Sparking Events, Inc. (Form: SB-2, Received: 12/12/2007 13:40:29)

Filed by Coastline Corporate Services, Inc. – 727-596-6095

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------
FORM SB-2
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

SPARKING EVENTS, INC.
(Name of small business issuer in its charter)


Nevada	2741	20-5034780
(State or Jurisdiction of incorporation or organization	(Primary Standard Industrial Classification Code Number)	(IRS Employer Identification No.)

SPARKING EVENTS, INC.
112 North Curry St.

Carson City, Nevada 89703

(775)-321-8299

(Address and telephone number of principal executive offices)

STATE AGENT & TRANSFER
112 North Curry St.

Carson City, Nevada 89703

(800) 253-1013

(Address of principal place of business or intended of principal place of business)

Approximate date of commencement of proposed sale to the public: as soon as practicable after the effective date of this registration statement

If this Form is filed to register additional securities for an offering under Rule 462(b) of the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [ ]

If this Form is a post-effective amendment filed under Rule 462(c) of the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [ ]

If this Form is a post-effective amendment filed under Rule 462(d) of the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. [ ]

If delivery of the prospectus is expected to be made under Rule 434, please check the following box. [ ]

CALCULATION OF REGISTRATION FEE


Title of each class of securities to be registered	Number to be registered	Proposed maximum offering price per unit [1]		Proposed maximum aggregate offering price]		Amount of registration fee [2]

Common Stock	4,000,000	$	0.02	$	80,000	$	2.46

[1] The offering price has been arbitrarily determined by the company and bears no relationship to assets, earnings, or any other valuation criteria. No assurance can be given that the shares offered hereby will have a market value or that they may be sold at this, or at any price.

[2] Estimated solely for the purpose of calculating the registration fee based on Rule 457 (o).

The registrant hereby amends this registration statement on such date or dates as may be necessary to delay its effective date until the registrant shall file a further amendment which specifically states that this registration statement shall thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until this registration statement shall become effective on such date as the Securities and Exchange Commission, acting pursuant to said Section 8(a), may determine.

PROSPECTUS

SPARKING EVENTS, INC.

SHARES OF COMMON STOCK
4,000,000 SHARES OF COMMON STOCK ARE OFFERED FOR SALE BY THE COMPANY

Prior to this registration, there has been no public trading market for the common stock of Sparking Events, Inc. (“Sparking Events”). Sparking Events’ common stock is not presently traded on any market or securities exchange. Sparking Events is registering 4,000,000 shares of its common stock for sale to the public. The company is selling all of the shares. The price for the shares will be $0.02 per share.

Sparking Events may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. Sparking Events will receive all proceeds from the sale of the shares being registered.

This offering is self-underwritten. No underwriter or person has been engaged to facilitate the sale of shares of common stock in this offering. There are no underwriting commissions involved in this offering.

Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of these securities or passed upon the accuracy or adequacy of this prospectus. Any representation to the contrary is a criminal offense.

INVESTING IN THE COMPANY’S COMMON STOCK INVOLVES A HIGH DEGREE OF RISK. SEE “RISK FACTORS” BEGINNING AT PAGE 7.

Prior to this registration, there has been no public trading market for the common stock. Sparking Events’ common stock is presently not traded on any market or securities exchange.

PLEASE READ THIS PROSPECTUS CAREFULLY.

The information in this prospectus is not complete and may be changed. We may not sell these securities until the registration statement filed with the Securities and Exchange Commission is effective. This prospectus is not an offer to sell these securities and it is not soliciting an offer to buy these securities in any state where the offer or sale is not permitted.

The date of this prospectus is December 12, 2007

iii

TABLE OF CONTENTS


		Page No.
Part I
Summary Information		2
Risk Factors		4
Use of Proceeds		10
Determination of Offering Price		10
Dilution		11
Plan of Distribution		12
Legal Proceedings		12
Directors, Executive Officers, Promoters and Control Persons		12
Security Ownership of Certain Beneficial Owners and Management		13
Description of Securities		14
Disclosure of Commission Position of Indemnification for Securities Act Liabilities		15
Organization Within Last Five Years		15
Description of Business		16
Management’s Discussion and Analysis or Plan of Operation		17
Description of Property		19
Certain Relationships and Related Transactions		19
Market for Common Equity and Related Stockholder Matters		19
Executive Compensation		19
Financial Statements		F-1
Changes In and Disagreements With Accountants on Accounting and Financial Disclosure		F-12
Part II
Indemnification of Directors and Officers		II-1
Other Expenses of Issuance and Distribution		II-1
Recent Sales of Unregistered Securities		II-1
Exhibits		II-2
Undertakings		II-2
Signatures		II-4

DEALER PROSPECTUS DELIVERY OBLIGATION

Until , (90 days after the effective date of this prospectus) all dealers that effect transactions in these securities, whether or not participating in this offering, may be required to deliver a prospectus. This is in addition to the dealer obligation to deliver a prospectus when acting as underwriters and with respect to their unsold allotments or subscriptions.

SUMMARY OF OUR PROSPECTUS

This summary provides an overview of selected information contained elsewhere in this prospectus. It does not contain all the information you should consider before making a decision to purchase the shares we are offering. You should very carefully and thoroughly read the more detailed information in this prospectus and review our financial statements contained herein.

Summary Information about Sparking Events, Inc.

Sparking Events, Inc. (“Sparking Events,” “the company,” “our” “us” or “we,”) was incorporated in the State of Nevada as a for-profit company on November 29, 2006 and established a fiscal year end of February 28. We are a development-stage company organized to enter into the special event and concert production industry. The company expects to provide unique entertainment productions through the promotion of well known and undiscovered musical talent showcased in established venues.

The Company will compete with traditional promoters of better known acts.

Our business office is located at 112 North Curry St. Carson City, Nevada 89703, and our telephone number is 775-321-8299 and our fax number is (604) 261-1513. Our United States and registered statutory office is located at, 112 North Curry St. Carson City, Nevada 89703.

As of August 31, 2007 the end of the most recent fiscal quarter, Sparking Events had raised $9,000 through the sale of its common stock. There is $8,921 of cash on hand in the corporate bank account. The company currently has liabilities of $4,894, represented by expenses accrued during its start-up. In addition, the company anticipates incurring costs associated with this offering totaling approximately $9,900. As of the date of this prospectus, we have generated no revenues from our business operations. The following financial information summarizes the more complete historical financial information as indicated on the audited financial statements of the company filed with this prospectus .

Summary of the Offering by the Company

Sparking Events has 9,000,000 shares of common stock issued and outstanding and is registering an additional 4,000,000 shares of common stock for offering to the public. The company may endeavor to sell all 4,000,000 shares of common stock after this registration becomes effective. The price at which the company offers these shares is fixed at $0.02 per share for the duration of the offering. There is no arrangement to address the possible effect of the offering on the price of the stock. Sparking Events will receive all proceeds from the sale of the common stock.


Securities being offered by the company, common stock, par value $0.001	4,000,000 shares of common stock are offered by the company.
Offering price per share by the company.	A price, if and when the company sells the shares of common stock, is set at $0.02.
Number of shares outstanding before the offering of common shares.	9,000,000 common shares are currently issued and outstanding.
Number of shares outstanding after the offering of common shares.	13,000,000 common shares will be issued and outstanding after this offering is completed.
Minimum number of shares to be sold in this offering	None.


Market for the common shares	There is no public market for the common shares. The price per share is $0.02 Sparking Events may not be able to meet the requirement for a public listing or quotation of its common stock. Further, even if Sparking Events’ common stock is quoted or granted listing, a market for the common shares may not develop.
Use of proceeds	Sparking Events will receive all proceeds from the sale of the common stock by the company. If all 4,000,000 common shares being offered by Sparking Events are sold, the total gross proceeds to Sparking Events would be $80,000. The company intends to use the proceeds from this offering (i) to obtain computer systems and travel to research artists, estimated at $22,000 (ii) to secure certain rights to musical acts from the agent representing the acts for the North American markets and to initiate the company's promotional activities capabilities, estimated at $37,000, (iii) for other general corporate and working capital purposes, estimated at $11,100. The expenses of this offering, including the preparation of this prospectus and the filing of this registration statement, estimated at $9,900 are being paid for by Sparking Events.
Termination of the offering	The offering will conclude when all 4,000,000 shares of common stock have been sold, or 90 days after this registration statement becomes effective with the Securities and Exchange Commission. Sparking Events may at its discretion extend the offering for an additional 90 days.
Terms of the offering	The company’s president and sole director will sell the common stock upon effectiveness of this registration statement.

You should rely only upon the information contained in this prospectus. Sparking Events has not authorized anyone to provide you with information different from that which is contained in this prospectus. The selling security holder is offering to sell shares of common stock and seeking offers to buy shares of common stock only in jurisdictions where offers and sales are permitted. The information contained in this prospectus is accurate only as of the date of this prospectus, regardless of the time of delivery of this prospectus, or of any sale of the common stock.

SUMMARY OF FINANCIAL INFORMATION

The following summary financial information for the periods stated summarizes certain information from our financial statements included elsewhere in this prospectus. You should read this information in conjunction with Management's Plan of Operations and the financial statements and the related notes thereto included elsewhere in this prospectus.


Balance Sheet	As of August 31, 2007
Total Assets	$8,921
Total Liabilities	$4,894
Shareholder’s Equity	$4,027
Operating Data	November 29, 2006 (inception) through August 31, 2007
Revenue	$0.00
Net Loss	($4,973)
Net Loss Per Share	($0.00)

As shown in the financial statements accompanying this prospectus, Sparking Events has had no revenues to date and has incurred only losses since its inception. The Company has had no operations and has been issued a “going concern” opinion from our auditors based upon the Company’s reliance upon the sale of our common stock as the sole source of funds for our future operations.

RISK FACTORS

Our company is subject to those financial risks generally associated with development stage companies.

Since we have sustained losses since our inception, we will require financing to fund our development activities and to support our operations. However, we may be unable to obtain such financing. We are also subject to risks factors specific to our business strategy and industry. Rapid changes in the concert industry, customer demand or industry standards may require us to introduce new productions and acts on a continual and timely basis before profitable operations can be attained. We may be unable to introduce new productions and acts on a timely basis. Moreover, there is no guarantee that any such productions will allow us to achieve profitable operations in the future.

Sparking Events should be viewed as a high-risk investment and speculative in nature. An investment in our common stock may result in a complete loss of the invested amount. Please consider the following risk factors before deciding to invest in our common stock.

