FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended ~~October~~July 31, ~~2013~~2014 o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT Commission file number: 0-17386 CYCLONE URANIUM CORPORATION (Exact name of the registrant as specified in its charter) Nevada 88-0227654 (State or other jurisdiction of incorporation or organization) (IRS Employer Identification No.) 2186 S. Holly St., Suite ~~104~~5 Denver, CO 80222 (Address of principal executive offices) 303-800-0678 Telephone number, including Area code (Former name or former address if changed since last report) Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the past 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 No o Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, 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 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o 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: Large accelerated filer o Accelerated filer o Non-accelerated filer o Smaller reporting Company x There were ~~149~~159,562,125 shares of the issuer's common stock, par value $0.001, outstanding as of ~~December~~September 1017, ~~2013~~2014. 1

EXCHANGE RATES Except as otherwise indicated, all dollar amounts described in this Report are expressed in United States (US) dollars. CONVERSION TABLE For ease of reference, the following conversion factors are provided: 1 mile = 1.6093 kilometers 1 metric tonne = 2,204.6 pounds 1 foot = 0.305 meters 1 ounce (troy) = 31.1035 grams 1 acre = 0.4047 hectare 1 imperial gallon = 4.5546 liters 1 long ton = 2,240 pounds 1 imperial gallon = 1.2010 U.S. gallons Forward Looking Statements The Company desires to take advantage of the "safe harbor" provisions contained in Section 27A of the Securities Act of 1933, as amended (the "1933 Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "1934 Act"), and is including this statement herein in order to do so: From time to time, the Company's management or persons acting on the Company's behalf may wish to make, either orally or in writing, forward-looking statements (which may come within the meaning of Section 27A of the 1933 Act and Section 21E of the 1934 Act), to inform existing and potential security holders regarding various matters including, without limitation, projections regarding financial matters, timing regarding transfer of licenses and receipts of government approvals, effects of regulation and completion of work programs. Such forward-looking statements are generally accompanied by words such as "estimate," "project," "predict," "believes," "expect," "anticipate," "goal" or other words that convey the uncertainty of future events or outcomes. Forward-looking statements by their nature are subject to certain risks, uncertainties and assumptions and will be influenced by various factors. Should one or more of these forecasts or underlying assumptions prove incorrect, actual results could vary materially. 2

~~Except~~ CYCLONE asURANIUM ~~otherwise~~CORPORATION ~~indicated~~QUARTERLY REPORT ON FORM 10-Q FOR THE PERIOD ENDED JULY 31, ~~all~~2014 CONTENTS PART ~~dollar~~I ~~amounts~~– ~~described~~Financial inInformation Item ~~this~~1. Financial ~~Report~~Statements 4 Condensed ~~are~~consolidated ~~expressed~~financial instatements ~~United~~and ~~States~~notes (USunaudited): Balance ~~dollars~~sheets 4 Statements of operations 5 Statements of cash flows 6 Notes to unaudited condensed consolidated financial statements 7 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 12 Item 3. Quantitative and Qualitative Disclosures About Market Risk 16 Item 4. Controls and Procedures 17 PART II – Other Information Item 1. Legal Proceedings 17 Item 1A. Risk Factors 17 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 17 Item 3. Defaults Upon Senior Securities 18 Item 4. Mine Safety Disclosure 18 Item 5. Other Information 18 Item 6. Exhibits 19 Signatures 20 3

~~CONVERSION~~ ITEM ~~TABLE~~1. Financial Statements and Notes Cyclone Uranium Corporation Condensed Consolidated Balance Sheets July 31 2014 (unaudited) January 31, 2014 ASSETS CURRENT ASSETS Cash $ 3,251 $ 2,582 Restricted deposits 35,184 35,184 Prepaid and other current assets 12,461 81,607 Total Current Assets 50,896 119,373 OTHER ASSETS Mineral interests 1,400,000 1,400,000 Total Other Assets 1,400,000 1,400,000 TOTAL ASSETS $ 1,450,896 $ 1,519,373 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) CURRENT LIABILITIES Accounts payable and accrued expenses $ 313,471 $ 255,886 Accounts payable and accrued expenses - related party 98,349 88,657 Accounts payable and accrued expenses - shareholders 588,743 550,620 Notes payable-shareholders 345,000 345,000 Note payable 300,000 300,000 Total Current Liabilities 1,645,563 1,540,163 STOCKHOLDERS' EQUITY (DEFICIT) Common stock, $0.001 par value, 600,000,000 shares authorized 159,562,125 and 149,562,125 shares issued and outstanding, respectively 159,561 149,561 Additional paid-in capital 21,367,162 21,268,482 Accumulated (deficit) (21,721,390) (21,438,833) Total Stockholders' Equity (Deficit) (194,667) (20,790) TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT) $ 1,450,896 $ 1,519,373 The accompanying notes are an integral part of these condensed consolidated financial statements. 4

~~For~~ Cyclone ~~ease~~Uranium Corporation Condensed Consolidated Statement of ~~reference~~Operations (unaudited) For the three and six months ended July 31, 2014 and 2013 For the ~~following~~three ~~conversion~~months ~~factors~~ended July 31 For the six months ended July 31 2014 2013 2014 2013 COSTS AND EXPENSES Exploration expense 35,147 54,166 69,147 102,914 General and administrative 21,445 126,452 106,681 230,391 TOTAL OPERATING EXPENSES 56,592 180,618 175,828 333,305 LOSS FROM OPERATIONS (56,592) (180,618) (175,828) (333,305) OTHER INCOME (EXPENSES) Interest expense (34,872) (34,872) (68,606) (68,606) Interest expense - shareholder (19,377) (9,232) (38,123) (19,500) Interest income - - - 106 TOTAL OTHER INCOME (EXPENSES) (54,249) (44,104) (106,729) (88,000) LOSS BEFORE TAXES (110,841) (224,722) (282,557) (421,305) INCOME TAXES - - - - NET LOSS $ (110,841) $ (224,722) $ (282,557) $ (421,305) NET LOSS PER COMMON SHARE, BASIC AND DILUTED $ (0.00) $ (0.00) $ (0.00) $ (0.00) WEIGHTED AVERAGE NUMBER OF COMMON STOCK SHARES OUTSTANDING, BASIC AND DILUTED 155,214,299 146,869,190 152,435,053 144,024,832 The accompanying notes are ~~provided:~~an integral part of these condensed consolidated financial statements. 5

1 mile = 1.6093 kilometers	1 metric tonne = 2,204.6 pounds
1 foot = 0.305 meters	1 ounce (troy) = 31.1035 grams
1 acre = 0.4047 hectare	1 imperial gallon = 4.5546 liters
1 long ton = 2,240 pounds	1 imperial gallon = 1.2010 U.S. gallons

Cyclone Uranium Corporation Statements of Cash Flows (unaudited) For the six months ended July 31, 2014


	For the six months ended
	July 31, 2014		July 31, 2013
	July 31, 2014		July 31, 2013

CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$	(282,557)	$	(421,305)
Adjustments to reconcile net (loss) to net cash (used in) operating activities:
Stock based compensation		8,680		73,108
Changes in assets and liabilities:
Prepaid and other current assets		69,146		120,105
Accounts payable and accrued expenses		57,585		52,433
Accounts payable and accrued expenses, related party		9,692		(8,376)
Accounts payable and accrued expenses - shareholders		38,123		25,275
Net cash used in operating activities		(99,331)		(158,760)

CASH FLOWS FROM FINANCING ACTIVITIES:
Cash received from sale of common stock		100,000		160,000
Net cash provided by financing activities		100,000		160,000

INCREASE (DECREASE) IN CASH		669		1,240

Cash, beginning of period		2,582		21,323
Cash, end of period	$	3,251	$	22,563

The accompanying notes are an integral part of these condensed consolidated financial statements.

~~Forward~~ CYCLONE ~~Looking~~URANIUM ~~Statements~~CORPORATION NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS July 31, 2014 (Unaudited) NOTE 1 – Nature of Operations and Basis of Presentation Cyclone Uranium Corporation (“Cyclone” or the “Company”), and its subsidiaries are engaged in the business of mining and mineral exploration. This includes locating, acquiring, exploring, improving, leasing and developing mineral interests, primarily in the field of uranium. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) pursuant to Item 210 of Regulation S-X. They do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended January 31, 2014. The accounting policies followed by the Company are set forth in Note 1 to the Company’s consolidated financial statements in the Report on Form 10-K for the year ended January 31, 2014, and are supplemented throughout the notes to condensed consolidated financial statements. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and notes included in the Company’s Report on the Form 10-K for the year ended January 31, 2014. The accompanying condensed consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany transactions and balances have been eliminated in consolidation. In June 2014, the FASB issued ASU No. 2014-10, which amended Accounting Standards Codification (ASC) Topic 915 Development Stage Entities. The amendment eliminates certain financial reporting requirements surrounding development stage entities, including an amendment to the variable interest entities guidance in ASC Topic 810, Consolidation. The amendment removes the definition of a development stage entity from the ASC, thereby removing the financial reporting distinction between development stage entities and other entities from U.S. GAAP. Consequently, the amendment eliminates the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage. This amendment is effective for fiscal years beginning after December 15, 2014, and interim periods therein. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued. The Company has made the election to early adopt this amendment effective June 30, 2014 and, as a result, the Company is no longer presenting or disclosing the information previously required under Topic 915. The early adoption was made to reduce data maintenance by removing all incremental financial reporting requirements for development stage entities. The adoption of this amendment alters the disclosure requirements of the Company, but it does not have any material impact on the Company’s financial position or results of operations for the current or any prior reporting periods. 7

~~The~~NOTE ~~Company~~2 ~~desires~~- toGoing take advantage of the "safe harbor" provisions contained in Section 27A of the Securities Act of 1933, as amended (the "1933 Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "1934 Act"), and is including this statement herein in order to do so:Concern

~~From~~The ~~time to time, the~~ Company's ~~management~~has oran ~~persons~~accumulated ~~acting~~deficit onof ~~the Company's behalf may wish to make~~$21, ~~either orally or in writing~~721,390 ~~forward-looking~~and ~~statements~~has ~~(which~~a ~~may~~working ~~come~~capital ~~within~~deficit ~~the meaning~~ of ~~Section~~$1,594,667 ~~27A~~at ofJuly ~~the~~31, ~~1933~~2014. The ~~Act~~Company ~~and~~has ~~Section~~no ~~21E~~current ofrevenue ~~the~~producing ~~1934~~operations ~~Act), to inform existing~~ and ~~potential~~is ~~security~~in ~~holders~~default ~~regarding~~on ~~various~~its ~~matters including~~$300,000, ~~without limitation~~$150,000 ~~projections~~and ~~regarding financial matters~~$35,000 ~~timing~~notes ~~regarding~~payable. These ~~transfer~~conditions ofraise ~~licenses~~substantial ~~and~~doubt ~~receipts~~about ofthe ~~government~~Company's ~~approvals,~~ability ~~effects~~to ofcontinue ~~regulation~~as ~~and~~a ~~completion~~going ~~of work programs~~concern.

~~Such~~The ~~forward-looking~~ability ~~statements~~of ~~are~~the ~~generally~~Company ~~accompanied~~to byachieve ~~words~~its ~~such~~operating asgoals ~~"estimate,"~~and ~~"project,"~~thus ~~"predict,"~~positive ~~"believes,"~~cash ~~"expect,"~~flows ~~"anticipate,"~~from ~~"goal"~~operations oris ~~other~~dependent ~~words~~upon ~~that~~the ~~convey~~future ~~the~~market ~~uncertainty~~price of metals, future ~~events~~capital orraising ~~outcomes.~~efforts, ~~Forward-looking~~and ~~statements~~the byability ~~their~~to ~~nature~~achieve ~~are~~and ~~subject to~~sustain ~~certain~~efficient ~~risks,~~revenue ~~uncertainties~~producing ~~and~~operations. ~~assumptions~~Management's ~~and~~plans will berequire ~~influenced~~additional byfinancing, ~~various~~reduced ~~factors.~~exploration ~~Should~~activity ~~one~~ or ~~more~~disposition of ~~these~~or ~~forecasts~~joint orventures ~~underlying~~with ~~assumptions~~respect ~~prove~~to ~~incorrect~~mineral properties. While the Company has been successful in capital raising endeavors in the past, ~~actual~~there ~~results~~can ~~could~~be ~~vary~~no ~~materially~~assurance that its future efforts and anticipated operating improvements will be successful.

