November 30, 2012, as compared to ($3,586) cash used in operating activities for the three months ended November 30, 2011. The reason for the decrease in net cash used in operating activities is we have operating expenses and we are unable to generate revenue.

Net Cash Provided By/Used in Investing Activities. We did not use cash in investing activities for the three months ended November 30, 2012.

Net Cash Provided By Financing Activities. We generated $68,841 from financing activities for the three months ended November 30, 2012.

Critical Accounting Policies

None.

Recent Accounting Pronouncements

In June 2011, the FASB issued the FASB Accounting Standards Update No. 2011-05 “Comprehensive Income” (“ASU 2011-05”), which was the result of a joint project with the IASB and amends the guidance in ASC 220, Comprehensive Income, by eliminating the option to present components of other comprehensive income (OCI) in the statement of stockholders’ equity. Instead, the new guidance now gives entities the option to present all non-owner changes in stockholders’ equity either as a single continuous statement of comprehensive income or as two separate but consecutive statements. Regardless of whether an entity chooses to present comprehensive income in a single continuous statement or in two separate but consecutive statements, the amendments require entities to present all reclassification adjustments from OCI to net income on the face of the statement of comprehensive income.

The amendments in this Update should be applied retrospectively and are effective for public entity for fiscal years, and interim periods within those years, beginning after December 15, 2011.

In September 2011, the FASB issued the FASB Accounting Standards Update No. 2011-08 “Intangibles—Goodwill and Other: Testing Goodwill for Impairment” (“ASU 2011-08”). This Update is to simplify how public and nonpublic entities test goodwill for impairment. The amendments permit an entity to first assess qualitative factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount as a basis for determining whether it is necessary to perform the two-step goodwill impairment test described in Topic 350. Under the amendments in this Update, an entity is not required to calculate the fair value of a reporting unit unless the entity determines that it is more likely than not that its fair value is less than its carrying amount.

The guidance is effective for interim and annual periods beginning on or after December 15, 2011. Early adoption is permitted.

In December 2011, the FASB issued the FASB Accounting Standards Update No. 2011-10 “Property, Plant and Equipment: Derecognition of in Substance Real Estate-a Scope Clarification” (“ASU 2011-09”). This Update is to resolve the diversity in practice as to how financial statements have been reflecting circumstances when parent company reporting entities cease to have controlling financial interests in subsidiaries that are in substance real estate, where the situation arises as a result of default on nonrecourse debt of the subsidiaries.

The amended guidance is effective for annual reporting periods ending after June 15, 2012 for public entities. Early adoption is permitted.

In December 2011, the FASB issued the FASB Accounting Standards Update No. 2011-11 “Balance Sheet: Disclosures about Offsetting Assets and Liabilities” (“ASU 2011-11”). This Update requires an entity to disclose information about offsetting and related arrangements to enable users of its financial statements to understand the effect of those arrangements on its financial position. The objective of this disclosure is to facilitate comparison between those entities that prepare their financial statements on the basis of U.S. GAAP and those entities that prepare their financial statements on the basis of IFRS.

The amended guidance is effective for annual reporting periods beginning on or after January 1, 2013, and interim periods within those annual periods.

In December 2011, the FASB issued the FASB Accounting Standards Update No. 2011-12 “Comprehensive Income: Deferral of the Effective Date for Amendments to the Presentation of Reclassifications of Items Out of Accumulated Other Comprehensive Income in Accounting Standards Update No. 2011-05” (“ASU 2011-12”). This Update is a deferral of the effective date pertaining to reclassification adjustments out of accumulated other comprehensive income in ASU 2011-05. FASB is to going to reassess the costs and benefits of those provisions in ASU 2011-05 related to reclassifications out of accumulated other comprehensive income. Due to the time required to properly make such a reassessment and to evaluate alternative presentation formats, the FASB decided that it is necessary to reinstate the requirements for the presentation of reclassifications out of accumulated other comprehensive income that were in place before the issuance of Update 2011-05.

Management does not believe that any other recently issued, but not yet effective accounting pronouncements, if adopted, would have a material effect on the accompanying financial statements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk.

Not applicable

Item 4. Controls and Procedures.

Disclosure Controls and Procedures.

We carried out an evaluation, under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the ‘‘Exchange Act’’). Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure. Based upon our evaluation, our principal executive officer and principal financial officer concluded that our disclosure controls and procedures are effective, as of the three months ended November 30, 2012, in ensuring that material information that we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms.

Changes in Internal Control over Financial Reporting.

There were no changes in our system of internal controls over financial reporting during the three months ended November 30, 2012 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

From time to time, we may become involved in various lawsuits and legal proceedings, which arise, in the ordinary course of business. However, litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm our business. We are currently not aware of any such legal proceedings or claims that we believe will have a material adverse effect on our business, financial condition or operating results.

Item 1a. Risk Factors.

As a “smaller reporting company” as defined by Item 10 of Regulation S-K, the Company is not required to provide information required by this Item.

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

None.

Item 3. Defaults Upon Senior Securities.

None.

Item 4. Mine Safety Disclosure.

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits.

(a) Exhibits


Exhibit Number		Description
31.1		Certification of principal executive officer and principal financial officer pursuant to Rule 13a-14(a) of the Exchange Act
32.1	*	Certification of principal executive officer and principal financial officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

SIGNATURES

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


	MOVIE TRAILER GALAXY, INC.

Date: January 17, 2013	By:	/s/ Matteo Sacco
		Matteo Sacco, President
		(Duly authorized officer, Principal Executive Officer and Principal Financial Officer)

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