Auditor’s Going Concern

THERE IS CONSIDERABLE DOUBT ABOUT SPARKING EVENTS’ ABILITY TO CONTINUE AS A GOING CONCERN.

Our auditor’s report on our August 31, 2007 financial statements expresses an opinion that considerable doubt exists as to whether we can continue as an ongoing business. Since our sole officer and director may be reluctant or unable to loan or advance additional capital to Sparking Events, we believe that if we do not raise additional capital within 12 months of the effective date of this registration statement, we may be required to suspend or cease the implementation of our business plans. You may be investing in a company that will not have the funds necessary to continue to deploy its business strategies. See “August 31, 2007Interim Financial Statements - Auditors Report.”

As the company has been issued an opinion by its auditors that substantial doubt exists as to whether the company can continue as a going concern, it may be more difficult for the company to attract investors.

Risks Related To Our Financial Condition

SINCE THE COMPANY ANTICIPATES OPERATING EXPENSES WILL INCREASE PRIOR TO EARNING REVENUE, WE MAY NEVER ACHIEVE PROFITABILITY.

The company anticipates increases in its operating expenses, without realizing any revenues from its products. Within the next 12 months, these increases in expenses will be attributed to the cost of (1) ability to negotiate acceptable contracts with artists and groups, (2) ability to negotiate arrangements with venues, (3) ability to arrange promotional materials and spots with radio stations (4) hiring sub contractors and (5) other general corporate and working capital purposes.

In funding the production of its events, the company will incur significant financial losses in the near future. There is no history upon which to base any assumption as to the possibility that the company will prove successful. We cannot provide investors with any guarantee that our promotional services will draw customers away from the customer base of recognized event production companies, generate any operating revenue or ever achieve profitable operations. If we are unable to address these risks, there is a high probability that our business will fail, which will result in the loss of your entire investment.

IF WE DO NOT ACQUIRE ADDEQUATE FINANCING, OUR BUSINESS WILL BE UNSUCCESFUL, WHICH WILL RESULT IN THE TOTAL LOSS OF YOUR INVESTMENT.

Sparking Events will need additional financing in order to maintain its corporate existence and to implement its business plans and strategy.

No guarantee can be given that the company will obtain access to capital markets in the future or that financing, adequate to satisfy the cash requirements of implementing our business strategies, will be available on acceptable terms. The inability of the company to gain access to capital markets or acquire acceptable financing could have a material adverse effect upon the results of its operations and upon its financial conditions.

Risks Associated To This Offering.

INVESTING IN THE COMPANY IS A VERY SPECULATIVE INVESTMENT AND MAY POSSIBLY RESULT IN THE LOSS OF YOUR TOTAL INVESTMENT.

Purchasing the offered shares is considerably speculative and involves considerable risks. The offered shares should not be purchased by any person who cannot afford the loss of his or her entire purchase price. The business objectives of the company are also speculative, and we may be unable to satisfy those objectives. The shareholders of the company may be unable to comprehend a substantial return on their purchase of the offered shares, or any return at all, and may lose their whole investment in the company. For this reason, each prospective purchaser of the offered shares should read this prospectus and all of its exhibits carefully and consult with their attorney, business advisor and/or investment advisor.

INVESTORS WILL PAY MORE FOR SPARKING EVENTS’ COMMON STOCK THAN THE PRO RATA PORTION OF OUR ASSETS ARE WORTH; AS A RESULT, INVESTING IN OUR COMMON STOCK MAY RESULT IN AN IMMEDIATE LOSS.

The offering price and other terms and conditions concerning the company’s shares have been subjectively determined by the company and do not bear any relationship to assets, earnings, book value or any other objective criteria of value. Furthermore, since the company has just formed and has no operating history and no earnings, the price of the offered shares is not based on its past earnings. No investment banker, appraiser or other independent third party has been consulted relating to the offering price for the shares or the fairness of the offering price used for the shares.

The arbitrary offering price of $0.02 per common share as determined herein is considerably higher than the net tangible book value per share of Sparking Events’ common stock. Sparking Events’ assets do not substantiate a share price of $0.02 per share. This premium in share price applies to the terms of this offering and does not attempt to reflect any forward looking share price subsequent to the company obtaining a listing on any exchange, or becoming quoted on the OTC Bulletin Board.

SEEING AS THE COMPANY HAS 75,000,000 AUTHORIZED SHARES, THE COMPANY’S MANAGEMENT COULD ISSUE ADDITIONAL SHARES, DILLUTING THE COMPANY’S CURRENT SHARE HOLDERS’ EQUITY.

The company has 75,000,000 authorized shares, of which only 9,000,000 are at present issued and outstanding and only 13,000,000 will be issued and outstanding after this offering terminates. The company’s management could, without the permission of the company’s existing shareholders, issue considerably more shares, causing a large dilution in the equity position of the company’s current shareholders. As well, large share issuances by the company would usually have a negative impact on the company’s share price. It is possible that, due to extra share issuance, you could loose a considerable amount, or all, of your investment.

AS WE DO NOT HAVE A TRUST OR ESCROW ACCOUNT FOR INVESTORS' SUBSCRIPTIONS, IF WE FILE FOR BANKRUPTCY PROTECTION OR ARE FORCED INTO BANKRUPTCY PROTECTION, INVESTORS WILL LOSE THEIR ENTIRE INVESTMENT.

Invested funds for this offering will not be placed in an escrow or trust account. In view of that, if we file for bankruptcy protection, or a petition for involuntary bankruptcy is filed by creditors against us, your funds will become part of the bankruptcy estate and administered according to the bankruptcy laws. As such, you will lose your investment and your funds will be used to pay creditors and will not be used for the sale of Sparking Events’ productions.

GIVEN THAT WE ARE A DEVELOPMENT STAGE COMPANY, WE DO NOT ANTICIPATE PAYING DIVIDENDS IN THE FORESEABLE FUTURE.

We do not foresee paying dividends on our common stock, but plan rather to retain earnings, if any, for the operation, growth and expansion of our business.

SEEING THAT WE MAY BE INCAPABLE TO PRODUCE OR MAINTAIN A MARKET FOR THE COMPANY’S SHARES, THEY MAY BE EXTREMELY ILLIQUID.

There is currently no traded public market for the company’s common stock. If no market develops, the holders of our common stock may find it hard or impossible to sell their shares. Further, even if a market develops, our common stock will be subject to fluctuations and volatility.

The company cannot apply directly to be quoted on the NASD Over-The-Counter Bulletin Board (OTC). As well, the stock may be listed or traded only to the degree that there is interest by broker-dealers in acting as a market maker in the company’s stock. Regardless of the company’s best efforts, the company may not be able to persuade any broker/dealers to act as market-makers and make quotations on the OTC Bulletin Board. The company may deem pursuing a listing on the OTCBB after this registration becomes effective and the company has concluded its offering.

IF THE COMPANY’S SHARES ARE TRADED, THEY MAY TRADE UNDER $5.00 PER SHARE AND AS A RESULT WILL BE A PENNY STOCK. TRADING IN PENNY STOCKS HAS MANY RESTRICTIONS AND THESE RESTRICTIONS COULD SEVERLY AFFECT THE PRICE AND LIQUIDITY OF THE COMPANY’S SHARES.

In the event that our shares are traded, and our stock trades below $5.00 per share, our stock would be known as a “penny stock”, which is subject to various regulations involving disclosures to be given to you prior to the purchase of any penny stock. The U.S. Securities and Exchange Commission (the “SEC”) has adopted regulations which generally define a “penny stock” to be any equity security that has a market price of less than $5.00 per share, subject to certain exceptions. Depending on market fluctuations, our common stock could be considered to be a “penny stock”. A penny stock is subject to rules that impose additional sales practice requirements on broker/dealers who sell these securities to persons other than established customers and accredited investors. For transactions covered by these rules, the broker/dealer must make a special suitability determination for the purchase of these securities. In addition, he must receive the purchaser’s written consent to the transaction prior to the purchase. He must also provide certain written disclosures to the purchaser. Consequently, the “penny stock” rules may restrict the ability of broker/dealers to sell our securities, and may negatively affect the ability of holders of shares of our common stock to resell them. These disclosures require you to acknowledge that you understand the risks associated with buying penny stocks and that you can absorb the loss of your entire investment. Penny stocks are low priced securities that do not have a very high trading volume. Consequently, the price of the stock is often volatile and you may not be able to buy or sell the stock when you want to.

SINCE OUR COMPANY’S SOLE OFFICER AND DIRECTOR CURRENTLY OWNS 100% OF THE OUTSTANDING COMMON STOCK, INVESTORS MAY FIND THAT HIS DECISIONS ARE CONTRARY TO THEIR INTERESTS.

The company’s sole officer and director owns 100% of the outstanding shares and will own over 71% after this offering is finished. As a result, he may be able to choose all of our directors and manage the direction of the company. The company’s sole officer and director’s interests may be different from the interests of other

stockholders. Factors that could cause his interests to be different from the interests of other stockholders include the impact of corporate transactions on the timing of business operations and his ability to continue to manage the business given the amount of time he is able to dedicate to the company.

All decisions regarding the management of the company’s affairs will be made exclusively by its sole officer and director. Purchasers of the offered shares may not partake in the management of the company and, therefore, are dependent upon the management abilities of the company’s sole officer and director. The only assurance that the shareholders of the company, including purchasers of the offered shares, have that the company’s sole officer and director will not abuse his discretion in executing the company’s business affairs, is his fiduciary obligation and business integrity. Such discretionary powers include, but are not limited to, decisions regarding all aspects of business operations, corporate transactions and financing. Accordingly, no person should purchase the offered shares unless that person is willing to entrust all aspects of management to the company’s sole officer and director, or his successors. Potential purchasers of the offered shares must carefully evaluate the personal experience and business performance of the company’s management.

THE COMPANY CANNOT SUPPLY ANY GUIDANCE AS TO THE FEDERAL TAX IMPLICATIONS OR CONSEQUENCES OF THE PURCHASE OR SALE OF THESE SHARES.

The company has not obtained a ruling from the Internal Revenue Service, or the opinion of counsel, with respect to the federal income tax consequences of this offering. As a result, purchasers of the offered shares must evaluate for themselves the income tax implications that result from their purchase and possible subsequent sale of the offered shares.