2The consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern.

~~CYCLONE~~NOTE ~~URANIUM~~3 ~~CORPORATION QUARTERLY REPORT ON FORM 10~~-Q FOR THE PERIOD ENDED OCTOBER 31, 2013 CONTENTS PART I – Financial Information Item 1. Financial Statements 4 Condensed consolidated financial statements and notes (unaudited): Balance sheets 4 Statements of operations 5 Statements of cash flows 6 Notes toPayable unaudited condensed consolidated financial statements 7 Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 15 Item 3. Quantitative and Qualitative Disclosures About Market Risk 21 Item 4. Controls and Procedures 21 PART II – Other Information 21 Item 1. Legal Proceedings 21 Item 1A. Risk Factors 21 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 22 Item 3. Defaults Upon Senior Securities 22 Item 4. Mine Safety Disclosure 22 Item 5. Other Information 22 Item 6. Exhibits 23 Signatures 24

3Shareholders

~~ITEM~~In 1.2005, ~~Financial~~a ~~Statements~~shareholder ~~and~~advanced ~~Notes (An~~$30,000 ~~Exploration~~to ~~Stage~~the Company~~) CONDENSED~~ ~~CONSOLIDATED~~for ~~BALANCE~~working ~~SHEETS October~~capital ~~31, 2013 (unaudited) January~~purposes ~~31, 2013 ASSETS CURRENT~~and ~~ASSETS Cash $ 8,603 $ 21,323 Restricted~~to ~~deposits 35,106 35,000 Prepaid~~assist in identification of new mining properties. This loan is due on demand and ~~other~~bore ~~current~~interest ~~assets 123,771 139,413 Total~~at ~~Current~~5% ~~Assets 167,480 195,736 OTHER~~per ~~ASSETS Mineral~~annum ~~interests 1,400,000 1,400,000 Total~~through ~~Other~~January ~~Assets 1~~31,~~400,000 1,400,000 TOTAL~~ ~~ASSETS $ 1~~2009,~~567,480 $ 1,595,736 LIABILITIES~~ ~~AND~~at ~~STOCKHOLDERS'~~which ~~EQUITY~~time ~~(DEFICIT) CURRENT~~the ~~LIABILITIES Accounts~~interest ~~payable~~rate ~~and~~increased ~~accrued~~to ~~expenses $ 208,051 $ 98,996 Accounts~~10% ~~payable~~per ~~and~~annum. During ~~accrued~~the ~~expenses~~years -ended ~~related~~January ~~party 80~~31,~~273 88,303 Notes~~ ~~payable-shareholders 311,713 195,000 Note~~2010 ~~payable 300~~and 2009,~~000 300,000 Accounts~~ ~~payable~~the ~~and~~shareholder ~~accrued~~advanced ~~expenses~~an -additional ~~shareholders 536~~$50,~~648 496,156 Total~~000 ~~Current~~and ~~Liabilities 1~~$80,~~436~~000,~~685 1~~ respectively,~~178,455 STOCKHOLDERS'~~ ~~EQUITY~~under ~~(DEFICIT) Common~~substantially ~~stock,~~identical $0terms.~~001~~ ~~par~~On ~~value~~August 31, ~~600~~2011,~~000~~ the shareholder advanced a further $150,000 ~~shares~~and ~~authorized~~added ~~149~~an additional $30,~~562,125~~000 ~~and~~on ~~141~~October 27,~~062~~ 2011,~~125~~ ~~shares~~for ~~issued~~a ~~and~~loan ~~outstanding,~~total ~~respectively 149~~of $340,~~561 141,061 Additional~~000 ~~paid-in~~at ~~capital 21~~January 31,~~268,908 20,988,642 Accumulated~~ ~~(deficit)~~2012. ~~prior~~The toadditional ~~exploration~~loans ~~stage (15,353,115) (15,353,115) Accumulated~~were ~~(deficit)~~drafted ~~during~~under ~~exploration~~identical ~~stage (5,934,559) (5,359,307) Total~~terms ~~Stockholders'~~of ~~Equity~~previous ~~(Deficit) 130,795 417,281 TOTAL~~loans ~~LIABILITIES~~advanced ~~AND~~to ~~STOCKHOLDERS'~~the ~~EQUITY~~Company. ~~(DEFICIT)~~ Payments of $ 1180,~~567,480 $ 1,595,736 The~~000 ~~accompanying~~were ~~notes~~made ~~are~~on anthese ~~integral~~loans ~~part~~during the year ended January 31, 2013. As of ~~these~~July ~~condensed~~31, ~~consolidated~~2014 ~~financial~~principal ~~statements~~and interest due are $160,000 and $119,477. 4

~~(An~~On ~~Exploration~~January ~~Stage~~7, ~~Company) CONDENSED~~2013, ~~CONSOLIDATED~~the ~~STATEMENTS~~Company OFentered ~~OPERATIONS February~~into 1,an ~~2001~~agreement ~~(Inception~~with ~~of ExplorationStage) to~~a ~~October~~shareholder ~~31, For~~in the ~~three~~form ~~months~~of ~~ended For~~a ~~the~~promissory ~~nine~~note ~~months ended October 31~~payable, ~~October~~ 31, 2013 2012 2013 2012 2013 (unaudited) (unaudited) (unaudited) (unaudited) (unaudited) REVENUE $ - $ - $ - $ - $ 44,240 COSTSin ~~AND~~the ~~EXPENSES Cost~~amount of ~~revenue - - - - 50~~$35,000 ~~Exploration~~. ~~expense 34,470 66,584 137,383 164,368 1,799,969 Impairment~~The terms of ~~mineral~~the ~~interests - - - 281,477 621,277 Write~~note ~~down~~include an interest rate of ~~inventory~~15% tothat ~~fair~~is ~~value - - - - 125,000 General~~accrued and ~~administrative 36,102 132,856 266,494 405,594 4,826,206 TOTAL~~due ~~OPERATING~~upon ~~EXPENSES 70,572 199,440 403,877 851,439 7,422,452 (LOSS)~~maturity. ~~FROM~~The ~~OPERATIONS (70,572) (199,440) (403,877) (851,439) (7,378,212) OTHER~~note ~~INCOME~~and ~~(EXPENSES) Interest~~accrued ~~expense~~interest -was ~~related~~due ~~party - (6,947) - (22,272) (162,032) Interest~~and ~~expense (34~~payable July 7,~~872) (139,976) (103,477) (139,976) (278,881) Interest~~ ~~expense~~2013. -As ~~shareholder (48~~of July 31,~~503) (68~~ 2014,~~003) (68,003) Relief~~ ofthe ~~payables~~Company ~~and~~had ~~other~~recorded ~~indebtedness - - - - 66~~$8,~~935 Other~~213 ~~income - 4 105 4 2,404,793 Interest~~in ~~income - - - - 37,709 TOTAL~~accrued ~~OTHER~~interest. ~~INCOME~~In ~~(EXPENSES) (83,375) (146,919) (171,375) (162,244) 2,000,521 (LOSS)~~connection ~~BEFORE~~with ~~TAXES (153~~the note payable,~~947) (346,359) (575,252) (~~ the Company issued a warrant to purchase 1,~~013~~000,~~683) (5,377,691) INCOME~~000 ~~TAXES - - - - 556,868 NET~~shares ~~(LOSS) $ (153~~of common stock,~~947) $ (346,359) $ (575,252) $ (1,013,683) $ (5,934,559) NET~~ ~~LOSS~~exercisable ~~PER~~on ~~COMMON~~or ~~SHARE~~before January 7, ~~BASIC~~ ~~AND~~2016 ~~DILUTED~~ at $ (0.~~00) $ (0~~02 per share.~~00)~~ The fair value of the warrant at the date of grant was $ ~~(0.00) $ (0.01) WEIGHTED~~25,417 ~~AVERAGE~~using ~~NUMBER~~a OFBlack ~~COMMON~~Scholes ~~STOCK~~option ~~SHARESOUTSTANDING~~pricing model using inputs described in Note 4, ~~BASIC~~ ~~AND~~and ~~DILUTED 149~~the full expense was recorded as of the date of issuance. As of July 31,~~404~~ 2014,~~516 141~~ the Company is in default on the note. On July 31,~~062~~ 2014 the balance due,~~125 144,622,632 131,999,854 The~~ ~~accompanying~~including ~~notes~~interest is $43,213. We are ancurrently ~~integral~~engaged ~~part~~in ofdiscussions ~~these~~with ~~condensed~~the ~~consolidated~~lender ~~financial~~to ~~statements~~extend the note. 5

~~(An~~On ~~Exploration~~August ~~Stage Company) STATEMENTS OF CASH FLOWS Period from February 1~~30, ~~2001 (Inception of Exploration Stage to October 31,~~ 2013 ~~Nine months ended October 31~~, ~~2013 October~~ ~~31,~~the ~~2012 (unaudited) (unaudited) (unaudited) CASH~~Company ~~FLOWS~~entered ~~FROM~~into ~~OPERATING~~an ~~ACTIVITIES: Net~~agreement ~~(loss) $ (575,252) $ (1,013,683) $ (5,934,559) Adjustments~~with toa ~~reconcile~~shareholder ~~net (loss) to net cash (used~~ in) ~~operating~~the ~~activities: Income~~form ~~from~~of ~~sale~~a ofpromissory ~~mineral~~note ~~interests - - (2~~payable,~~235,000) Writedown~~ ofin ~~inventory~~the toamount ~~market~~of ~~value - - 125~~$150,000 ~~Impairment~~. ofThe ~~mineral~~terms ~~interests - 281,477 621,277 Relief~~ of ~~payables~~the ~~and~~note ~~other~~include ~~indebtedness - - (66,935) Depreciation - - 7,062 Common~~an ~~stock issued for services - - 419,814 Stock compensation 52,193 199,924 1,244,794 Non cash~~ interest ~~expense 33,286 132,332 33,286 Changes~~rate inof ~~assets~~30% ~~and~~per ~~liabilities: Inventory - - 50,000 Prepaid~~annum. The ~~and~~note ~~other~~was ~~current~~due ~~assets 15,536 (52,724) (60,987) Accounts payable~~ and ~~accrued expenses 109,055 (5,341) 758,267 Accounts~~ payable ~~and~~120 ~~accrued~~days ~~expenses,~~from ~~related~~August ~~party (8~~30,~~030) - (8,030) Asset~~ ~~retirement~~2013. In ~~obligation - - (52~~addition,~~000) Accounts~~ ~~payable~~the ~~and~~Note ~~accrued~~was ~~expenses~~secured -by ~~shareholders 40,492 39,768 571,348 Net~~a ~~cash~~pledge ~~(used~~of ~~in)~~certain ~~operating~~shares ~~activities (332,720) (418,247) (4,526,663) CASH~~of ~~FLOWS~~common ~~FROM~~stock ~~INVESTING~~owned ~~ACTIVITIES: Cash~~by ~~received~~James inBaughman. In ~~New~~connection ~~Fork~~with ~~acquisition - 297,564 297,564 Cash~~the ~~received~~financing ~~in Tournigan acquisition - - 12~~agreement,~~829 Proceeds~~ ~~from~~on ~~sale~~August ~~of mineral interests - - 2~~30,~~235,000 Release~~ of2013 ~~reclamation~~the ~~bonds - - 895,000 Net~~Company ~~cash~~issued ~~provided~~a bywarrant investing activities - 297,564 3,440,393 CASH FLOWS FROM FINANCING ACTIVITIES: Repayment of amounts due to ~~Tournigan~~purchase ~~Energy~~5, ~~Inc. - - (330~~000,000~~) Cash~~ ~~received~~shares ~~from sale~~ of common stock ~~170~~,~~000 50,000 1,026,486 Proceeds~~ ~~from~~exercisable ~~the~~on ~~exercise~~or ofbefore ~~stock~~August ~~options - - 35~~30,~~000 Proceeds~~ ~~from~~2016 ~~notes~~at ~~payable 150,000 300,000 485,000 Proceeds~~$0.02 ~~from~~per ~~notes~~share. The ~~payable~~fair -value ~~shareholder - - 350,500 Repayment~~ of ~~note~~the ~~payable~~warrant -at ~~shareholder - (149,000) (1,181,568) Capital~~the ~~contribution~~date byof ~~shareholder - - 689,068 Net~~grant ~~cash~~was ~~provided by financing activities 320~~$119,~~000 201,000 1,074,486 INCREASE(DECREASE)~~698 INusing ~~CASH (12,720) 80,317 (11,784) Cash,~~a ~~beginning~~Black ofScholes ~~period 21,323 315 20,387 Cash,~~option ~~end~~pricing ofmodel ~~period $ 8,603 $ 80,632 $ 8,603 NON-CASH~~using ~~INVESTING~~inputs ~~AND~~described ~~FINANCING~~in ~~ACTIVITIES: Reclassification~~Note of4. The ~~capital~~proceeds ~~contributions~~from tothe note ~~payable $ - $ - $ 864,068 Initial~~were ~~debt~~allocated ~~discount~~ to ~~record warrants to additional paid in capital $ - $ - $ - Conversion of~~ notes payable and ~~accrued~~warrants ~~interest~~based toon ~~common~~the ~~stock $ - $ - $ 329,181 Conversion~~relative fair value of ~~amounts~~the ~~due~~debt toand ~~shareholders~~warrants. The toremaining amount ~~common~~of ~~stock~~ $ ~~- $ - $ 374~~66,~~089 Common~~573 ~~shares~~was ~~issued~~amortized ~~for~~and ~~stock~~expensed ~~subscriptions~~over -the ~~shareholder $ - $ - $ 433,813 Conversion~~life of ~~amounts~~the ~~due~~note towhich ~~affiliate~~matured toDecember ~~stock subscription $ - $ - $ 131~~30,~~282 Purchase~~ 2013. As of ~~inventory~~July ~~via~~31, ~~direct~~2014, ~~payment~~the byCompany ~~shareholder $ - $ - $ 175,000 Contribution~~was ofunable ~~accounts~~to ~~payable~~repay ~~and~~the ~~accrued~~note, ~~expenses~~thus, -the ~~shareholder $ - $ - $ 50,000 Contribution~~Company ofis ~~amounts~~in ~~due~~default ~~Tournigan~~on ~~Energy~~the ~~Ltd~~note. On toJuly ~~capital $ - $ - $ 873~~31,~~327 Common~~ ~~shares~~2014 ~~issued~~the ~~for~~balance ~~New~~due, ~~Fork~~including ~~acquisition $ - $ 2~~interest,~~000,000~~ is $ 2191,~~030,300~~ 548. The ~~accompanying~~Company ~~notes~~is ~~are~~currently anengaged ~~integral~~in ~~part~~settlement ofnegotiations ~~these~~with ~~condensed~~lender ~~consolidated~~for ~~financial~~payment ~~statements~~of the note. 6

~~CYCLONE URANIUM CORPORATION NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS October 31, 2013 (Unaudited)~~ NOTE 1 – Nature of Operations and Basis of Presentation Cyclone Uranium Corporation (“Cyclone” or the “Company”), and its subsidiaries are engaged in the business of mining and mineral exploration. This includes locating, acquiring, exploring, improving, leasing and developing mineral interests, primarily in the field of precious metals. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) pursuant to Item 210 of Regulation S-X. They do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation have been included. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the full year. For further information, refer to the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K and 10-K/A for the year ended January 31, 2013. The accounting policies followed by the Company are set forth in Note 1 to the Company’s consolidated financial statements in the Report on Form 10-K and 10-K/A for the year ended January 31, 2013, and are supplemented throughout the notes to condensed consolidated financial statements. It is suggested that these condensed consolidated financial statements be read in conjunction with the consolidated financial statements and notes included in the Company’s Report on the Form 10-K and 10-K/A for the year ended January 31, 2013. The accompanying condensed consolidated financial statements include the accounts of the Company and its subsidiaries. Intercompany transactions and balances have been eliminated in consolidation. NOTE 2 - Acquisition of New Fork Uranium Corporation On March 14, 2012, the Company entered into a Stock Purchase Agreement (“the Agreement”) whereby the shareholders of New Fork Uranium Corporation (“New Fork”) sold all of the issued and outstanding shares of New Fork to the Company in exchange for the issuance to the shareholders of an aggregate of 50,000,000 shares of common stock, at $0.001 par value, of the Company. 78

~~The~~Non-affiliated On 50August 31,~~000~~ 2012 the Company entered into a $300,000 ~~shares~~bridge ofloan ~~common~~financing ~~stock~~arrangement ofwith ~~the~~an ~~Company~~unaffiliated ~~issued~~accredited ~~pursuant~~investor, to the ~~Agreement~~proceeds ~~were~~of ~~issued~~which ~~pro~~were ~~rata~~used to ~~all~~pay ofmaintenance fees to the ~~shareholders~~Bureau of ~~New~~Land ~~Fork~~Management onand ~~the~~general ~~basis~~operating expenses of 0the Company.~~877192983~~ The ~~shares~~note payable bears interest at a rate of ~~the~~15% ~~Company’s~~per ~~common~~annum ~~stock~~and ~~for~~was ~~each~~due ~~outstanding~~and ~~New~~payable ~~Fork~~on ~~share~~or before October 30, 2012. As of ~~common~~July ~~stock~~31, ~~issued~~2014, ~~and~~the ~~outstanding~~Company is in default on the ~~effective~~note. The ~~date~~default interest rate is 45%. As of July 31, 2014 the ~~Agreement~~balance due, including interest, is $550,028. ~~New~~ ~~Fork~~The ~~holds~~Note ~~521~~is ~~mining~~secured ~~claims~~by inall of the ~~areas~~property ~~adjacent~~of to the Company’s ~~Cyclone~~in ~~Rim~~addition ~~uranium~~to ~~exploration~~a ~~properties~~pledge inof ~~Sweetwater~~certain ~~County~~shares of common stock owned by James Baughman, ~~Wyoming~~Maria Baughman, Purcell Group LLC and Publican Capital Corporation. The ~~New~~Company ~~Fork’s~~is ~~assets~~currently ~~are~~engaged ~~comprised~~in settlement negotiations with lender for payment of ~~521~~the ~~federal~~note. NOTE ~~mining~~4 ~~claims~~– ~~covering~~Stockholders’ ~~about~~Equity (Deficit) On June 9, 2014 the Company, issued 10,000,000 ~~acres~~shares of ~~Bureau~~common ofstock ~~Land~~for ~~Management~~a ~~(“BLM”)~~$100,000 ~~land~~investment received from an accredited investor. Each ~~These~~share ~~claims~~also ~~cover~~includes one warrant exercisable at $0.05 per share with a ~~large~~term ~~portion~~of five years from issuance. Based on the terms and conditions of the ~~sinuous~~warrants, ~~uranium~~we ~~bearing~~have ~~roll-front~~concluded that ~~exists~~all inof ~~this~~the ~~part~~warrants ofissued ~~south-central~~meet ~~Wyoming~~the criteria for equity classification. NOTE 5 - Common Stock Options and Warrants The Company’'s ~~existing~~2012 Stock ~~Cyclone~~Option ~~Rim~~Plan adopted ~~claims~~by ~~cover~~the aBoard 28of ~~mile~~Directors ~~extent~~on ofSeptember 17, 2012 states that the ~~western~~exercise ~~portion~~price of ~~this~~each ~~same~~option ~~roll-front~~will ~~trend.~~be ~~This~~granted ~~area~~at ofan ~~Sweetwater~~amount ~~County~~that isequals athe ~~historical~~fair ~~uranium-mining~~market ~~district~~value ~~that~~at isthe ~~seeing~~date of grant. All options vest at a ~~resurgence~~time determined at the discretion of ~~development~~the ~~activity~~Company's Board of Directors. ~~The~~All ~~Company~~options ~~now~~expire ~~holds~~if ~~significant~~not ~~acreage~~exercised onwithin ~~key~~10 ~~uranium~~years ~~ground~~from inthe date of grant, unless stated otherwise by the ~~Red~~Board ~~Desert~~of Directors upon issuance. The ~~transaction~~Company ~~described~~records ~~above~~stock-based ~~relating~~compensation toexpense ratably over the ~~acquisition~~vesting ofperiod ~~New~~for ~~Fork~~the ~~was~~fair ~~accounted~~value ~~for~~of asoptions agranted ~~business~~under ~~combination~~the Company's 2012 Stock Option Plan. AThe ~~summary~~Company ofestimates the ~~transaction~~fair isvalue ~~presented~~of ~~below: Fair~~each ~~Value~~stock ofoption ~~net~~at ~~tangible~~the ~~assets~~grant ~~acquired: Cash $ 297,564 Prepaid~~date ~~expenses~~by ~~and~~using ~~other~~the ~~assets 89,989 Accounts~~Black-Scholes ~~payable (69,030) Acquired~~option-pricing ~~net~~model. On ~~assets~~March ~~(100%) $ 318~~25,~~523 Purchase~~ ~~Price: Issuance~~2013 ofthe 50Company issued stock options to purchase 4,000,000 shares of common stock ~~$ 2,030,300 Total $ 2,030,300 Mineral~~ ~~rights $ 1,711,777 NOTE~~to 3an –individual ~~Loss~~providing ~~Per~~contract ~~Share Basic~~CFO ~~loss~~services ~~per~~to ~~share~~the isCompany, ~~calculated~~half byof ~~dividing~~which ~~net~~vested ~~loss~~upon byissuance ~~the~~and ~~weighted~~twenty ~~average~~five ~~number~~percent will vest in each of ~~common~~the ~~shares~~subsequent ~~outstanding~~two ~~for~~years of service to the ~~period~~Company. The ~~Diluted~~options ~~loss~~were priced at $0.02 per share isand ~~calculated~~will byexpire ~~dividing~~five ~~net~~years ~~loss~~from bythe date of issuance. The fair value of the ~~weighted~~option ~~average~~grant ~~number~~was estimated on the date of ~~shares~~grant ~~and~~utilizing ~~dilutive~~the ~~common~~Black-Scholes ~~stock~~option ~~equivalents~~pricing ~~outstanding~~model. The ~~During~~fair ~~periods~~value ~~when~~of ~~they~~these ~~are~~options ~~anti-dilutive~~was determined to be $79,498 ~~common~~Based ~~stock~~on ~~equivalents~~the ~~are~~following ~~not~~assumptions: ~~included~~expected inlife of the ~~calculation~~options of 5 years, expected volatility of 243. 89%, risk-free interest rate of 0.80% and no dividend yield. These options will be expensed over their vesting schedule. 9