Related Risks for Investing in Our Company

SINCE THE COMPANY’S SOLE OFFICER AND DIRECTOR HAS OTHER OUTSIDE BUSINESS ACTIVITIES, HE MAY NOT BE IN A POSITION TO DEVOTE A MAJORITY OF HIS TIME TO THE COMPANY, WHICH MAY RESULT IN PERIODIC INTERUPTIONS OR BUSINESS FAILURE.

Mr. Giusto, our sole officer and director, has other outside business activities and currently devotes approximately 15-20 hours per week to our operations. Our operations may be irregular and occur at times which are not suitable to Mr. Giusto, which may result in periodic interruptions or suspensions of our business plan. If the demands of the company’s business need the full business time of our sole officer and director, he is ready to adjust his timetable to devote more time to the company’s business. Nevertheless, he may not be able to devote enough time to the management of the company’s business, which may result in periodic interruptions in implementing the company’s plans in a timely manner. Such delays could have a considerable negative effect on the success of the business.

KEY MANAGEMENT PERSONNEL MAY LEAVE THE COMPANY, WHICH COULD NEGATIVELY AFFECT THE CAPABILLITY OF THE COMPANY TO MAINTAIN OPERATIONS.

The company is entirely dependent on the efforts of its sole officer and director. The loss of its sole officer and director, or of other key personnel in the future, could have a material adverse effect on the business and its prospects. The company believes that all commercially sensible efforts have been made to minimize the risks attendant with the departure by key personnel from service. The company plans to continue these efforts in the future. However, there is no guarantee that replacement personnel, if any, will help the company to operate profitably. The company does not maintain key person life insurance on its sole officer and director.

IF THE COMPANY IS DISSOLVED, IT IS DOUBTFUL THAT THERE WILL BE ADEQUATE ASSETS REMAINING TO ALLOCATE TO THE SHAREHOLDERS.

In the event of the dissolution of the company, the proceeds realized from the liquidation of its assets, if any, will be distributed to the shareholders only after the claims of the company’s creditors, if any, are satisfied. In that case, the ability of purchasers of the offered shares to recover all or any portion of his or her purchase price for the offered shares will depend on the amount of funds realized and the claims to be satisfied there from.

COMPENSATION MAY BE PAID TO OUR OFFICERS, DIRECTORS, AND EMPLOYEES DESPITE THE COMPANY’S PROFITABILITY. SUCH PAYMENTS MAY NEGATIVELY AFFECT OUR CASH FLOW AND THE ABILITY OF THE COMPANY TO FINANCE ITS BUSINESS PLAN, WHICH WOULD CAUSE OUR BUSINESS TO BE UNSUCCESSFUL.

The sole officer and director and any future employees of the company may be allowed to receive compensation, payments and reimbursements whether the company operates at a profit or a loss. Any compensation received by our sole officer and director, or any other management personnel in the future, will be determined from time to time by the Board of Directors. We anticipate to reimburse our sole officer and director and any future management personnel for any direct out-of-pocket expenses they acquire on behalf of the company.

INVESTORS IN THIS OFFERING MAY NOT FEEL COMFORTABLE INVESTING IN A COMPANY WHOSE SOLE OFFICER AND DIRECTOR HAS LIMITED OR NO LIABILITY TO ITS SHAREHOLDERS FOR DAMAGES.

The Articles of Incorporation of the company include a provision eliminating or limiting the personal liability of the company’s sole officer and director and its shareholders for damages for breach of fiduciary duty as a director or officer. Accordingly, the officer and director may have no liability to the shareholders for any mistakes or errors of judgment or for any act of omission, unless such act or omission involves intentional misconduct, fraud or a knowing violation of law or results in unlawful distributions to the shareholders.

All decisions regarding the management of the company’s affairs will be made exclusively by its sole officer and director. Purchasers of the offered shares may not participate in the management of the company and, therefore, are dependent upon the management abilities of the company’s sole officer and director. The only assurance that the shareholders of the company, including purchasers of the offered shares, have that the company’s sole officer and director will not abuse his discretion in executing the company’s business affairs, is his fiduciary obligation and business integrity. Such discretionary powers include, but are not limited to, decisions regarding all aspects of business operations, corporate transactions and financing. Accordingly, no person should purchase the offered shares unless that person is willing to entrust all aspects of management to the company’s sole officer and director, or his successors. Potential purchasers of the offered shares must carefully evaluate the personal experience and business performance of the company’s management.

Related Risks to the Company’s Market and Strategy

GIVEN THAT WE ARE A NEW COMPANY AND LACK AN OPERATING HISTORY, WE FACE A HIGH RISK OF BUSINESS FAILURE, WHICH MAY RESULT IN THE LOSS OF YOUR INVESTMENT.

Sparking Events is a development stage company formed recently to carry out the activities described in this prospectus and thus has only a limited operating history upon which an evaluation of its prospects can be made. We were incorporated on November 29, 2006 and to date have been involved primarily in contacting artists representation agencies, identifying suitable venues for the production of our events, organizational activities and market research; to date we have transacted no business operations. Thus, there is no internal or industry-based historical financial data, for any significant period of time, upon which to estimate the company’s planned operating expenses.

The company expects that its results of operations may also vary significantly in the future as a result of a variety of factors. These include, among other factors, the entry of new competitors into the concert production industry, our ability to attract, retain and motivate qualified personnel, the initiation, renewal or expiration of our customer base, pricing changes by the company or its competitors, specific economic conditions operating in the concert production industries and general economic conditions. Accordingly, our future sales and operating results are difficult to forecast.

Due to all of the foregoing factors, it is probable that in some future period the company’s operating results may be less than the expectations of public market analyses and investors. In such event, the price of the company’s securities, including its common stock, would probably be materially adversely affected.

As of the date of this prospectus, we have earned no revenue. Failure to generate revenue will cause us to go out of business, which will result in the complete loss of your investment.

ABILITY OF THE COMPANY TO IMPLEMENT ITS BUSINESS STRATEGY.

Although the company intends to fully implement its business concepts for our concert productions throughout the Lower Mainland, implementation of this strategy will depend in upon a number of factors. These include our ability to establish a significant base of customers among concert enthusiasts, maintain favorable relationships with our customers, effectively design customized promotional material for our customers, obtain adequate financing on favorable terms in order to fund our business, maintain appropriate procedures, policies and systems, hire, train and retain skilled employees and to continue to operate within an environment of increasing competition. The inability of the company to obtain or maintain any or all of these factors could impair our ability to implement our business strategy successfully, which could have a material adverse effect on the results of its operations and its financial condition.

IF THE COMPANY CANNOT PRODUCE A SIGNIFICANT MARKET FOR ITS CONCERTS IN WHAT IS AN EXTREMELY COMPETITIVE INDUSTRY, OUR BUSINESS WILL FAIL AND OUR SHAREHOLDERS MAY LOSE THEIR ENTIRE INVESTMENT.

The strategy of the company for growth is substantially dependent upon its ability to market its productions successfully to prospective clients. However, our planned Sparking Events’ concerts may not achieve significant acceptance among concert goers. Such acceptance, if achieved, may not be sustained for any significant period of time. There is no guarantee that any substitute productions we produce will be sufficient to permit the company to recover our associated costs. Failure of the company’s productions to achieve or sustain market acceptance could have a material adverse effect on our business, financial conditions and the results of our operations.

IF THE COMPANY CANNOT MAKE A PROFIT, SHAREHOLDERS MAY LOSE THEIR ENTIRE INVESTMENT.

The company may be unable to develop consistent revenues or its operations may fail to produce a profit.

THE COMPANY’S ENTIRE BUSINESS STRATEGY IS DEPENDENT ON THE SALES OF ITS CONCERT PRODUCTIONS. IF THE COMPANY IS UNABLE TO ACHIEVE ITS SALES ESTIMATES IT MAY FAIL AND SHAREHOLDERS MAY LOSE THEIR INVESTMENT.

The strategy of the company for growth may be substantially dependent upon its ability to market and produce its concerts successfully. Other companies, including those with substantially greater financial, marketing, and sales resources, compete with the company. There can be no assurance that the company will be able to market and produce its concerts on acceptable terms, or at all. There can be no assurance that the company will be able to develop new productions that will be commercially successful. Failure to market its productions successfully, or develop, introduce and market new productions successfully, could have a material adverse effect on the company’s business, financial condition, or results of operations.

THE COMPANY IS DEPENDANT ON THIRD-PARTY PROVIDERS FOR CERTAIN SERVICES AND MAY NOT BE ABLE TO CONTINUE OPERATIONS IF THERE IS A DISRUPTION IN THE SUPPLY OF SUCH SERVICES.

The company will depend upon third party independent ticketing agencies to supply our Sparking Events tickets. Further, we plan on retaining independent contractors to provide essential services to the company, such as sound and lighting, security, printing and a street team. Such third party suppliers and contractors have no fiduciary duty to the shareholders of the company and may not perform as expected. Inasmuch as the capacity for certain services

by certain third parties may be limited, the inability of those third parties, for economic or other reasons, to provide services could have a material adverse effect upon the results of our operations and financial condition.

GENERAL COMPETITION

The market in which we expect to compete is highly competitive, and we will face competition from one or more entities. In addition, we anticipate that competition will increase in the future. Many of our competitors are larger businesses and have substantially greater financial resources and a much greater contact base in the industry than we will have.

USE OF PROCEEDS

Our offering is being made on a self-underwritten basis: no minimum number of shares must be sold in order for the offering to proceed. The offering price per share is $0.02. The following table sets forth the uses of proceeds assuming the sale of 25%, 50%, 75% and 100%, respectively, of the securities offered for sale by the company.


	If 25% of Shares Sold	If 50% of Shares Sold	If 75% of Shares Sold	If 100% of Shares Sold
GROSS PROCEEDS FROM THIS OFFERING	$20,000	$40,000	$60,000	$80,000
Less: OFFERING EXPENSES	=========	=========	==========	=========
SEC Filing Expenses	8,000	8,000	8,000	8,000
Printing	300	300	300	300
Transfer Agent	1,600	1,600	1,600	1,600
TOTAL	$9,900	$9,900	$9,900	$9,900
Less: COMPUTER SYSTEMS & TRAVEL
Purchase of Computer	500	1,000	1,500	2,000
Travel to Research Artists	1,000	6,000	12,500	20,000
TOTAL	$1,500	$7,000	$14,000	$22,000

Less: WEBSITE, MARKETING & ADVERTISING
Website/Hosting:	500	3,500	5,000	7,000
Marketing & Advertising:	2,000	11,500	22,000	30,000
TOTAL	$2,500	$15,000	$27,000	$37,000

Less: ADMINISTRATION EXPENSES
Office supplies, Stationery, Telephone, Internet	100	600	1,100	2,100
Legal and Accounting	6,000	6,000	6,000	6,000
Office Temp	0	1,500	2,000	3,000
Total	$6,100	$8,100	$9,100	11,100
	=========	==========	==========	=========
TOTALS	$20,000	$40,000	$60,000	$80,000

The above figures represent only estimated costs.

The funds raised through this offering will be used to (a) fund travel to scout talent and create personal working relationships with artists, agents and management and (b) finance our marketing and advertising initiatives. The first stage of the company’s funding includes traveling to cities that our potential artists and management are located (estimated to cost $20,000) and hosting the company’s website (estimated to cost $7,000) The first stage of our sales and marketing plan involve securing artists, venues, radio spots and print ads (estimated to cost $30,000).

DETERMINATION OF OFFERING PRICE

As there is no established public market for our shares, the offering price and other terms and conditions relative to our shares have been arbitrarily determined by Sparking Events and do not bear any relationship to assets, earnings,

book value or any other objective criteria of value. In addition, no investment banker, appraiser or other independent third party has been consulted concerning the offering price for the shares or the fairness of the offering price used for the shares.

The price of the current offering is fixed at $0.02 per share. This price is significantly greater than the price paid by the company’s sole officer and director for common equity since the company’s inception on November 29, 2006. The company’s sole officer and director paid $0.001 per share, a difference of $0.019 per share lower than the share price in this offering.

DILUTION

Dilution represents the difference between the offering price and the net tangible book value per share immediately after completion of this offering. Net tangible book value is the amount that results from subtracting total liabilities and intangible assets from total assets. Dilution arises mainly as a result of our arbitrary determination of the offering price of the shares being offered. Dilution of the value of the shares you purchase is also a result of the lower book value of the shares held by our existing stockholders. The following tables compare the differences of your investment in our shares with the investment of our existing stockholders.

The price of the current offering is fixed at $0.02 per share. This price is significantly greater than the price paid by the company’s sole officer and director for common equity since the company’s inception on November 29, 2006. The company’s sole officer and director paid as low as $0.001 per share, a difference of $0.019 per share lower than the share price in this offering.

Existing Stockholders if all of the Shares are Sold


Price per share	$	0.02
Net tangible book value per share before offering	$	0.0004
Potential gain to existing shareholders	$	80,000
Net tangible book value per share after offering	$	0.0064
Increase to present stockholders in net tangible book value per share after offering	$	0.0060
Capital contributions	$	80,000
Number of shares outstanding before the offering		9,000,000
Number of shares after offering held by existing stockholders		9,000,000
Percentage of ownership after offering		69.3%

Purchasers of Shares in this Offering if all Shares Sold


Price per share	$	0.02
Dilution per share	$	0.0136
Capital contributions	$	80,000
Percentage of capital contributions		89.9%
Number of shares after offering held by public investors		4,000,000
Percentage of ownership after offering		30.7%

Purchasers of Shares in this Offering if 75% of Shares Sold


Price per share	$	0.02
Dilution per share	$	0.0147
Capital contributions	$	60,000
Percentage of capital contributions		86.9%
Number of shares after offering held by public investors		3,000,000
Percentage of ownership after offering		25%

Purchasers of Shares in this Offering if 50% of Shares Sold


Price per share	$	0.02
Dilution per share	$	0.016
Capital contributions	$	40,000
Percentage of capital contributions		81.6%
Number of shares after offering held by public investors		2,000,000
Percentage of ownership after offering		18.1%

Purchasers of Shares in this Offering if 25% of Shares Sold


Price per share	$	0.02
Dilution per share	$	0.0176
Capital contributions	$	20,000
Percentage of capital contributions		68.9%
Number of shares after offering held by public investors		1,000,000
Percentage of ownership after offering		10%

THE OFFERING BY THE COMPANY

Sparking Events is registering 4,000,000 shares of its common stock for offer and sale.

To date, no steps have been taken to list Sparking Events’ common stock on any public exchange. We intend to take the steps necessary to seek a listing as soon as meeting listing requirements; however, there is no assurance that Sparking Events will be granted a listing.

All of the shares registered herein will become tradable on the effective date of this registration statement. The company will not offer the shares through a broker-dealer or anyone affiliated with a broker-dealer.

NOTE: As of the date of this prospectus, our sole officer and director, Carlo Giusto, owns 9,000,000 common shares, which are subject to Rule 144 restrictions. There is currently one (1) shareholder of our common stock.

The company is hereby registering 4,000,000 common shares. The price per share is $0.02.

In the event the company receives payment for the sale of their shares, Sparking Events will receive all of the proceeds from such sales. Sparking Events is bearing all expenses in connection with the registration of the shares of the company.

PLAN OF DISTRIBUTION

9,000,000 common shares are issued and outstanding as of the date of this prospectus. The company is registering an additional 4,000,000 shares of its common stock for possible resale at the price of $0.02 per share. There is no arrangement to address the possible effect of the offerings on the price of the stock.

Sparking Events will receive all proceeds from the sale of the shares by the company. The price per share is $0.02.

The company' shares may be sold to purchasers from time to time directly by, and subject to the discretion of, the company. Further, because it is a self-underwritten offering, the company will not offer their shares for sale through underwriters, dealers, or agents or anyone who may receive compensation in the form of underwriting discounts, concessions or commissions from the company and/or the purchasers of the shares for whom they may act as agents.

In order to comply with the applicable securities laws of certain states, the securities will be offered or sold in such states only if they have been registered or qualified for sale in such states or an exemption from such registration or qualification requirement is available and with which Sparking Events has complied.

In addition and without limiting the foregoing, the company will be subject to applicable provisions, rules and regulations under the Exchange Act with regard to security transactions during the period of time when this Registration Statement is effective.

Sparking Events will pay all expenses incidental to the registration of the shares (including registration pursuant to the securities laws of certain states).

LEGAL PROCEEDINGS

We are not a party to any material legal proceedings and to our knowledge; no such proceedings are threatened or contemplated by any party.

DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS & CONTROL PERSONS

Officers and Directors

Our sole director serves until his successor is elected and qualified. Our sole officer is elected by the Board of Directors to a term of one (1) year and serves until his successor is duly elected and qualified, or until he is removed from office. The Board of Directors has no nominating or compensation committees. The company’s current Audit Committee consists of our sole officer and director.

The name, address, age, and position of our present sole officer and director is set forth below:


Name and Address	Age	Position(s)

Carlo Giusto	31	President, Secretary/ Treasurer, Chief Financial Officer
100-1260 Hamilton St. Suite 101		and Chairman of the Board of Directors.
Vancouver, British Columbia Canada V6B 2S8

The person named above has held his offices/positions since inception of our company and is expected to hold his offices/positions at least until the next annual meeting of our stockholders.

Background of Officers and Directors

Carlo A. Giusto

Carlo Giusto is a recognized club and concert promoter with over 10 years of experience supplying numerous production outfits and venues with promotion and artist booking advice. During his career he has supplied his labor to book nationally known artists such as The Black Eyed Peas and Boy George.

Over the past six years Mr. Giusto has been President of Tigerstone Entertainment. Inc. as well as the Marketing Director of Shine Nightclub.

Conflicts of Interest

At the present time, the company does not foresee any direct conflict of interest between Mr. Giusto’s other business interests and his involvement in Sparking Events.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

The following table sets forth, as of the date of this prospectus, the total number of shares owned beneficially by our sole officer and director, and key employees, individually and as a group, and the present owners of 5% or more of our total outstanding shares. The table also reflects what his ownership will be assuming completion of the sale of

all shares in this offering. The stockholder listed below has direct ownership of his shares and possesses sole voting and dispositive power with respect to the shares.


Title of Class	Name and Address Beneficial Owner [1]	Amount and Nature of Beneficial Owner	Percent of Class	Percentage of Ownership Assuming all of the Shares are Sold	Percentage of Ownership Assuming 75% of the Shares are Sold	Percentage of Ownership Assuming 50% of the Shares are Sold	Percentage of Ownership Assuming 25% of the Shares are Sold

Common Stock	Carlo Giusto, 100-1260 Hamilton St. Suite 101 Vancouver, BC V6B 2S8, Canada	9,000,000	100%	69.3%	75%	81.9%	90%

	All Officers and Directors as a Group (1 person)	9,000,000	100%	69.3%	75%	81.9%	90%


[1]	The person named above may be deemed to be a “parent” and “promoter” of our company, within the meaning of such terms under the Securities Act of 1933, as amended, by virtue of his direct and indirect stock holdings. Mr. Giusto is the only “promoter” of our company.

On December 11, 2006, a total of 9,000,000 shares of common stock were issued to our sole officer and director, all of which are restricted securities, as defined in Rule 144 of the Rules and Regulations of the SEC promulgated under the Securities Act. Under Rule 144, the shares can be publicly sold, subject to volume restrictions and restrictions on the manner of sale, commencing one year after their acquisition. Under Rule 144, a shareholder can sell up to 1% of total outstanding shares every three months in brokers’ transactions. Shares purchased in this offering, which will be immediately resalable, and sales of all of our other shares after applicable restrictions expire, could have a depressive effect on the market price, if any, of our common stock and the shares we are offering.

Our sole officer and director will continue to own the majority of our common stock after the offering, regardless of the number of shares sold. Since he will continue control our company after the offering, investors in this offering will be unable to change the course of our operations. Thus, the shares we are offering lack the value normally attributable to voting rights. This could result in a reduction in value of the shares you own because of their ineffective voting power. None of our common stock is subject to outstanding options, warrants, or securities convertible into common stock.

The company is hereby registering 4,000,000 of its common shares, in addition to the 9,000,000 shares currently issued and outstanding. The price per share is $0.02.

The 9,000,000 shares currently issued and outstanding were acquired by our sole officer and director on December 11, 2006. We issued a total of 9,000,000 common shares for consideration of $9,000, which was accounted for as a purchase of common stock.

DESCRIPTION OF SECURITIES

Common Stock

Our authorized capital stock consists of 75,000,000 shares of common stock, par value $0.001 per share. The holders of our common stock:


	*	have equal ratable rights to dividends from funds legally available if and when declared by our
		Board of Directors;
	*	are entitled to share ratably in all of our assets available for distribution to holders of common stock
		upon liquidation, dissolution or winding up of our affairs;
	*	do not have preemptive, subscription or conversion rights and there are no redemption or sinking
		fund provisions or rights;
	*	and are entitled to one non-cumulative vote per share on all matters on which stockholders may vote.