~~NOTE~~On 4March -25, ~~Going~~2013 ~~Concern The~~the Company ~~has~~issued anstock ~~accumulated~~options ~~deficit~~to ofpurchase ~~$21~~500,~~287,674~~000 ~~and~~shares ~~has~~of acommon ~~working~~stock ~~capital~~to ~~deficit~~an ofindividual ~~$1,269,205~~providing atcontract ~~October~~accounting ~~31,~~services ~~2013.~~to ~~The~~the Company, ~~has~~half noof ~~current~~which ~~revenue~~vested ~~producing~~upon ~~operations~~issuance and isthe inother ~~default~~half onwill ~~its~~vest ~~$300,000~~after ~~and~~one ~~$35,000~~year ~~notes~~of ~~payable. These~~service ~~conditions~~to ~~raise substantial doubt about~~ the Company~~'s ability to continue as a going concern~~. The ~~ability~~options ofwere ~~the~~priced ~~Company~~at to$0.02 ~~achieve~~per ~~its~~share ~~operating goals~~ and ~~thus~~will ~~positive~~expire ~~cash~~five ~~flows~~years from ~~operations is dependent upon~~ the ~~future~~date ~~market price~~ of ~~metals,~~issuance. The ~~future~~fair ~~capital~~value ~~raising~~of ~~efforts, and~~ the ~~ability~~options togranted ~~achieve~~is ~~and~~estimated ~~sustain~~using ~~efficient~~the ~~revenue~~market ~~producing~~price ~~operations.~~at ~~Management's~~the ~~plans~~end ~~will require additional financing, reduced exploration activity or disposition~~ of oreach ~~joint ventures with respect to mineral properties~~quarter.~~While~~ ~~the~~The ~~Company~~fair ~~has~~value ~~been~~of ~~successful in~~ these ~~capital~~options ~~raising~~as ~~endeavors~~of in the ~~past,~~date ~~there~~of ~~can~~grant bewas nodetermined ~~assurance~~to ~~that its future efforts and anticipated operating improvements will~~ be ~~successful~~$9,937. ~~The~~ ~~consolidated~~On ~~financial~~the ~~statements~~date doof ~~not~~grant, ~~include~~utilizing ~~any adjustments to reflect~~ the ~~possible~~Black-Scholes ~~future~~model, ~~effects on~~ the ~~recoverability~~following ~~and~~assumptions ~~classification~~were ofused: ~~assets~~expected orlife ~~the amounts and classification~~ of ~~liabilities that may result from~~ the ~~possible~~options ~~inability~~ of ~~the Company to continue as a going concern. NOTE~~ 5 ~~- Notes Payable Shareholders In 2005~~years, aexpected ~~shareholder~~volatility ~~advanced~~of ~~$30~~243.9%,~~000~~ torisk-free ~~the~~interest ~~Company~~rate ~~for~~of ~~working~~0.80% ~~capital purposes~~ and tono ~~assist~~dividend inyield. These ~~identification~~options ofwill ~~new~~be ~~mining~~expensed ~~properties.~~over ~~This~~their ~~loan~~vesting isschedule. Number ~~due~~of onShares Weighted ~~demand~~Average ~~and~~Exercise ~~bore~~Price Options Outstanding ~~interest~~ at ~~5% per annum through~~ January 31, ~~2009~~2014 14,750,000 $ 0.12 Issued - - Exercised - - Expired/Cancelled - - Outstanding at ~~which~~July ~~time the interest rate increased to 10% per annum. During the years ended January~~ 31, ~~2010 and 2009~~2014 14, ~~the shareholder advanced an additional $50~~750,000 ~~and~~ $~~80,000, respectively, under substantially identical terms~~ 0.12 Exercisable Onat ~~August~~July 31, ~~2011~~2014 13, ~~the shareholder advanced a further $150~~750,000 ~~and added an additional~~ $~~30,000~~ 0.13 The onfollowing ~~October~~table ~~27,~~summarizes ~~2011,~~information ~~for~~about astock ~~loan~~options ~~total of $340,000~~ at ~~January~~July 31, ~~2012.~~2014: Range ~~The~~of ~~additional~~Prices Weighted ~~loans~~Average ~~were~~Number ~~drafted~~Outstanding Contractual ~~under~~Life Weighted Average ~~identical~~Exercise ~~terms~~Price Weighted ofAverage ~~previous~~Number ~~loans~~Exercisable Weighted ~~advanced~~Average toExercise ~~the Company~~Price $0.02 4,500,000 3.65 ~~Payments of~~ yrs $~~180~~0.02 3,500,000 ~~were made on these loans during the year ended January 31~~ $0.02 $0.05 2, ~~2013~~000,000 1. As81 ~~of October 31, 2013 principal and interest due are~~ yrs $~~160~~0.05 2,000 ~~and~~ ,000 $~~104~~0.05 $0.06 5,~~966~~650,000 1. On43 ~~January 7~~yrs $0.06 3, ~~2013~~150, ~~the Company entered into an agreement with a shareholder in the form of a promissory note payable~~000 $0.06 $0.08 500,000 0.48 ~~in the amount of~~ yrs $350.08 500,000 $0. ~~The terms of the note include an interest rate of 15% that is accrued and due upon maturity~~08 $0. ~~The note and accrued interest was due and payable July 7~~30 100, ~~2013~~000 0.48 ~~As of October 31, 2013, the Company had recorded~~ yrs $40.30 100,~~286 in accrued interest~~000 $0. ~~In connection with the note payable~~30 $0.60 2, ~~the Company issued a warrant to purchase 1,~~000,000 1.35 ~~shares of common stock~~yrs $0.60 2, ~~exercisable on or before January 7~~000, ~~2016 at~~ 000 $0.0260 Number ~~per~~of ~~share. The~~Shares Weighted ~~fair~~Average ~~value~~Exercise ofPrice Warrants Outstanding ~~the warrant~~ at ~~the~~January ~~date~~31, ~~of grant was~~ 2014 18,064,000 $250.08 Issued 10,~~417 using a Black Scholes option pricing model using inputs described in Note 8~~000, ~~and the full expense was recorded as of the date of issuance~~000 $0. As05 Exercised - - Expired/Cancelled - - Outstanding ofat ~~October~~July 31, ~~2013~~2014 28, ~~the Company is in default on the note~~064,000 $0. On07 Exercisable ~~October~~at July 31, ~~2013 the balance due~~2014 28, ~~including interest is $39~~064,~~286~~000 $0. ~~We are currently engaged in discussions with the lender to extend the note. 9~~07 10

On ~~August~~July 3031, ~~2013~~2014, the Company ~~entered~~had ~~into~~the anfollowing ~~agreement~~outstanding ~~with~~warrants: Exercise aPrice Number ~~shareholder~~of inShares Remaining ~~the~~Contractual ~~form~~Life Exercise ofPrice aTimes ~~promissory~~Number ~~note~~of ~~payable,~~Shares Weighted inAverage ~~the~~Exercise ~~amount of~~ Price $~~150~~0.02 12,814,000 2.57 ~~The terms of the note include an interest rate of 30% per annum. The note is due and payable 120 days from August 30~~yrs $ 256, ~~2013~~280 $0. ~~In connection with the financing agreement~~02 $0.05 11, ~~on August 30~~000,000 4.50 ~~2013 the Company issued a warrant to purchase 5~~yrs $ 550,000 $0.05 $0.25 4,250,000 3.83 ~~shares of common stock~~yrs $ 1, ~~exercisable on or before August 30~~000, ~~2016 at~~ 000 $0.0225 28,064,000 Fair ~~per~~Value ~~share. The~~Considerations: GAAP establishes a fair value ofhierarchy ~~the~~that ~~warrant~~prioritizes at the ~~date of grant was $119,698 using a Black Scholes option pricing model using~~ inputs ~~described~~to invaluation ~~Note~~techniques ~~8. The~~used ~~proceeds from the note were allocated~~ to ~~notes~~measure ~~payable and warrants based on the relative~~ fair value ~~of the debt and warrants~~. An ~~amount~~As ofpresented ~~$33,286 was expensed~~ in the ~~quarter~~tables ~~ended October 31~~below, ~~2013.~~this ~~The~~hierarchy ~~remaining~~consists ~~amount~~ of ~~$33,287~~three ~~will~~broad belevels: Level ~~amortized~~1 ~~and~~valuations: Quoted ~~expensed~~prices ~~over~~in ~~the~~active ~~life~~markets offor ~~the~~identical ~~note~~assets ~~which~~and ~~matures~~liabilities. Level ~~December~~2 ~~30,~~valuations: Quoted ~~2013. Non-affiliated On~~prices ~~August~~for ~~31,~~similar ~~2012~~assets ~~the~~or ~~Company~~liabilities ~~entered~~in ~~into~~active amarkets; ~~$300,000~~quoted ~~bridge~~prices ~~loan~~for ~~financing~~identical ~~arrangement~~or ~~with~~similar anassets ~~unaffiliated~~or ~~accredited~~liabilities ~~investor,~~in ~~the~~markets ~~proceeds~~that ofare ~~which~~not ~~were~~active; ~~used~~and tomodel-derived ~~pay~~valuations ~~maintenance~~whose ~~fees~~inputs toor ~~the~~significant ~~Bureau~~value ofdrivers ~~Land~~are ~~Management~~observable. Level ~~and~~3 ~~general~~valuations: Significant ~~operating~~inputs ~~expenses~~to ofvaluation ~~the~~model ~~Company~~are unobservable. We ~~The~~classify ~~note~~assets ~~payable~~and ~~bears~~liabilities ~~interest~~measured at afair ~~rate~~value ofin ~~15%~~their ~~per~~entirety ~~annum~~based ~~and~~on ~~was~~the ~~due~~lowest ~~and~~level ~~payable~~of oninput orthat ~~before~~is ~~October~~significant ~~30,~~to ~~2012. As~~their offair ~~October~~value ~~31,~~measurement. ~~2013,~~We ~~the~~measure ~~Company~~all isour instock ~~default~~options onissued ~~the~~to ~~note.The~~contractors ~~default~~that ~~interest~~are ~~rate~~required isto ~~45%.~~be Asmeasured ofat ~~October~~fair ~~31,~~value ~~2013~~on ~~the~~a ~~balance~~recurring ~~due,~~basis ~~including~~using ~~interest,~~Level is3 ~~$446,550~~inputs. InLevel ~~addition,~~3 ~~the~~inputs ~~note~~are isunobservable ~~secured~~inputs bythat ~~all~~are ofsupported ~~the~~by ~~property~~little ofor ~~the~~no ~~Company.~~market Weactivity ~~are~~and ~~currently~~that ~~engaged~~are insignificant ~~discussions~~to ~~with~~ the ~~lender~~fair tovalue ~~extend~~of the ~~note. In~~assets ~~connection~~or ~~with~~liabilities. On ~~the~~March ~~financing agreement~~25, ~~on August 31~~2013, ~~2012~~options ~~the Company issued a warrant~~ to purchase 64,~~814~~500,000 shares of common stock, ~~exercisable~~were onissued orto ~~before August 31~~contractors, ~~2017~~which atrequire ~~$0.02 per share. The~~ fair value ofmeasurement for the ~~warrant~~unvested atoptions ~~the~~on ~~date~~a ofquarterly ~~grant~~basis. The ~~was~~options ~~$132,332~~were revalued again using athe Black -Scholes option pricing model ~~using~~for ~~inputs~~the ~~described~~quarter inended ~~Note~~July 831, ~~and~~2014 ~~the~~based ~~full~~on ~~expense~~the ~~was~~following ~~recorded~~assumptions: asexpected oflife ~~the date~~ of issuance. NOTE 6 - Asset Retirement Obligations and Restricted Deposits Asset retirement obligations relate to legal obligations for site restoration and clean-up costs for exploration drilling activities in Arizona and Wyoming. The Company posts restricted deposits with US government agencies that are legally restricted for the ~~purpose~~options of ~~settling these obligations~~3. ~~During~~75 ~~2008 and 2009~~years, ~~TUSA~~expected ~~carried~~volatility ~~out the required reclamation work and reseeding~~ of ~~affected areas in Wyoming~~211. ~~During the year ended January 31~~4%, ~~2010,~~risk-free ~~the~~interest ~~Wyoming~~rate ~~Department~~ of ~~Environmental~~1.76% ~~Quality (WDEQ) inspected the property~~ and ~~subsequently~~a ~~released~~stock ~~$575,600~~price of ~~restricted deposits~~$0.01 ~~Approximately~~per ~~$340,000~~share. Based ofon ~~this~~these ~~amount was used to pay annual mineral claim fees~~assumptions, ~~$200,000~~the ~~was~~Company ~~paid~~calculated tothat ~~Tournigan Energy, and~~ the ~~balance~~value ~~was used~~ for ~~operations. During~~ the ~~year~~unvested ~~ended~~options ~~January~~had ~~31,~~decreased ~~2011,~~by ~~the remaining reclamation work was completed, and~~ $~~304~~8,~~400~~871 ofduring ~~restricted~~the ~~deposits~~quarter ~~was~~which ~~released. Approximately $127,000 of this amount~~ was ~~used~~recorded toas ~~pay~~a ~~annual~~negative ~~mineral~~stock ~~claim~~option ~~fees,~~expense ~~$130,000~~in ~~was~~the ~~paid~~quarter toended July ~~Tournigan Energy, and $47,000 was used for operations. The balance of restricted deposits at October~~ 31, ~~2013 was $35,106, which may be released upon future inspection by the Arizona BLM~~2014. 10 11