We refer you to the Bylaws of our Articles of Incorporation and the applicable statutes of the State of Nevada for a more complete description of the rights and liabilities of holders of our securities.

Non-cumulative Voting

Holders of shares of our common stock do not have cumulative voting rights, which means that the holders of more than 50% of the outstanding shares, voting for the election of directors, can elect all of the directors to be elected, if they so choose, and, in that event, the holders of the remaining shares will not be able to elect any of our directors. After this offering is completed, present stockholders will own approximately 70% of our outstanding shares.

Cash Dividends

As of the date of this prospectus, we have not declared or paid any cash dividends to stockholders. The declaration of any future cash dividend will be at the discretion of our Board of Directors and will depend upon our earnings, if any, our capital requirements and financial position, our general economic conditions, and other pertinent conditions. It is our present intention not to pay any cash dividends in the foreseeable future, but rather to reinvest earnings, if any, in our business operations.

Anti-Takeover Provisions

There are no Nevada anti-takeover provisions that may have the affect of delaying or preventing a change in our control. Provisions 78.378 through 78.3793 of the Nevada Revised Statutes relates to control share acquisitions that may delay to make more difficult acquisitions or changes in our control. However, these provisions only apply when we have 200 or more stockholders of record, at least 100 of whom have addresses in the State of Nevada appearing on our stock ledger, and we do business in this state directly or through an affiliated corporation. Neither of the foregoing events seems likely to occur. Currently, we have no Nevada shareholders and, since this offering will not be made in the State of Nevada, no shares will be sold to Nevada residents. Further, we do not do business in Nevada directly or through an affiliate corporation and we do not intend to do business in the State of Nevada in the future. Accordingly, there are no anti-takeover provisions that have the affect of delaying or preventing a change in our control.

Stock Transfer Agent

We have not engaged the services of a transfer agent at this time. However, within the next twelve months we anticipate doing so. Until such a time a transfer agent is retained, Sparking Events will act as its own transfer agent.

DISCLOSURE OF COMMISSION POSITION ON INDEMNIFICATION FOR SECURITIES ACT LIABILITIES

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

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

ORGANIZATION WITHIN LAST FIVE YEARS

Sparking Events was incorporated on November 29, 2006 under the laws of the State of Nevada. On that date, Carlo Giusto was appointed as the Sole Director. Mr. Giusto was also appointed as President, Secretary, Treasurer and Chief Executive Officer.

DESCRIPTION OF BUSINESS

Business Development

Sparking Events, Inc. (“Sparking Events”, “the Company”, “our”, “we”, or “us”) is a development stage company incorporated on November 29, 2006 in the State of Nevada to enter into the concert production and promotion industry. The company expects to provide concert goers in the Lower Mainland with top quality acts as well as up and coming artists.

To date, the company’s operations have been limited to the research of artists, agencies, venues, sub contractors, demographics and sponsorship. We have not yet implemented our business model or booked any future events. To date, we have generated no revenues from our operations.

Business of Issuer

Sparking Events was established to produce and promote concerts and club events in the Lower Mainland. Our approach will be to promote concerts featuring top quality acts and make use of larger scale nightclubs, midsize auditoriums and arenas. Competition in the concert industry is strong but fragmented. Our plan is to establish close working relationships with agencies that manage well known acts. We intend to provide the service of coordinating acts with proper venues. This includes booking acts, booking venues, advertising, placement of sub contractors and supplying the acts with their specific technical requirements. We aim to offer a comprehensive collection of concert production and promotion services for the artists’ management.

Market Opportunity

The rapid growth of the Vancouver Lower Mainland has created demand for expanding market for concert productions. Sparking Events intends to enter this market with quality event production at a cost affordable to its patrons.

Market for the Concert Industry

The annual North American market for concerts was 1.8 billion dollars in 2002. Concert revenue in the North American market, defined as the sum of ticket sales, was $3.8 billion in 2005.

Competitive Advantages

The market in which we expect to compete is highly competitive, and we will face competition from one or more entities in the Lower Mainland. In addition, we anticipate that competition will increase in the future. Many of our competitors are larger businesses and have substantially larger financial resources and a much greater contact base in the industry than we will have.

Marketing

Our initial marketing efforts may include:

- Concert hotwire listings in all Metro Vancouver media publications

- Direct marketing.

- Weekly Entertainment publications and online advertising.

- Street Team

- Radio spots

- Ticket contests

Staffing

As of August 31, 2007, Sparking Events has no permanent staff other than its sole officer and director, Carlo Giusto, who is the President and Chairman of the company. Mr. Giusto is employed elsewhere and has the flexibility to work on Sparking Events up to 10 hours per week. He is prepared to devote more time to our operations as may be required. He is not being paid at present.

Employees and Employment Agreements

At present, Sparking Events has no employees other than its current sole officer and director, Mr. Giusto, who has not been compensated. There are no employment agreements in existence. The company presently does not have, pension, health, annuity, insurance, stock options, profit sharing or similar benefit plans; however, the company may adopt plans in the future. There are presently no personal benefits available to the company’s director.

Reports to security holders

Sparking Events has filed a registration statement on Form SB-2 with the Securities and Exchange Commission, under the Securities Act of 1933, covering the securities in this offering. As permitted by rules and regulations of the Commission, this prospectus does not contain all of the information in the registration statement.

After we complete this offering, we will not be required to furnish you with an annual report. Further, we will not voluntarily send you an annual report. We will be required to file reports with the SEC under section 15(d) of the Securities Act. The reports will be filed electronically. The reports we will be required to file are Forms 10-KSB, 10-QSB, and 8-K. You may read copies of any materials we file with the SEC at the SEC’s Public Reference Room at 450 Fifth Street, N.W., Washington, D.C. 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. The SEC also maintains an Internet site that will contain copies of the reports we file electronically. The address for the Internet site is www.sec.gov.

MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

This section of the prospectus includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this prospectus. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from our plans or predictions.

Company Overview

We are a development-stage company recently incorporated to enter into the concert promotion and production industry. We have recently commenced business operations and have not generated any revenues.

Our auditors have issued a “going concern” opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any substantial revenues and no substantial revenues are anticipated until we have completed the financing anticipated in this offering. Accordingly, we must raise cash from sources other than from the sale of our concert productions. Our only other source for cash at this time is investments by others in this offering. We must raise cash to implement our business strategy and stay in business. The amount of the offering will likely allow us to operate for at least one year.

As of August 31, 2007, Sparking Events had $8,921 cash on hand and in the bank. Management believes this amount will satisfy our cash requirements until such time that additional proceeds are raised through this offering. We plan to satisfy our future cash requirements - primarily the working capital required to procure of our computer hardware and software systems, develop our marketing campaign and offset our legal and accounting fees - by additional equity financing. This will likely be in the form of private placements of common stock. There is no additional offering planned at present.

Management believes that if subsequent private placements are successful, we will generate sales revenue within the following twelve months thereof. However, additional equity financing may not be available to us on acceptable terms or at all, and thus we could fail to satisfy our future cash requirements.

If Sparking Events is unsuccessful in raising the additional proceeds through a private placement offering we will then have to seek additional funds through debt financing, which would be highly difficult for a new development stage company to secure. Therefore, the company is highly dependent upon the success of the anticipated private placement offering described herein and failure thereof would result in Sparking Events having to seek capital from other resources such as debt financing, which may not even be available to the company. However, if such financing were available, because Sparking Events is a development stage company with no operations to date, it would likely have to pay additional costs associated with high risk loans and be subject to an above market interest rate. At such time these funds are required, management would evaluate the terms of such debt financing and determine whether the business could sustain operations and growth and manage the debt load. If Sparking Events cannot raise additional proceeds via a private placement of its common stock or secure debt financing we would be required to cease business operations. As a result, investors in Sparking Events' common stock would lose all of their investment.

The company’s research of potential artists will continue over the next 12 months. Sparking Events does not expect the purchase or sale of plant or any significant equipment and Sparking Events does not anticipate any change in the number of our employees. Sparking Events' current material commitments include the total costs of the planned offering as provided herein, estimated at $9,900.

Sparking Events has no current plans, preliminary or otherwise, to merge with any other entity.

Plan of Operation

Over the 12 month period starting upon the effective date of this registration statement, the company must raise capital and start initial research. The first stage of our operations over this period is to create working relationships with the agencies and potential artists. We expect to complete this step within 90 days of the effective date of this registration statement.

The second stage is to book our first artists or tours into compatible venues. This stage starts 90 days after the effective date of this registration statement. We intend to book 2 concerts every 3 months for three consecutive three month periods, ending 360 days after of the effective date of this registration statement. Thus, we plan on

producing six concerts over the next twelve months. The marketing for the concerts produced during each three month period will commence on the starting date of each period. We plan on booking advertisement space in radio spots and printing the necessary promotional materials for each event.

The third stage is the placement of all sub contractors specifically needed for each production. We intend to utilize the top lighting, sound, staging, street teams and security outfits in the Lower Mainland for our concerts.

The final stage will be the production of the concert and attending to the settlement or closing meeting to ensure that all contract requirements have been met.

If we can complete these stages and receive a positive result of our operations and the approval of our services by the public, we will attempt to raise money through a private placement and public offering.

At present, our sole officer and director is unwilling to make any commitment to loan us any funds but may reconsider if we arrange desirable events at reasonable pricing. His unwillingness to loan us additional money at this time is simply because he does not want to. At the present time, we have not made any arrangements to raise additional cash. If we need additional cash but are unable to raise it, we will either suspend marketing operations until we do raise the cash, or cease operations entirely. Other than as described in this paragraph, we have no other financing plans.

If we are unable to complete any phase of our systems development or marketing efforts because we don’t have enough money, we will cease our development and or marketing operations until we raise money. Attempting to raise capital after failing in any phase of our concert production plan would be difficult. As such, if we cannot secure additional proceeds we will have to cease operations and investors would lose their entire investment.

Management does not plan to hire additional employees at this time. Our sole officer and director will be responsible for the initial production sourcing. We will hire an independent consultant to build an internet website to market our productions.

DESCRIPTION OF PROPERTY

The company does not own any real estate or other properties. The company’s office is located at Suite 112 North Curry St. Carson City, Nevada 89703, and our telephone number is 775-321-8299 and our fax number is (604) 261-1513.

CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

On December 11, 2006 we issued a total of 9,000,000 shares of common stock to Carlo Giusto, our sole officer and director, for total cash consideration of $9,000. This was accounted for as a purchase of common stock.

MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Currently, there is no public trade marketing for our shares.

EXECUTIVE COMPENSATION

Summary of Compensation

Sparking Events has made no provisions for paying cash or non-cash compensation to our sole officer and director. No salaries are being paid at the present time, and none will be paid unless and until our operations generate sufficient cash flows.

The following table sets forth the compensation paid by us from inception on November 29, 2006 through August 31, 2007. The compensation addresses all compensation awarded to, earned by, or paid to our named executive

officer up to August 31, 2007. This information includes the dollar value of base salaries, bonus awards and number of stock options granted, and certain other compensation, if any.

Summary Compensation Table


Name and Principal Position	Year	Salary (US$)	Bonus (US$)	Stock Awards (US$)	Option Awards (US$)	Non-Equity Incentive Plan Compensation (US$)	Nonqualified Deferred Compensation (US$)	All Other Compensation (US$)	Total (US$)



Carlo Giusto	2006	0	0	0	0	0	0	0	0
President	2007	0	0	0	0	0	0	0	0

We have did not pay any salaries in 2006 or 2007. We do not anticipate beginning to pay salaries until we have adequate funds to do so. There are no other stock option plans, retirement, pension, or profit sharing plans for the benefit of our officers and director other than as described herein.

Long-Term Incentive Plan Awards

We do not have any long-term incentive plans that provide compensation intended to serve as incentive for performance.

Employment Agreements

At this time, Sparking Events has not entered into any employment agreements with our sole officer and director. If there is sufficient cash flow available from our future operations, the company may in the future enter into employment agreements with our sole officer and director, or future key staff members.

Stock Option Plan

The Board of Directors of Sparking Events has not adopted a stock option plan. The company has no plans to adopt one but we may choose to do so in the future. If such a plan is adopted, this may be administered by the board or a committee appointed by the board (the “Committee”). The committee would have the power to modify, extend or renew outstanding options and to authorize the grant of new options in substitution therefore, provided that any such action may not impair any rights under any option previously granted. Sparking Events may develop an incentive based stock option plan for its officers and directors and may reserve up to 10% of its outstanding shares of common stock for that purpose.

Stock Awards Plan

The company has not adopted a Stock Awards Plan, but may do so in the future. The terms of any such plan have not been determined

EXPERTS

Our financial statements for the period from inception to August 31, 2007 included in this prospectus have been audited by Kyle Tingle, CPA, LLC 3145 E. Warm Springs Road, Suite 450, Las Vegas, NV 89120 as set forth in their report included in this prospectus. Their report is provided on their authority as experts in accounting and auditing.

Stephen Jackson, Forstrom Jackson, Suite 120- 625 Howe Street, Vancouver, BC Canada V6C 2T6, has acted as our legal counsel. Mr. Jackson has provided his opinion on the legality of the 4,000,000 shares of common stock being registered on behalf of the company by way of this prospectus.

FINANCIAL STATEMENTS

Our fiscal year end is February 28th. We will provide audited financial statements to our stockholders on an annual basis; as prepared by an Independent Certified Public Accountant.

SPARKING EVENTS, INC.

(A Development Stage Enterprise)

FINANCIAL STATEMENTS

AUGUST 31, 2007

F-1

TABLE OF CONTENTS

REPORT OF INDEPENDENT PUBLIC ACCOUNTING FIRM

F-3

BALANCE SHEETS

F-4

STATEMENTS OF OPERATIONS

F-5

STATEMENTS OF STOCKHOLDER’S EQUITY

F-6

STATEMENTS OF CASH FLOWS

F-7

NOTES TO INTERIM FINANCIAL STATEMENTS

F-8-F-12

F-2

Report of Independent Registered Public Accounting Firm

To the Board of Directors

Sparking Events, Inc.

Burnaby BC, Canada

We have audited the accompanying balance sheets of Sparking Events, Inc. (A Development Stage Enterprise) as of August 31, 2007 and February 28, 2007 and the related statements of operations, stockholder’s equity, and cash flows for the periods then ended and the period November 29, 2006 (inception) through August 31, 2007. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Sparking Events, Inc. (A Development Stage Enterprise) as of August 31, 2007 and February 28, 2007 and the results of its operations and cash flows for periods then ended and the period November 29, 2006 (inception) through August 31, 2007, in conformity with U.S. generally accepted accounting principles.

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. As discussed in Note 2 to the financial statements, the Company has limited operations and has no established source of revenue. This raises substantial doubt about its ability to continue as a going concern. Management’s plan in regard to these matters is also described in Note 2. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.

/s/ Kyle L. Tingle, CPA, LLC

November 9, 2007

Las Vegas, Nevada

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SPARKING EVENTS, INC.

(A Development Stage Enterprise)

BALANCE SHEETS


	August 31, 2007	February 28, 2007

ASSETS

CURRENT ASSETS
Cash	$ 8,921	$ 8,869
Total current assets	8,921	8,869

Total assets	$ 8,921	$ 8,869

LIABILITIES AND STOCKHOLDER’S EQUITY

CURRENT LIABILITIES
Accounts payable and accrued liabilities Due to related party	$ 3,000 1,894	$ - 1,795
Total current liabilities	4,894	1,795


STOCKHOLDER’S EQUITY
Capital stock
Authorized
75,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
9,000,000 shares of common stock	9,000	9,000
Deficit accumulated during the development stage	(4,973)	(1,926)

Total stockholder’s equity	4,027	7,074

Total liabilities and stockholder’s equity	$ 8,921	$ 8,869

The accompanying notes are an integral part of these financial statements

F-4

SPARKING EVENTS, INC.

(A Development Stage Enterprise)

STATEMENTS OF OPERATIONS


	Six months ended August 31, 2007	November 29, 2006 (date of inception) to February 28, 2007	November 29, 2006 (date of inception) to August 31, 2007


EXPENSES

Office and general	$ (47)	$ (1,926)	$ (1,973)
Professional fees	3,000)	-	(3,000)

NET LOSS	$ (3,047)	$ (1,926)	$ (4,973)



BASIC NET LOSS PER SHARE	$ ( 0.00)	$ (0.00)

WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING	9,000,000	7,813,187

The accompanying notes are an integral part of these financial statements

F-5

SPARKING EVENTS, INC.

(A Development Stage Enterprise)

STATEMENT OF STOCKHOLDER’S EQUITY

FROM INCEPTION (November 29, 2006) TO AUGUST 31, 2007


	Common Stock		Deficit Accumulated During the Development Stage	Total
	Number of shares	Amount

Balance, November 29, 2006	-	$ -	$ -	$ -

Common stock issued for cash at $0.001
per share December 11, 2006	9,000,000	9,000	-	9,000

Net loss, February 28, 2007			(1,926)	(1,926)

Balance, February 28, 2007	9,000,000	9,000	(1,926)	7,074

Net loss, August 31, 2007	-	-	(3,047)	(3,047)
Balance, August 31, 2007	9,000,000	$ 9,000	$ (4,973)	$ 4,027

The accompanying notes are an integral part of these financial statements

F-6

SPARKING EVENTS, INC.

(A Development Stage Enterprise)

STATEMENTS OF CASH FLOWS


	Six months ended August 31, 2007	November 29, 2006 (date of inception) to February 28, 2007	November 29, 2006 (date of inception) to August 31, 2007


CASH FLOWS FROM OPERATING ACTIVITIES
Net loss	$ (3,047)	$ (1,926)	$ (4,973)
Adjustment to reconcile net loss to net cash used in operating activities
Increase in accrued expenses	3,000	-	3,000
Increase in shareholder loan	99	1,795	1,894

NET CASH PROVIDED IN OPERATING ACTIVITIES	52	(131)	(79)

CASH FLOWS FROM INVESTING ACTIVITIES

NET CASH PROVIDED BY FINANCING ACTIVITIES	0	0	0

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from sale of common stock	9,000	9,000	9,000

NET CASH PROVIDED BY FINANCING ACTIVITIES	9,000	9,000	9,000

NET INCREASE IN CASH	52	8,869	8,921

CASH, BEGINNING OF PERIOD	8,869	-	-

CASH, END OF PERIOD	$ 8,921	$ 8,869	$ 8,921

Supplemental cash flow information and noncash financing activities:

Cash paid for:


Interest	$ -	$ -	$ -


Income taxes	$ -	$ -	$ -

The accompanying notes are an integral part of these financial statements

F-7

SPARKING EVENTS, INC.

(A Development Stage Enterprise)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

AUGUST 31, 2007

NOTE 1 – NATURE OF OPERATIONS AND BASIS OF PRESENTATION

Sparking Events, Inc. (“Company”) is in the initial development stage and has incurred losses since inception totalling $4,973. The Company was incorporated on November 29, 2006 in the State of Nevada and established a fiscal year end of February 28. The Company is a development stage enterprise organized to enter into the special event and concert production industry.

The ability of the Company to continue as a going concern is dependent on raising capital to fund its business plan and ultimately to attain profitable operations. Accordingly, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. The Company is funding its initial operations by way of issuing Founder’s shares. As of August 31, 2007, the Company had issued 9,000,000 Founder’s shares at $0.001 per share for net funds to the Company of $9,000.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These financial statements are presented in United States dollars and have been prepared in accordance with accounting principles generally accepted in the United States.

Use of Estimates and Assumptions

Preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

Income Taxes

The Company follows the liability method of accounting for income taxes in accordance with Statements of Financial Accounting Standards (“SFAS”) No.109, “Accounting for Income Taxes ” and clarified by FIN 48 “Accounting for Uncertainty in Income Taxes – an interpretation of FASB Statement No. 109.” Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax balances. Deferred tax assets and liabilities are measured using enacted or substantially enacted tax rates expected to apply to the taxable income in the years in which those differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when, in the opinion of management, it is more likely than not that some portion or all of the deferred tax assets will not be realized. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment or substantive enactment.

Net Loss per Share

Basic loss per share includes no dilution and is computed by dividing loss available to common stockholders by the weighted average number of common shares outstanding for the period. Dilutive loss per share reflects the potential dilution of securities that could share in the losses of the Company. Because the Company does not have any potentially dilutive securities, the accompanying presentation is only of basic loss per share.

Foreign Currency Translation

The financial statements are presented in United States dollars. In accordance with SFAS No. 52, "Foreign Currency Translation", foreign denominated monetary assets and liabilities are translated to their United States

F-8

SPARKING EVENTS, INC.

(A Development Stage Enterprise)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

AUGUST 31, 2007

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

dollar equivalents using foreign exchange rates which prevailed at the balance sheet date. Non-monetary assets and liabilities are translated at exchange rates prevailing at the transaction date. Revenue and expenses are translated at average rates of exchange during the periods presented Related translation adjustments are reported as a separate component of stockholder’s equity, whereas gains or losses resulting from foreign currency transactions are included in results of operations

Stock-based Compensation

The Company has not adopted a stock option plan and has not granted any stock options. Accordingly no stock-based compensation has been recorded to date.

Share Based Expenses

In December 2004, the Financial Accounting Standards Board (“FASB”) issued SFAS No. 123R “Share Based Payment.” This statement is a revision to SFAS 123 and supersedes Accounting Principles Board (APB) Opinion No. 25, “Accounting for Stock Issued to Employees,” and amends FASB Statement No. 95, “Statement of Cash Flows.” This statement requires a public entity to expense the cost of employee services received in exchange for an award of equity instruments. This statement also provides guidance on valuing and expensing these awards, as well as disclosure requirements of these equity arrangements. The Company adopted SFAS No. 123R upon creation of the company and expenses share based costs in the period incurred.

Recent Accounting Pronouncements

In September 2006, the SEC Staff issued SEC Staff Accounting Bulletin 107, “Implementation Guidance for FASB 123 (R).” The staff believes the guidance in the SAB will assist issuers in their initial implementation of Statement 123R and enhance the information received by investors and other users of financial statements, thereby assisting them in making investment and other decisions. This SAB includes interpretive guidance related to share-based payment transactions with non-employees, the transition from nonpublic to public entity status, valuation methods (including assumptions such as expected volatility and expected term), the accounting for certain redeemable financials instruments issued under share-based payment arrangements, the classification of compensation expense, non-GAAP financial measures, first-time adoption of Statement 123R in an interim period, capitalization of compensation cost related to share-based payment arrangements, the accounting for income tax effects of share-based payment arrangements upon adoption of Statement 123R and disclosures of MD&A subsequent to adoption of Statement 123R.

In September 2006, the SEC Staff issued Staff Accounting Bulletin No. 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in the Current Year Financial Statements” (“SAB No. 108”). SAB No. 108 requires the use of two alternative approaches in quantitatively evaluating materiality of misstatements. If the misstatement as quantified under either approach is material to the current year financial statements, the misstatement must be corrected. If the effect of correcting the prior year misstatements, if any, in the current year income statement is material, the prior year financial statements should be corrected. In the year of adoption (fiscal years ending after November 15, 2006 or calendar year 2006 for us), the misstatements may be corrected as an accounting change by adjusting opening retained earnings rather than being included in the current year income statement. We do not expect that the adoption of SAB No. 108 will have a material impact on our financial condition or results of operations.

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements" (SFAS 157). SFAS 157 provides guidance for using fair value to measure assets and liabilities. SFAS 157 addresses the requests from investors for

F-9

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)

expanded disclosure about the extent to which companies measure assets and liabilities at fair value, the information used to measure fair value and the effect of fair value measurements on earnings. SFAS 157 applies whenever other standards require (or permit) assets or liabilities to be measured at fair value, and does not expand the use of fair value in any new circumstances. SFAS 157 is effective for financial statements issued for fiscal years beginning after November 15, 2007 and will be adopted by the Company in the first quarter of fiscal year 2009. We do not expect that the adoption of SFAS 157 will have a material impact on our financial condition or results of operations.

In September 2006, the FASB issued SFAS No. 158, “Employers’ Accounting for Defined Benefit Pension and Other Postretirement Plans” (“SFAS No. 158”). SFAS No. 158 requires companies to recognize in their statement of financial position an asset for a plan’s overfunded status or a liability for a plan’s underfunded status and to measure a plan’s assets and its obligations that determine its funded status as of the end of the company’s fiscal year.

Additionally, SFAS No. 158 requires companies to recognize changes in the funded status of a defined benefit postretirement plan in the year that the changes occur and those changes will be reported in comprehensive income. The provision of SFAS No. 158 that will require us to recognize the funded status of our postretirement plans, and the disclosure requirements, will be effective for us as of December 31, 2006. We do not expect that the adoption of SFAS No. 158 will have a material impact on our consolidated financial statements.

FAS 123(R)-5 was issued on October 10, 2006. The FSP provides that instruments that were originally issued as employee compensation and then modified, and that modification is made to the terms of the instrument solely to reflect an equity restructuring that occurs when the holders are no longer employees, then no change in the recognition or the measurement (due to a change in classification) of those instruments will result if both of the following conditions are met: (a). There is no increase in fair value of the award (or the ratio of intrinsic value to the exercise price of the award is preserved, that is, the holder is made whole), or the antidilution provision is not added to the terms of the award in contemplation of an equity restructuring; and (b). All holders of the same class of equity instruments (for example, stock options) are treated in the same manner. The provisions in this FSP shall be applied in the first reporting period beginning after the date the FSP is posted to the FASB website. We will evaluate whether the adoption will have any impact on your financial statements.

In February 2007, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 159, “The Fair Value Option for Financial Assets and Financial Liabilities - Including an amendment of FASB Statement No. 115” (hereinafter “SFAS No. 159”). This statement permits entities to choose to measure many financial instruments and certain other items at fair value. The objective is to improve financial reporting by providing entities with the opportunity to mitigate volatility in reported earnings caused by measuring related assets and liabilities differently without having to apply complex hedge accounting provisions. This statement is expected to expand the use of fair value measurement, which is consistent with the Board’s long-term measurement objectives for accounting for financial instruments. This statement is effective as of the beginning of an entity’s first fiscal year that begins after November 15, 2007, although earlier adoption is permitted. Management has not determined the effect that adopting this statement would have on the Company’s financial condition or results of operations.

Going concern

The Company’s financial statements are prepared in accordance with generally accepted accounting principles applicable to a going concern. This contemplates the realization of assets and the liquidation of liabilities in the normal course of business. Currently, the Company does not have cash nor material assets, nor does it have operations or a source of revenue sufficient to cover its operation costs and allow it to continue as a going concern. The Company will be dependent upon the raising of additional capital through placement of our common stock in order to implement its business plan, or merge with an operating company. There can be no assurance that the Company will be successful in either situation in order to continue as a going concern. The officers and directors have committed to advancing certain operating costs of the Company.

F-10

NOTE 3 - FAIR VALUE OF FINANCIAL INSTRUMENTS

In accordance with the requirements of SFAS No. 107and SFAS No. 157, the Company has determined the estimated fair value of financial instruments using available market information and appropriate valuation methodologies. The fair value of financial instruments classified as current assets or liabilities approximate their carrying value due to the short-term maturity of the instruments.

NOTE 4 – CAPITAL STOCK

The Company’s capitalization is 75,000,000 common shares with a par value of $0.001 per share. No preferred shares have been authorized or issued.

As of August 31, 2007, the Company has not granted any stock options and has not recorded any stock-based compensation.

On December 11, 2006, the sole Director purchased 9,000,000 shares of the common stock in the Company at $0.001 per share for $9,000.

NOTE 5 – RELATED PARTY TRANSACTIONS

As of August 31, 2007, the Company received advances from a Director in the amount of $1,894 to pay for incorporation costs and filing fees. The amounts due to the related party are unsecured and non-interest bearing with no set terms of repayment.

NOTE 6 – INCOME TAXES

We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced operating losses since inception. Per Statement of Accounting Standard No. 109 – Accounting for Income Tax and FASB Interpretation No. 48 - Accounting for Uncertainty in Income Taxes an interpretation of FASB Statement No.109, when it is more likely than not that a tax asset cannot be realized through future income the Company must allow for this future tax benefit. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carryforwards, because management has determined that it is more likely than not that we will not earn income sufficient to realize the deferred tax assets during the carryforward period.

The components of the Company’s deferred tax asset as of February 28, 2007 are as follows:

Aug. 31, 2007

Feb. 28, 2007

Net operating loss carryforward

1,740

674

Valuation allowance

(1,740 )

(674)

Net deferred tax asset

A reconciliation of income taxes computed at the statutory rate to the income tax amount recorded is as follows:

Aug. 31, 2007

Feb. 28, 2007

Since Inception

Tax at statutory rate (35%)

1,740

674

2,414

Increase in valuation allowance

(1,740)

(674)

(2,414)

Net deferred tax asset

The net federal operating loss carry forward will expire in 2027. This carry forward may be limited upon the consummation of a business combination under IRC Section 381.

F-11

CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUTING AND FINANCIAL DISCLOSURE

Our auditors are Kyle Tingle, CPA, LLC, operating from their offices in Las Vegas, Nevada. There have been no changes in or disagreements with accountants regarding our accounting, financial disclosures or any other matter.

F-12

Part II. INFORMATION NOT REQUIRED IN THE PROSPECTUS

INDEMNIFICATION OF DIRECTORS AND OFFICERS

See “Disclosure of Commission Position of Indemnification for Securities” above.

OTHER EXPENSES OF ISSUANCE AND DISTRIBUTION

Independently of whether or not all shares are sold, the estimated expenses of the offering, all of which are to be paid by the registrant, are as follows:


SEC Filing Expenses		8,000
Printing		300
Transfer Agent		1,600
TOTAL		$ 9,900

RECENT SALES OF UNREGISTERED SECURITIES

(a) Prior sales of common shares

Sparking Events is authorized to issue up to 75,000,000 shares of common stock with a par value of $0.001. As of December 11, 2006, we have issued 9,000,000 common shares to our sole officer and director for total consideration of $9,000.

Sparking Events is not listed for trading on any securities exchange in the United States and there has been no active market in the United States or elsewhere for the common shares.

During the past year, the company has sold the following securities which were not registered under the Securities Act of 1933, as amended:

December 11, 2006

We issued 9,000,000 common shares to the sole officer and director of the company for cash proceeds of $9,000, or $0.001 per share.

(b) Use of proceeds

We have spent a portion of the above proceeds to pay for costs associated with this prospectus and expect the balance of the proceeds to be mainly applied to further costs of this prospectus and administrative costs.

We shall report the use of proceeds on our first periodic report filed pursuant to sections 13(a) and 15(d) of the Exchange Act after the effective date of this Registration Statement and thereafter on each of our subsequent periodic reports through the later of 1) the disclosure of the application of the offering proceeds, or 2) disclosure of the termination of this offering.

II-1

EXHIBITS

The following exhibits are filed as part of this Registration Statement, pursuant to Item 601 of Regulation K. All exhibits have been previously filed unless otherwise noted.