NOTE 7 - Stockholders’ Equity (Deficit) During the year ended January 31, 2012, the Company issued a total of 800,000 in shares to two individuals who had previously donated their time to the Company. 750,000 shares at $0.04 per share were granted and expensed as consulting expense and an additional 50,000 shares at $0.04 were granted to a related party and expensed as website expense. A related party forgave notes payable in the amount of $600,000. This amount was recorded as a contribution to capital.The Company issued a total of 6~~,323,820~~ common shares in settlement of debt of $410,860. During the year ended January 31, 2013, the Company issued 50,000,000 shares to the shareholders of New Fork at $0.04 per share, 2,000,000 shares for a one-~~year~~ ~~investor~~Related ~~relations services that~~Party terminated on March 19, 2013 at $0.05 per share valued at $100,000, and 2,000,000 units each consisting of one common share and one half warrant for cash of $50,000. The Company completed a private placement transaction in the amount of $50,000 by the issuance of 2,000,000 shares of common stock at $0.04 per share. Each share included one-half of a warrant exercisable at $0.05 per share. On August 28, 2013, Accredited Members, Inc. was issued 500,000 of common stock at a price of $0.02 per share in exchange for an accounts payable for professional services provided to the Company. Each share also included one-half warrant exercisable at $0.25 per share with a term of five years from issuance. During the nine months ended October 31, 2013 the Company, for a total of $170,000 issued 8,500,000 shares of common stock at $0.02 per share. Each share also included one-half warrant exercisable at $0.25 per share with a term of five years from issuance. This issuance included the Accredited Members, Inc. transaction described above, which was the only equity based transaction for the quarter ended October 31, 2013. Based on the terms and conditions of the warrants, we have concluded that all of the warrants issued meet the criteria for equity classification. NOTE 8 - Common Stock Options and Warrants The Company's 2012 Stock Option Plan adopted by the Board of Directors on September 17, 2012 states that the exercise price of each option will be granted at an amount that equals the fair market value at the date of grant. All options vest at a time determined at the discretion of the Company's Board of Directors. All options expire if not exercised within 10 years from the date of grant, unless stated otherwise by the Board of Directors upon issuance. 11Transactions

~~The~~During ~~Company~~2011, ~~records~~Minex ~~compensation~~Exploration ~~expense~~which ~~ratably~~is ~~over~~controlled ~~the vesting period for the fair value of options granted under the Company's 2012 Stock Option Plan. The Company estimates the fair value of each stock option at the grant date~~ by ~~using~~our ~~the~~Director ~~Black-Scholes~~Gregory ~~option-pricing model. On March 29~~Schifrin, ~~2012,~~provided ~~the~~services ~~Company issued stock options of 2,500,000~~ to ~~the~~New ~~officers~~Fork ~~and~~related directors. The options were priced at $0.06 per share and expire five years from the date of issuance. The fair value of the option grant was estimated on the date of grant utilizing the Black-Scholes option pricing model. The fair value of these options was determined to bemaintaining ~~$99,924~~our ~~based~~mining onclaims ~~the~~in ~~following~~Sweetwater ~~assumptions: expected life of options of 5 years~~County, ~~expected~~Wyoming ~~volatility~~for of 305.3%, risk-free interest rate of 1.01% and no dividend yield. On March 25, 2013 the Company issued stock options to purchase 4,000,000 shares of common stock to an individual providing contract CFO services to the Company, half of which vested upon issuance and twenty five percent will vest in each of the subsequent two years of service to the Company. The options were priced at $0.02 per share and will expire five years from the date of issuance. The fair value of the option grant was estimated on the date of grant utilizing the Black-Scholes option pricing model. The fair value of these options was determined to be $7986,~~498 Based on the following assumptions: expected life of the options of 5 years, expected volatility of 243~~358.~~9%,~~ ~~risk-free~~As ~~interest rate~~ of ~~0.80%~~July ~~and no dividend yield. These options will be expensed over their vesting schedule. On March 25~~31, ~~2013 the Company issued stock options to purchase 500~~2014,~~000~~ ~~shares of common stock to an individual providing contract accounting services to the Company~~$51,359 ~~half~~was ofowed ~~which vested upon issuance and the other half will vest after one year of service~~ to ~~the~~Minex ~~Company. The~~Exploration ~~options~~for were priced at $0.02 per share and will expire five years from the date of issuance. The fair value of the options granted is estimated using the market price at the end of each quarter. The fair value of these ~~options as of the date of grant was determined to be $9,937~~services. On the date of grant, utilizing the Black-Scholes model, the following assumptions were used: expected life of the options of 5 years, expected volatility of 243.9%, risk-free interest rate of 0.80% and no dividend yield. These options will be expensed over their vesting schedule. Options Number of Shares Weighted Average Exercise Price Outstanding at January 31, 2013 10,250,000 $0.17 Issued 4,500,000 $0.02 Exercised - - Expired/Cancelled - - Outstanding at October 31, 2013 14,750,000 $0.12 Exercisable at October 31, 2013 12,500,000 $0.14 12

~~The~~NOTE following table summarizes information about stock options at October 31, 2013: Range of Prices Weighted Average Number Outstanding Contractual Life Weighted Average Exercise Price Weighted Average Number Exercisable Weighted Average Exercise Price $0.02 4,500,000 4.40 yrs $0.02 2,250,000 $0.02 $0.05 2,000,000 2.55 yrs $0.05 2,000,000 $0.05 $0.06 5,650,000 2.18 yrs $0.06 3,150,000 $0.06 $0.08 500,000 1.22 yrs $0.08 500,000 $0.08 $0.30 100,000 1.22 yrs $0.30 100,000 $0.30 $0.60 2,000,000 2.10 yrs $0.60 2,000,000 $0.60 On June 19, 2012 the Company issued 2,000,000 shares of common stock and a warrant to purchase 1,000,000 shares of common stock at $0.05 per share within a three year period. On August 31, 2012, in connection with a note payable, the Company entered into a Warrant Purchase Agreement with an unaffiliated accredited investor. As part of the terms of the note, the Company issued a five year warrant to the lender to purchase 6,814,000 shares of Company common stock, exercisable at $0.02 per share. The fair value of these warrants at the date of grant was $132,332 using a Black Scholes option pricing model and the following assumptions: expected life of warrants is five years, expected volatility rate of 194.81%, risk free rate of 0.59%, and an exercise price of $0.02. The $132,332 was fully expensed on the date of issuance. On January 7, ~~2013,~~– inSubsequent connection with a note payable, the Company entered into a Warrant for Purchase of Common Stock agreement with a related party investor. As stated in the agreement, the Company granted 1,000,000 shares of common stock, exercisable on or before January 7, 2016 at $0.02 per share. The fair value of these warrants at the date of grant was $25,417 using a Black Scholes option pricing model and the following assumptions: expected life of warrants is three years, expected volatility rate of 210.18%, risk free rate of 0.41%, and an exercise price of $0.02. The $25,417 was fully expensed on the date of issuance. During the quarter ended October 31, 2013 the Company issued 500,000 shares of common stock at $0.02 per share in exchange for certain services provided to the Company. In addition 250,000 warrants were issued to the same service provider which are exercisable at $0.25 per share with a term of five years from the grant date. 13 Events

Warrants Number of Shares Weighted Average Exercise Price Outstanding at January 31, 2013 8,814,000 $0.02 Issued 9,250,000 $0.09 Exercised - - Expired/Cancelled - - Outstanding at October 31, 2013 18,064,000 $0.08 Exercisable at October 31, 2013 18,064,000 $0.08 On ~~October~~September 312, ~~2013,~~2014 the ~~Company~~annual ~~had~~lease ~~the~~payments ~~following~~to ~~outstanding~~the ~~warrants: Exercise~~Bureau ~~Price Number~~ of ~~Shares Remaining~~Land ~~Contractual~~Management ~~Life Exercise~~were ~~Price~~due ~~Times~~for ~~Number~~our offederal ~~Shares Weighted~~mining ~~Average~~claims ~~Exercise~~covering ~~Price $0.02 12,814,000 3.32~~about ~~yrs $256~~10,~~280 $0.02 $0.05 1,~~000~~,000 1.64~~ ~~yrs $50,000 $0.05 $0.25 4,250,000 2.58~~acres yrs $1,000,000 $0.25 18,064,000 Fair Value Considerations: GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. As presented in the tables below, this hierarchy consists of ~~three~~land ~~broad levels: Level 1 valuations: Quoted prices~~ in ~~active~~Arizona ~~markets~~and ~~for~~Wyoming ~~identical assets~~ and ~~liabilities. Level~~account 2for ~~valuations: Quoted~~substantially ~~prices~~all ~~for~~of ~~similar~~the assets ~~or liabilities~~ in ~~active~~the ~~markets;~~Company. We ~~quoted~~were ~~prices~~unable ~~for~~to ~~identical~~raise orthe ~~similar~~capital ~~assets~~required orto ~~liabilities~~make inthese ~~markets~~payments ~~that~~to ~~are~~the ~~not~~BLM ~~active;~~ and ~~model-derived~~as ~~valuations~~a ~~whose~~result ~~inputs~~have orlost ~~significant~~all ~~value~~rights ~~drivers~~and ~~are~~interests ~~observable. Level~~in 3these ~~valuations: Significant inputs to valuation model are unobservable~~claims. 14

WeManagement ~~classify assets and liabilities measured at fair value in their entirety based on the lowest level of input that~~ is ~~significant~~currently toassessing their fair value measurement. We measure all our stock options issued to contractors that are required to be measured at fair value on a recurring basis using Level 3 inputs. Level 3 inputs are unobservable inputs that are supported by little or no market activity and that are significant to the ~~fair value of the assets or liabilities.While we had no outstanding instruments as of January 31, 2013 that required fair value measurement, 4,500,000~~ options ~~were issued to contractors on March 25, 2013 which require fair value measurement~~ for the unvested options on a quarterly basis. The options were revalued again using the Black-Scholes option pricing model for the quarter ended October 31, 2013 based on the following assumptions: expected life of the options of 4.50 years, expected volatility of 228.3%, risk-free interest rate of 1.31% and a stock price of $0.016, the Company ~~calculated~~going that the value for the unvested options had declined by $27,126 which was recorded as a negative stock option expense in the quarter ended October 31, 2013. NOTE 9 - Related Party Transactions During 2011, Minex Exploration which is controlled by our Director Gregory Schifrin, provided services to New Fork related to maintaining our mining claims in Sweetwater County, Wyoming for $86,358. As of October 31, 2013, $51,359 was owed to Minex Exploration for these services. As of October 31, 2013 James G. Baughman, our CEO and Director, was owed $14,500 in fees and $2,192 in accrued benefits for his duties as CEO and $12,222 in expense reimbursements. As of October 31, 2013, the entire amount of $28,914 was owed to Mr. Baughman. ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. Cautionary Statement about Forward-Looking Statements This Form 10-Q contains forward-looking statements regarding future events and the Company’s future results that are subject to the safe harbors created under the Securities Act of 1933 (the “Securities Act”) and the Securities Exchange Act of 1934 (the “Exchange Act”). These statements are based on current expectations, estimates, forecasts, and projections about the industry in which the Company operates and the beliefs and assumptions of the Company’s management. Words such as “hopes,” “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “continues,” “may,” variations of such words, and similar expressions are intended to identify such forward-looking statements. In addition, any statements that refer to projections of the Company’s future financial performance, the Company’s plans for a drill program, the Company’s potential for joint venture partners, and other characterizations of future events or circumstances are forward-looking statements. The Company’s properties are without known reserves and any proposed projects or drill programs are exploratory in nature. Readers are cautioned that these forward-looking statements are only predictions and are subject to risks, uncertainties, and assumptions that are difficult to predict, including those identified under “Risk Factors” in our Form 10-K and 10-K/A for the year ended January 31, 2013. Therefore, actual results may differ materially and adversely from those expressed in any forward-looking statements. 15

~~The~~ITEM ~~Company is under no duty to update any of these forward-looking statements after the date of this report~~2. You should not place undue reliance on these forward-looking statements. Overview Cyclone Uranium Corporation (formerly known as Fischer-Watt Gold Company, Inc., collectively with its subsidiaries, "Cyclone Uranium", “Cyclone" or the "Company"), was formed under the laws of the State of Nevada in 1986. Cyclone UraniumManagement's ~~primary~~Discussion ~~business is mining~~ and ~~mineral~~Analysis exploration, and to that end to own, acquire, improve, sell, lease, convey lands or mineral claims or any right, title or interest therein; and to search, explore, prospect or drill for and exploit ores and minerals therein or thereupon. Mineral Properties Through several acquisitions, the Company evolved and has focused on building a portfolio of uranium mining claims in Wyoming, South Dakota and Arizona, the most recent of which was the March 14, 2012 acquisition of New Fork. New Fork's assets are comprised of 521 federal mining claims covering about 10,000 acres of BLM land. These claims cover a large portion of the sinuous, uranium bearing roll-front that exists in this part of south-central Wyoming. The Company’s existing Cyclone Rim claims cover a 28-mile extent of the western portion of this same roll-front trend. This area of Sweetwater County is a historical uranium-mining district that is seeing a resurgence of development activity. The Company now holds significant acreage on key uranium ground in the Red Desert. On March 19, 2012, James G. Baughman was appointed Chairman, President, CEO, and acting Chief Financial ~~Officer~~Condition ~~to succeed Peter Bojtos who had held those positions since 2005. Mr. Baughman is an experienced geologist~~ and ~~mining~~Results company executive with proven management skills, and possesses an international background in the mining industry. Mr. Baughman has worked as a geologist for more than 25 years in mining operations and mineral exploration projects for precious, base metals, and uranium and has also provided technical services and project management for a number of ~~major and junior mining companies~~Operations. Corporate Strategy Management believes that given the global supply and demand outlook for uranium over the next several years that demand could likely exceed supply which in turn could cause uranium prices to increase substantially from their current levels as well as prompt the large uranium producers to acquire uranium properties that could one day go into production. The Company has strategically amassed a portfolio of mining claims that are largely focused on a historically productive uranium mining region in Wyoming and can maintain control of these claims going forward for an annual cost of approximately $200,000 annually in lease payments to the Bureau of Land Management. 16

~~Although~~Cautionary ~~the~~Statement ~~Company~~about can maintain control of these claims going forward for a fairly minimal cost, management believes that it can significantly increase the value of the properties by investing in drill programs to define the resource of these claims. The strategy would be to implement drill programs focused on our Cyclone Rim and New Fork properties in a phased approach over the next couple of years. Management estimates the total required investment for these drill programs to be between $8 million and $15 million with the costs being weighted more heavily toward the later phases and depending on the results from the earlier phases. The Company’s business plan will require additional capital through debt or equity financing to fund these programs, which may not be available at reasonable terms, if at all. The advantages of implementing a phased drill program are that the Company can assess the results of the earlier phases to be more strategic in investing in the later, more expensive phases and by raising capital incrementally for each phase, management believes that it can minimize the dilutive effect of each subsequent equity raise by demonstrating added value of its claims with each drill program. Assuming these drill programs are successful, management believes that they will substantially increase the value of it properties which would increase shareholder value. Results of Operations The following discussion involves the results of operations for the quarters ended October 31, 2013 and October 31, 2012 and for the nine months ended October 31, 2013 and October 31, 2012. The Company had no revenue from production during the quarters ended October 31, 2013 or 2012 as the Company had no properties in production. Exploration expenses for the quarter ended October 31, 2013 were $34,470 compared to $66,584 for the quarter ended October 31, 2012. Exploration expenses may fluctuate slightly going forward as the Company adjusts its claim portfolio, but should remain in this general range until the Company is able to expand its exploration drill program. General and administrative expenses for the quarter ended October 31, 2013 amounted to $36,102 compared to $132,856 for the quarter ended October 31, 2012. General and administrative expenses decreased primarily due to greater professional services incurred over the past year. Total other expenses for the quarter ended October 31, 2013 were $83,375 compared to $146,919 for the quarter ended October 31, 2012. This decrease was primarily due to a large oneForward-~~time interest~~Looking expense recorded for a short-term note in the third quarter 2012 related to warrants issued with the note. (See Footnote #8.) For the quarter ended October 31, 2013, the Company reported a net loss of $153,947 compared to a net loss of $346,359 for the quarter ended October 31, 2012. The Company had no revenue from production during the nine months ended October 31, 2013 or 2012 as the Company had no properties in production. 17Statements

~~Exploration~~This ~~expenses~~Form ~~for~~10-Q ~~the~~contains ~~nine~~forward-looking ~~months~~statements ~~ended~~regarding ~~October~~future ~~31,~~events ~~2013~~and ~~were $137,383 compared to $164,368 for~~ the ~~nine~~Company’s ~~months~~future ~~ended~~results ~~October~~that ~~31,~~are ~~2012. Exploration~~subject ~~expenses~~to ~~may~~the ~~fluctuate~~safe ~~slightly~~harbors ~~going~~created ~~forward~~under as the ~~Company~~Securities ~~adjusts~~Act ~~its~~of ~~claim~~1933 ~~portfolio, but should remain in this general range until~~ (the ~~Company~~“Securities isAct”) ~~able to expand its exploration drill program. General~~ and ~~administrative expenses for~~ the ~~nine~~Securities ~~months~~Exchange ~~ended~~Act ~~October~~of ~~31,~~1934 ~~2013 amounted to $266,494 compared to $405,594 for~~ (the ~~nine~~“Exchange ~~months ended October 31, 2012~~Act”). ~~This~~ ~~decrease~~These isstatements ~~primarily~~are ~~due~~based toon ~~cost~~current ~~cutting~~expectations, ~~measures and efficiencies introduced by management. Total other expenses for the nine months ended October 31~~estimates, ~~2013 were $171~~forecasts,~~375~~ ~~compared~~and toprojections ~~$162,244~~about ~~for~~ the ~~nine~~industry ~~months ended October 31, 2012. The increase was primarily due to an increase~~ in ~~interest~~which ~~expense as a result of~~ the ~~increased~~Company ~~level~~operates ofand ~~debt that was incurred over~~ the ~~past~~beliefs ~~twelve~~and ~~months. For~~assumptions ~~the~~of ~~nine months ended October 31, 2013,~~ the Company’s ~~reported~~management. aWords ~~net~~such ~~loss~~as ~~of $575~~“hopes,~~252~~” ~~compared to a net loss of $1~~“expects,~~013,683~~” ~~for the nine months ended October 31~~“anticipates,” ~~2012. Liquidity and Financial Condition The Company had unrestricted cash on hand at October 31~~“targets,” ~~2013~~“goals,” ~~of $8~~“projects,~~603~~” ~~compared to $21~~“intends,~~323~~” ~~on January 31~~“plans,” ~~2013. The Company also holds restricted cash of $35~~“believes,~~106~~” ~~relating to reclamation bonds covering the mineral properties acquired from Tournigan Energy. Current liabilities amounted to $1~~“seeks,~~436,685~~” ~~on October 31~~“estimates,” ~~2013 compared to $1~~“continues,~~178,455~~” ~~on January 31~~“may,” ~~2013~~variations of ~~which~~such ~~$195~~words,~~000~~ ~~were~~and ~~owed~~similar toexpressions ~~affiliates~~are ~~for~~intended ~~both~~to ~~periods. We~~identify ~~also~~such ~~increased current liabilities with a $300,000 bridge loan from a non~~forward-~~affiliate~~looking onstatements. ~~August~~In 31addition, ~~2012,~~any ~~which~~statements isthat inrefer ~~default, and a $150,000 loan from a company shareholder on August 30, 2013. Current assets amounted~~ to ~~$167,480~~projections ~~resulting in a working capital deficit~~ of ~~$1,269,205 at October 31, 2013. Cash used in operating activities for~~ the ~~nine~~Company’s ~~months~~future ~~ended~~financial ~~October 31~~performance, ~~2013~~the ~~was~~Company’s ~~$332,720~~plans ~~compared to $418,247~~ for ~~the~~a ~~nine~~drill ~~months ended October 31~~program, ~~2012. Cash~~the ~~provided~~Company’s ~~from~~potential ~~investing activities~~ for ~~the~~joint ~~nine~~venture ~~months ended October 31~~partners, ~~2013~~and ~~was~~other ~~$-0-~~characterizations ~~compared~~of tofuture ~~$297,564~~events ~~for~~or ~~the~~circumstances ~~nine~~are ~~months~~forward-looking ~~ended~~statements. ~~October~~The ~~31,~~Company’s ~~2012. This~~properties ~~decrease~~are ~~was~~without ~~due~~known toreserves anand ~~infusion~~any ofproposed ~~cash~~projects ~~from~~or ~~the~~drill ~~New~~programs ~~Fork~~are ~~acquisition~~exploratory in ~~2012~~nature. ~~Cash~~ Readers ~~provided~~are bycautioned ~~financing~~that ~~activities~~these ~~for~~forward-looking ~~the~~statements ~~nine~~are ~~months~~only ~~ended~~predictions ~~October~~and ~~31,~~are ~~2013~~subject ~~was $320,000 compared~~ to ~~$201~~risks,~~000~~ ~~for the nine months ended October 31~~uncertainties, ~~2012. The~~and ~~increase~~assumptions ~~was~~that ~~primarily~~are ~~due~~difficult to ~~proceeds from the sale of common stock and loans~~predict, ~~offset~~including bythose ~~repayment~~identified ofunder a“Risk ~~portion~~Factors” ofin aour ~~shareholder~~Form ~~note~~10-K ~~payable. The~~for ~~first phase of drilling activities on~~ the ~~Wyoming~~year ~~properties~~ended ~~will~~January ~~likely~~31, ~~cost between $3 million and $4 million~~2014. ~~If we are unable to raise the additional capital necessary for these activities at favorable terms~~ Therefore, weactual ~~will~~results ~~postpone~~may ~~these~~differ ~~drilling~~materially ~~programs until we are able to do so~~ and ~~cash~~adversely ~~used~~from inthose ~~operating~~expressed ~~activities would remain~~ in ~~line~~any ~~with~~forward-looking ~~current levels~~statements. 18

The Company recognizes its need for additional funding either from equity sales or borrowings to create a more favorable working capital ratio and allow for a more aggressive property acquisition program. The Company also recognizes that there is under no ~~assurance~~duty ~~that adequate additional financing is either available or achievable on terms acceptable~~ to ~~it,~~update ifany ~~at all. Management needs to raise between $3 million and $4 million to fund the first phases~~ of ~~drilling programs for the Company’s Cyclone Rim and New Fork properties. The scope of this phase would likely include drilling as many as 100 drill holes on~~ these properties to determine the presence or absence of uranium mineralization with the intent of being able to eventually establish and support an inferred mineral resource calculation for these claims. If the Company has insufficient cash on hand, management has the ability to postpone these activities until financing is available. Should that be the case, management has the ability to run the Company at its current level of activity and operating cash requirements going forward-looking ~~which~~statements ~~require~~after ~~raising approximately $500,000 in capital over~~ the next twelve months. On August 30, 2013, the Company entered into an agreement with a shareholder in the form of a promissory note payable, in the amount of $150,000. The terms of the note include an interest rate of 30% per annum. The note is due and payable 120 days from August 30, 2013. In connection with the financing agreement, on August 30, 2013 the Company issued a warrant to purchase 5,000,000 shares of common stock, exercisable on or before August 30, 2016 at $0.02 per share. The fair value of the warrant at the date of grant was $119,698 using a Black Scholes option pricing model using inputs described in Note 8. An amount of $33,286 was expensed in the quarter ended October 31, 2013. The remaining amount of $33,287 will be amortized and expensed over the life of the note which matures December 30, 2013 at the end of this ~~fiscal year~~report. ~~The~~ ~~Company's~~You ~~financial~~should ~~statements~~not ~~are~~place ~~prepared~~undue reliance on athese going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has experienced significant net losses since inception and has a significant negative working capital position. These issues raise substantial doubt about the Company's ability to continue as a going concern. Other Management believes that the Company has adequately reserved its reclamation commitments. Management also believes that the Company is substantially in compliance with all environmental regulations. While it intends to continue with its uranium exploration, management also continues to evaluate precious and/or baseforward-~~metal~~looking ~~mineral properties with a view to developing into a cash generating, profitable, producing mine~~statements. ~~The chief area of interest is in the western United States. 19~~

~~Contractual Obligations~~ ~~The Company entered into an employment agreement with James Baughman on March 19, 2012.~~12 The term is indefinite and provides for an annual salary of $36,000. Upon termination without cause, Mr. Baughman is entitled to two times the annual salary, two times the targeted annual bonus and accrued but unused vacation time. Off Balance Sheet Arrangements The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our shareholders. Recently issued and adopted accounting pronouncements There were various updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries. None of the updates are expected to have a material impact on the Company's consolidated financial statements. Business Combinations On March 14, 2012, Cyclone and the Shareholders of New Fork Uranium Corporation (“New Fork”), a Wyoming corporation, entered into a Stock Purchase Agreement (the “Stock Purchase Agreement”) whereby the shareholders of New Fork sold all of the issued and outstanding shares of New Fork to Cyclone in exchange for the issuance to the shareholders of an aggregate of 50,000,000 shares of common stock, $.001 par value, of Cyclone. The 50,000,000 shares of common stock of Cyclone issued pursuant to the Stock Purchase Agreement were issued pro rata to all of the shareholders of New Fork on the basis of 0.877192983 shares of Cyclone’s common stock for each outstanding New Fork share of common stock issued and outstanding on the effective date of the Stock Purchase Agreement. In a shareholder meeting held in November 2012, shareholders voted to change the name of the Company from Fischer-Watt Gold Company, Inc. to Cyclone Uranium Corporation. Critical Accounting Policies There were no material changes to critical accounting policies since January 31, 2013. 20

Overview

Cyclone Uranium Corporation (formerly known as Fischer-Watt Gold Company, Inc., collectively with its subsidiaries, "Cyclone Uranium", “Cyclone" or the "Company"), was formed under the laws of the State of Nevada in 1986. Cyclone Uranium's primary business is mining and mineral exploration, and to that end to own, acquire, improve, sell, lease, convey lands or mineral claims or any right, title or interest therein; and to search, explore, prospect or drill for and exploit ores and minerals therein or thereupon.

Mineral Properties

Through several acquisitions, the Company evolved and has focused on building a portfolio of uranium mining claims in Wyoming, and Arizona, the most recent of which was the March 14, 2012 acquisition of New Fork. New Fork's assets are comprised of 521 federal mining claims covering about 10,000 acres of BLM land. These claims cover a large portion of the sinuous, uranium bearing roll-front that exists in this part of south-central Wyoming. The Company’s existing Cyclone Rim claims cover a 28-mile extent of the western portion of this same roll-front trend. This area of Sweetwater County is a historical uranium-mining district that is seeing a resurgence of development activity. The Company now holds significant acreage on key uranium ground in the Red Desert.

On March 19, 2012, James G. Baughman was appointed Chairman, President, CEO, and acting Chief Financial Officer to succeed Peter Bojtos who had held those positions since 2005. Mr. Baughman is an experienced geologist and mining company executive with proven management skills, and possesses an international background in the mining industry. Mr. Baughman has worked as a geologist for more than 25 years in mining operations and mineral exploration projects for precious, base metals, and uranium and has also provided technical services and project management for a number of major and junior mining companies.

Corporate Strategy

Management believes that given the global supply and demand outlook for uranium over the next several years that demand could likely exceed supply which in turn could cause uranium prices to increase substantially from their current levels as well as prompt the large uranium producers to acquire uranium properties that could one day go into production. The Company has strategically amassed a portfolio of mining claims that are largely focused on a historically productive uranium mining region in Wyoming and can maintain control of these claims going forward for an annual cost of between $150,000 and $200,000 annually in lease payments to the Bureau of Land Management.

Although the Company can maintain control of these claims going forward for a fairly minimal cost, management believes that it can significantly increase the value of the properties by investing in drill programs to define the resource of these claims. The strategy would be to implement drill programs focused on our Cyclone Rim and New Fork properties in a phased approach over the next couple of years. Management estimates the total required investment for these drill programs to be between $8 million and $15 million with the costs being weighted more heavily toward the later phases and depending on the results from the earlier phases. The Company’s business plan will require additional capital through debt or equity financing to fund these programs, which may not be available at reasonable terms, if at all.

The advantages of implementing a phased drill program are that the Company can assess the results of the earlier phases to be more strategic in investing in the later, more expensive phases and by raising capital incrementally for each phase, management believes that it can minimize the dilutive effect of each subsequent equity raise by demonstrating added value of its claims with each drill program. Assuming these drill programs are successful, management believes that they will substantially increase the value of it properties which would increase shareholder value.

Results of Operations

The following discussion involves the results of operations for the three and six months ended July 31, 2014 and July 31, 2013.

The Company had no revenue from production during the three and six months ended July 31, 2014 or 2013 as the Company had no properties in production.

Exploration expenses for the three months ended July 31, 2014 were $35,147 compared to $54,166 for the three months ended July 31, 2013. For the six months ended July 31, 2014 and July 31, 2013, the exploration expenses were $69,147 and $102,914, respectively. This decrease for the three and six months are attributed to management’s decision to not renew certain claims that were deemed to be more speculative in the last year which weren’t adding to the Company’s strategy.

General and administrative expenses for the three months ended July 31, 2014 amounted to $21,445 compared to $126,452 for the three months ended July 31, 2013. For the six months ended July 31, 2014 and 2013, general and administrative expenses were $106,681 and $230,391, respectively. This decrease for the three and six month comparable periods are attributed primarily to a decrease in professional services in 2014.

Total other expenses for the three months ended July 31, 2014 were $54,249 compared to $44,104 for the three months ended July 31, 2013. Total other expenses for the six months ended July 31, 2014 and July 31, 2013 were $106,681 and $230,391, respectively. The increase in both comparable periods were due to increased interest expense recorded for all short-term notes given the Company’s additional debt issued during the past year.

For the three months ended July 31, 2014, the Company reported a net loss of $110,841 compared to a net loss of $224,722 for the three months ended July 31, 2013. For the six months ended July 31, 2014, the Company reported a net loss of $282,557 compared to a net loss of $421,305 for the six months ended July 31, 2013.

Liquidity and Financial Condition

The Company had unrestricted cash on hand at July 31, 2014, of $3,251 compared to $2,582 on January 31, 2014. The Company also holds restricted cash of $35,184 relating to reclamation bonds covering the mineral properties acquired from Tournigan Energy.

Current liabilities amounted to $1,645,563 on July 31, 2014 compared to $1,540,163 on January 31, 2014. This increase of $105,400 is associated with interest and accrued expenses recorded during the six months ended July 31, 2014. Current assets amounted to $50,896 resulting in a working capital deficit of $1,594,667 at July 31, 2014.

Cash used in operating activities for the six months ended July 31, 2014 was $99,331 compared to $158,760 for the three months ended July 31, 2013.

Cash provided by financing activities for the six months ended July 31, 2014 was $100,000 compared to $160,000 for the six months ended July 31, 2013.

The first phase of drilling activities on the Wyoming properties will likely cost between $3 million and $4 million. If we are unable to raise the additional capital necessary for these activities at favorable terms, we will postpone these drilling programs until we are able to do so and cash used in operating activities would remain in line with current levels.

Management intends to raise between $3 million and $4 million in capital from the issuance of equity over the next twelve months to fund the first phases of drilling programs for the Company’s Cyclone Rim and New Fork properties. The scope of this phase would likely drilling as many as 100 drill holes on these properties to determine the presence or absence of uranium mineralization with the intent of being able to eventually establish and support an inferred mineral resource calculation for these claims. If the Company is unable to raise this capital at favorable terms, management has the ability to postpone these activities until it is able to raise the level of capital needed. Should that be the case, management has the ability to run the Company at its current level of activity and operating cash requirements going forward which require raising approximately $500,000 in capital over the next twelve months.

The Company's financial statements are prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The Company has experienced significant net losses since inception and has a significant negative working capital position. These issues raise substantial doubt about the Company's ability to continue as a going concern.

Other

Management believes that the Company has adequately reserved its reclamation commitments. Management also believes that the Company is substantially in compliance with all environmental regulations.

While it intends to continue with its uranium exploration, management also continues to evaluate precious and/or base-metal mineral properties with a view to developing into a cash generating, profitable, producing mine. The chief area of interest is in the western United States.

Off Balance Sheet Arrangements

The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our shareholders.

Recently Issued and Adopted Accounting Pronouncements

In June 2014, the FASB issued ASU No. 2014-10, which amended Accounting Standards Codification (ASC) Topic 915 Development Stage Entities. The amendment eliminates certain financial reporting requirements surrounding development stage entities, including an amendment to the variable interest entities guidance in ASC Topic 810, Consolidation. The amendment removes the definition of a development stage entity from the ASC, thereby removing the financial reporting distinction between development stage entities and other entities from U.S. GAAP. Consequently, the amendment eliminates the requirements for development stage entities to (1) present inception-to-date information in the statements of income, cash flows and shareholder equity, (2) label the financial statements as those of a development stage entity, (3) disclose a description of the development stage activities in which the entity is engaged, and (4) disclose the first year in which the entity is no longer a development stage entity that in prior years it had been in the development stage.

This amendment is effective for fiscal years beginning after December 15, 2014, and interim periods therein. Early application of each of the amendments is permitted for any annual reporting period or interim period for which the entity’s financial statements have not yet been issued. The Company has made the election to early adopt this amendment effective June 30, 2014 and, as a result, the Company is no longer presenting or disclosing the information previously required under Topic 915. The early adoption was made to reduce data maintenance by removing all incremental financial reporting requirements for development stage entities. The adoption of this amendment alters the disclosure requirements of the Company, but it does not have any material impact on the Company’s financial position or results of operations for the current or any prior reporting periods.

There were various other updates recently issued, most of which represented technical corrections to the accounting literature or application to specific industries. None of the other updates are expected to have a material impact on the Company's consolidated financial statements.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not applicable.

~~Item 4. CONTROLS AND PROCEDURES~~16

Item 4. CONTROLS AND PROCEDURES Disclosure Controls and Procedures As required by Rule 13a-15 under the Securities Exchange Act of 1934 (the “1934 Act”), as of July 31, 2014, we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer (our principal executive officer). Based upon and as of the date of that evaluation, our Chief Executive Officer concluded that our disclosure controls and procedures are not effective to timely alert management to material information required to be included in our periodic reports filed with the Securities and Exchange Commission and to ensure that information required to be disclosed in such reports is accumulated and communicated to our management, including our Chief Executive Officer, to allow timely decisions regarding required disclosures. However, management believes that the financial statements included in this report present fairly, in all material respects, the Company’s consolidated financial position, results of operations and cash flows for the periods presented. Due to our limited financial resources and limited personnel we are not able to, and do not intend to, immediately take any action to remediate the material weaknesses identified. Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the 1934 Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the 1934 Act is accumulated and communicated to our management, including our principal executive officer as appropriate, to allow timely decisions regarding required disclosure. Changes in Internal Control Over Financial Reporting There has not been any change in our internal controls over financial reporting that occurred during our quarterly period ended July 31, 2014 that has materially affected, or is reasonable likely to materially affect, our internal controls over financial reporting. PART II - OTHER INFORMATION Item 1. LEGAL PROCEEDINGS None. Item 1A. RISK FACTORS There have been no material changes to the risk factors set forth in Item 1A. to Part II of our Form 10-K, as filed on May 16, 2014, except to the extent factual information disclosed elsewhere in this Form 10-Q relates to such risk factors. Item 2. UNREGISTERED SALES OF EQUITY SECURITIES On June 9, 2014 the Company, issued 10,000,000 shares of common stock for a $100,000 investment received from an accredited investor. Each share will also include one warrant exercisable at $0.05 per share with a term of five years from issuance. Based on the terms and conditions of the warrants, we have concluded that all of the warrants issued meet the criteria for equity classification. 17

As Item ~~required~~3. byDEFAULTS ~~Rule~~UPON ~~13a-~~SENIOR SECURITIES On August 31, 2012 the Company entered into a $300,000 bridge loan financing arrangement with an unaffiliated accredited investor, the proceeds of which were used to pay maintenance fees to the Bureau of Land Management and general operating expenses of the Company. The note payable bears interest at a rate of 15% ~~under~~per annum and was due and payable on or before October 30, 2012. The Note is secured by all of the ~~Securities~~property ~~Exchange~~of ~~Act~~the Company in addition to a pledge of ~~1934~~certain (shares of common stock owned by James Baughman, Maria Baughman, Purcell Group LLC and Publican Capital Corporation. As of July 31, 2014, the ~~“1934~~Company ~~Act”)~~was unable to repay the note, asthus, the Company is in default on the note. The default interest rate is 45%. As of ~~October~~July 31, 2014 the balance due, including interest, is $550,208. The Company received notification of the lender’s intent to foreclose on the pledged assets and the Company is currently engaged in settlement negotiations with lender for payment of the note. On January 7, 2013, wethe ~~carried~~Company ~~out~~entered into an ~~evaluation~~agreement with a shareholder in the form of a promissory note payable, in the ~~effectiveness~~amount of $35,000. The terms of the ~~design~~note include an interest rate of 15% that is accrued and ~~operation~~paid at the time of ~~our~~maturity.The ~~disclosure~~note ~~controls~~and accrued interest are due and ~~procedures~~payable July 7, 2013. ~~This~~ ~~evaluation~~As ~~was~~of ~~carried~~July ~~out~~31, ~~under~~2014, the ~~supervision~~Company ~~and~~recorded $8,213 in accrued interest. In connection with the ~~participation~~note payable, the Company issued a Warrant to purchase 1,000,000 shares of ~~our~~common ~~Chief~~stock, ~~Executive~~exercisable ~~Officer~~on ~~(our~~or ~~principal~~before ~~executive~~January ~~officer)~~7, 2016 at $0.02 per share. ~~Based~~The ~~upon~~fair value of the warrant at the date of grant was $25,417 using a Black Scholes option pricing model using inputs described in Note 4, and the full expense was recorded as of the date of ~~that~~issuance. As ~~evaluation~~of July 31, ~~our~~2014, ~~Chief~~the ~~Executive~~Company ~~Officer~~was ~~concluded~~unable ~~that~~to ~~our~~repay ~~disclosure~~the ~~controls~~note, ~~and~~thus, ~~procedures~~the ~~are~~Company ~~not~~is ~~effective~~in todefault ~~timely~~on ~~alert~~the ~~management~~note. On toJuly ~~material~~31, ~~information~~2014 ~~required~~the tobalance bedue, ~~included~~including interest is $43,213. We are currently engaged in ~~our~~discussions ~~periodic~~with ~~reports~~the ~~filed~~lender with regard to negotiating an extension on the ~~Securities~~note. On ~~and~~August ~~Exchange~~30, ~~Commission and~~2013, tothe ~~ensure~~Company ~~that~~entered ~~information~~into ~~required~~an toagreement bewith ~~disclosed~~a shareholder in ~~such~~the ~~reports~~form of a promissory note payable, in the amount of $150,000. The terms of the note include an interest rate of 30% per annum. The note is ~~accumulated~~due and ~~communicated~~payable 120 days from August 30, 2013. In addition, the Note was secured by a pledge of certain shares of common stock owned by James Baughman. In connection with the financing agreement, on August 30, 2013 the Company issued a warrant to ~~our~~purchase ~~management~~5,000,000 ~~including~~shares ~~our~~of ~~Chief~~common ~~Executive~~stock, ~~Officer~~exercisable on or before August 30, 2016 at $0.02 per share. The fair value of the warrant at the date of grant was $119,698 using a Black Scholes option pricing model using inputs described in Note 4. The proceeds from the note were allocated to ~~allow~~notes ~~timely~~payable ~~decisions~~and ~~regarding~~warrants ~~required~~based ~~disclosures~~on the relative fair value of the debt and warrants. ~~However~~ The remaining amount of $66,573 ~~management~~was ~~believes~~amortized ~~that~~and expensed over the ~~financial~~life ~~statements~~of ~~included~~the innote ~~this~~which ~~report~~matured ~~present~~December ~~fairly~~30, in2013. As ~~all~~of ~~material~~July ~~respects~~31, 2014, the Company’s ~~consolidated~~was ~~financial~~unable ~~position~~to repay the note, ~~results~~thus, ofthe ~~operations~~Company ~~and~~is ~~cash~~in ~~flows~~default ~~for~~on the ~~periods~~note. On ~~presented~~July 31, 2014 the balance due, including interest is $191,548. ~~Due~~The toCompany ~~our~~is ~~limited~~currently ~~financial~~engaged ~~resources~~in ~~and~~settlement ~~limited~~negotiations ~~personnel~~with welender ~~are~~for ~~not~~payment ~~able~~of the note. Item 4. MINE SAFETY DISCLOSURES Not applicable. Item 5. OTHER INFORMATION None. 18 Item 6. EXHIBITS Exhibit No. Document 3.1 Articles of Incorporation, as amended. Filed as Exhibit 2.3 to Form 10-QSB filed January 6, 1998 and doincorporated ~~not~~herein ~~intend~~by reference. 3.2 By-laws of the Corporation. Amended and Restated. Filed as Exhibit 3.3 to Form 10-QSB filed December 16, ~~immediately~~1996 ~~take~~and ~~any~~incorporated ~~action~~herein toby ~~remediate~~reference. 31 Officers Certification under Section 302 of the ~~material~~Sarbanes-Oxley ~~weaknesses~~Act ~~identified~~of 2002 for James G. Baughman. Filed herewith. 32 Certification of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002 for James G. Baughman. Filed herewith. 19

~~Disclosure~~ SIGNATURES In ~~controls~~accordance ~~and~~with ~~procedures~~Section ~~are~~13 ~~controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed~~ or ~~submitted~~15(d) ~~under~~of the ~~1934~~Exchange Act ~~is recorded~~, ~~processed, summarized and reported within~~ the ~~time~~registrant ~~periods~~caused ~~specified~~this inreport ~~the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed~~ to ~~ensure that information required to~~ be ~~disclosed~~signed inon ~~our~~its ~~reports~~behalf ~~filed~~by ~~under~~ the ~~1934~~undersigned, ~~Act~~thereunto isduly ~~accumulated~~authorized. CYCLONE ~~and~~URANIUM ~~communicated~~CORPORATION Date: September ~~to our management~~22, ~~including~~2014 By: /s/ ~~our~~James ~~principal~~G. ~~executive~~Baughman James ~~officer~~G. asBaughman President ~~appropriate,~~and toChief ~~allow~~Executive ~~timely~~Officer ~~decisions~~and ~~regarding~~acting ~~required~~Chief ~~disclosure.~~Financial Officer 20

Changes in Internal Control Over Financial Reporting

There has not been any change in our internal controls over financial reporting that occurred during our quarterly period ended October 31, 2013 that has materially affected, or is reasonable likely to materially affect, our internal controls over financial reporting.

PART II - OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

None.

Item 1A. RISK FACTORS

There have been no material changes to the risk factors set forth in Item 1A. to Part II of our Form 10-K, as filed on April 16, 2013, except to the extent factual information disclosed elsewhere in this Form 10-Q relates to such risk factors.

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES On August 30, 2013, the Company entered into an agreement with a shareholder in the form of a promissory note payable, in the amount of $150,000. The terms of the note include an interest rate of 30% per annum. The note is due and payable 120 days from August 30, 2013. In connection with the financing agreement, on August 30, 2013 the Company issued a warrant to purchase 5,000,000 shares of common stock, exercisable on or before August 30, 2016 at $0.02 per share. The fair value of the warrant at the date of grant was $119,698 using a Black Scholes option pricing model using inputs described in Note 8. An amount of $33,286 was expensed in the quarter ended October 31, 2013. The remaining amount of $33,287 will be amortized and expensed over the life of the note which matures December 30, 2013 at the end of this fiscal year. On August 28, 2013, Accredited Members, Inc. was issued 500,000 of common stock at a price of $0.02 per share in exchange for an accounts payable for professional services provided to the Company. Each share also included one-half warrant exercisable at $0.25 per share with a term of five years from issuance. The common stock and warrants were issued to the investors in reliance on the exemption from registration contained in Rule 506 of Regulation D under the Securities Act of 1933. No commissions or other remuneration were paid on the transactions set forth above. Item 3. DEFAULTS UPON SENIOR SECURITIES On August 31, 2012 the Company entered into a $300,000 bridge loan financing arrangement with an unaffiliated accredited investor, the proceeds of which were used to pay maintenance fees to the Bureau of Land Management and general operating expenses of the Company. The note payable bears interest at a rate of 15% per annum and was due and payable on or before October 30, 2012. As of October 31, 2013, the Company was unable to repay the note, thus, the Company is in default on the note. The default interest rate is 45%. As of October 31, 2013 the balance due, including interest, is $446,550. In addition, the note is secured by all of the property of the Company. The Company received notification of the lender's intent to forclose on the pledged assets and the Company is currently engaged in negotiations with the lender with regard to satisfying the lender's demand for payment. On January 7, 2013, the Company entered into an agreement with a shareholder in the form of a promissory note payable, in the amount of $35,000. The terms of the note include an interest rate of 15% that is accrued and paid at the time of maturity. The note and accrued interest are due and payable July 7, 2013. As of October 31, 2013, the Company recorded $4,286 in accrued interest. In connection with the note payable, the Company issued a Warrant to purchase 1,000,000 shares of common stock, exercisable on or before January 7, 2016 at $0.02 per share. The fair value of the warrant at the date of grant was $25,417 using a Black Scholes option pricing model using inputs described in Note 8, and the full expense was recorded as of the date of issuance. As of October 31, 2013, the Company was unable to repay the note, thus, the Company is in default on the note. On October 31, 2013 the balance due, including interest is $39,286. We are currently engaged in discussions with the lender with regard to negotiating an extension on the note. Item 4. MINE SAFETY DISCLOSURES Not applicable. Item 5. OTHER INFORMATION None. 22

Item 6. EXHIBITS

Exhibit No.	Document
3.1	Articles of Incorporation, as amended. Filed as Exhibit 2.3 to Form 10-QSB filed January 6, 1998 and incorporated herein by reference.
3.2	By-laws of the Corporation. Amended and Restated. Filed as Exhibit 3.3 to Form 10-QSB filed December 16, 1996 and incorporated herein by reference.
10.1	Subscription Agreement Promissory Note and Warrant Purchase Agreement, dated August 30, 2013 between the Corporation and Perry L. Miller.
10.2	Promissory Note, dated August 30, 2013 between the Corporation and Perry L. Miller.
31	Officers Certification under Section 302 of the Sarbanes-Oxley Act of 2002 for James G. Baughman. Filed herewith.
32	Certification of Chief Executive Officer under Section 906 of the Sarbanes-Oxley Act of 2002 for James G. Baughman. Filed herewith.
101	Interactive data files pursuant to Rule 405 of Regulation S-T. Filed herewith.

SIGNATURES In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. CYCLONE URANIUM CORPORATION Date: December 16, 2013 By: /s/ James G. Baughman James G. Baughman President and Chief Executive Officer and acting Chief Financial Officer 24

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