Exhibit No.	Document Description
3.1	Articles of Incorporation of Sparking Events, Inc.
3.2	Bylaws of Sparking Events, Inc.
5.1	Opinion of Stephen Jackson regarding the legality of the securities being registered .
23.1	Consent of Kyle L. Tingle, CPA, LCC.

(b) Description of Exhibits

Exhibit 3.1

Articles of Incorporation of Sparking Events, Inc., dated November 29, 2006.

Exhibit 3.2

Bylaws of Sparking Events, Inc. approved and adopted on December 7, 2006.

Exhibit 5.1

Opinion of Stephen Jackson, Forstrom Jackson, Suite 120- 625 Howe Street, Vancouver, BC Canada V6C 2T6, dated December 11, 2007 regarding the legality of the securities being registered.

Exhibit 23.1

Consent of Kyle Tingle, CPA, LLC 3145 E. Warm Springs Road, Suite 450, Las Vegas, NV, 89120 dated November 30, 2007, regarding the use in this Registration Statement of their report of the auditors and financial statements of Sparking Events, Inc. for the period ending August 31, 2007.

UNDERTAKINGS

The undersigned registrant hereby undertakes:


1.	To file, during any period in which it offers or sells securities, a post-effective amendment to this registration statement to:

	(i)	Include any prospectus required by Section 10(a)(3) of the Securities Act;

II-2


	(ii)	Reflect in the prospectus any facts or events which, individually or together, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in the volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424 (b) if, in the aggregate, the changes in volume and price represent no more than a 20% change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and

	(iii)	Include any additional or changed material information on the plan of distribution

2.	For determining liability under the Securities Act, treat each post-effective amendment as a new registration statement of the securities offered, and the offering of the securities at that time to be the initial bona fide offering.

3. 4.	File a post-effective amendment to remove from registration any of the securities that remain unsold at the end of the offering. For determining liability of the undersigned small business issuer under the Securities Act to any purchaser in the initial distribution of the securities, the undersigned small business issuer undertakes that in a primary offering of the securities of the undersigned small business pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, the undersigned small business issuer will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:

	(i)	Any preliminary prospectus or prospectus of the undersigned small business issuer relating to the offering required to be filed pursuant to Rule 424;

	(ii)	Any free writing prospectus relating to the offering prepared by or on behalf of the undersigned small business issuer or used or referred to by the undersigned small business issuer;

	(iii)	The portion of any other free writing prospectus relating to the offering containing material information about the undersigned small business issuer or its securities provided by or on behalf of the undersigned small business issuer; and

	(iv)	Any other communication that is an offer in the offering made by the undersigned small business issuer to the purchaser.

II-3

SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all of the requirements of filing on this Form SB-2 and authorized this

Registration Statement and has duly caused this Form SB-2 Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in Vancouver, British Columbia, on this 12th day of

December, 2006.

Sparking Events, Inc.

/s/ Carlo Giusto

------------------------------------------------------------------------------------------------------------

Carlo Giusto

President and Director

Principal Executive Officer

Principal Financial Officer

Principal Accounting Officer.

II-4

Exhibit 3.1

DEAN HELLER

Secretary of State

206 North Carson Street

Carson City, Nevada 89701-4299

(775) 684-5708

Website: secretaryofstate.biz

Entity#

E0889322006-1

Document #

20060769781-66

Date Filed:

11/29/2006 6:12:56 AM

In the Office of

/s/ Dean Heller

Dean Heller

Secretary of State

ARTICLES OF INCORPORATION

(PURSUANT TO NRS 78)

Name of Corporation:

SPARKING EVENTS, INC.

Resident Agent

STATE AGENT AND TRANSFER SYNDICATE, INC.

Name and Street

112 NORTH CURRY STREET

Address:

CARSON CITY, NEVADA 89703-4934

Number of shares with par value: 75,000,000

Par value: $.001

Number of shares without par value:

Names &

CARLO GIUSTO

Addresses

112 NORTH CURRY STREET

Of Board of

CARSON CITY, NV 89703-4934

Directors/Trustees:

Purpose:

The purpose of the Corporation shall be:

Names, Addresses

Melissa Wynott for State Agent and Transfer Syndicate, Inc.

and Signature of

112 North Curry Street

/s/Melissa Wynott

Incorporator.

Carson City NV 89703-4934

Certificate of

I hereby accept appointment as Resident Agent for the above

Acceptance of

named corporation.

11/29/06

Appointment of

/s/ Melissa Wynott

Date

Resident Agent:

Authorized Signature of R.A. or On Behalf of R.A. Company

NUMBER OF PAGES ATTACHED 1

Addendum to the

ARTICLES OF INCORPORATION

SPARKING EVENTS, INC.

PARAGRAPH THREE

The amount of the total authorized capital of this corporation is $75,000 as 75,000,000 shares each with a par value of one mill ($.001). Such shares are non-assessable.

In any election participated in by the shareholders, each shareholder shall have one vote for each share of stock he owns, either in person or by proxy as proved by law. Cumulative voting shall not prevail in any election by the shareholders of this corporation.

PARAGRAPH EIGHT

ELIMINATING PERSONAL LIABILITY

Officers and directors shall have no personal liability to the corporation of its stock holders for damages for breach of fiduciary duty as an officer or director. This provision does not eliminate or limit the liability of an officer or director for acts or omissions which involve intentional misconduct, fraud or a knowing violation of law or the payment of distributions in violation of the NRS 78.300.

PARAGRAPH NINE

AMENDMENT OF ARTICLES OF INCORPORATION

The articles of incorporation of the corporation may be amended from time to time by a majority vote of all shareholders voting by written ballot in person or by proxy held at any general or special meeting of shareholders upon lawful notice.

Exhibit 3.2

BYLAWS

Sparking Events, Inc.

A Nevada Corporation

ARTICLE I

SHAREHOLDERS

1. Annual Meeting

A meeting of the shareholders shall be held annually for the elections of directors and the transaction of other business on such date in each year as may be determined by the Board of Directors, but in no event later than 100 days after the anniversary of the date of incorporation of the Corporation.

2. Special Meetings

Special meetings of the shareholders may be called by the Board of Directors, Chairman of the Board or President and shall be called by the Board upon written request of the holders of record of a majority of the outstanding shares of the Corporation entitled to vote at the meeting requested to be called. Such request shall state the purpose or purposes of the proposed meeting. At such special meetings the only business which may be transacted is that relating to the purpose or purposes set forth in the notice thereof.

3. Place of Meetings

Meetings of the shareholders shall be held at such place within or outside of the State of Nevada as may be fixed by the Board of Directors. If no place is fixed, such meetings shall be held at the principal office of the Corporation.

4. Notice of Meetings

Notice of each meeting of the shareholders shall be given in writing and shall state the place, date and hour of the meeting and the purpose or purposes for which the meeting is called. Notice of a special meeting shall indicate that it is being issued by or at the direction of the person or persons calling or requesting the meeting.

If, at any meeting, action is proposed to be taken which, if taken, would entitle objecting shareholders to receive payment for their shares, the notice shall include a statement of that purpose and to that effect.

A copy of the notice of each meeting shall be given, personally or by first class mail, not less than ten nor more than sixty days before the date of the meeting, to each shareholder entitled to vote at such meeting. If mailed, such notice shall be deemed to have been given when deposited in the United States mail, with postage thereon paid, directed to the shareholder at his address as it appears on the record of the shareholders, or, if he shall have filed with the Secretary of the Corporation a written request that notices to him or her be mailed to some other address, then directed to him at such other address.

When a meeting is adjourned to another time or place, it shall not be necessary to give any notice of the adjourned meeting if the time and place to which the meeting is adjourned are announced at the meeting at which the adjournment is taken. At the adjourned meeting any business may be transacted that might have been transacted on the original date of the meeting. However, if after the adjournment the Board of Directors fixes a new record date for the adjourned meeting, a notice of the adjourned meeting shall be given to each shareholder of record on the new record date entitled to notice under this Section 4.

5. Waiver of Notice

Notice of a meeting need not be given to any shareholder who submits a signed waiver of notice, in person or by proxy, whether before or after the meeting. The attendance of any shareholder at a meeting, in person or by proxy, without protesting prior to the conclusion of the meeting the lack of notice of such meeting, shall constitute a waiver of notice by him or her.

6. Inspectors of Election

The Board of Directors, in advance of any shareholders’ meeting, may appoint one or more inspectors to act at the meeting or any adjournment thereof. If inspectors are not so appointed, the person presiding at a shareholders’ meeting may, and on the request of any shareholder entitled to vote thereat shall, appoint two inspectors. In case any person appointed fails to appear or act, the vacancy may be filled by appointment in advance of the meeting by the Board or at the meeting by the person presiding thereat. Each inspector, before entering upon the discharge of his duties, shall take and sign an oath faithfully to execute the duties of such inspector at such meeting with strict impartiality and according to the best of his ability.

The inspectors shall determine the number of shares outstanding and the voting power of each, the shares represented at the meeting, the existence of a quorum, and the validity and effect of proxies, and shall receive votes, ballots or consents, hear and determine all challenges and questions arising in connection with the right to vote at the meeting, count and tabulate all votes, ballots or consents, determine the result thereof, and do such acts as are proper to conduct the election or vote with fairness to all shareholders. On request of the person presiding at the meeting, or of any shareholder entitled to vote thereat, the inspectors shall make a report in writing of any challenge, question or matter determined by them and shall execute a certificate of any fact found by them. Any report or certificate made by them shall be prima facie evidence of the facts stated and of any vote certified by them.

7. List of Shareholders at Meetings

A list of the shareholders as of the record date, certified by the Secretary or any Assistant Secretary or by a transfer agent, shall be produced at any meeting of the shareholders upon the request thereat or prior thereto of any shareholder. If the right to vote at any meeting is challenged, the inspectors of election, or the person presiding thereat, shall require such list of the shareholders to be produced as evidence of the right of the persons challenged to vote at such meeting, and all persons who appear from such list to be shareholders entitled to vote thereat may vote at such meeting.

8. Qualification of Voters

Unless otherwise provided in the Certificate of Incorporation, every shareholder of record shall be entitled at every meeting of the shareholders to one vote for every share standing in its name on the record of the shareholders.

Treasury shares as of the record date and shares held as of the record date by another domestic or foreign corporation of any kind, if a majority of the shares entitled to vote in the election of directors of such other corporation is held as of the record date by the Corporation, shall not be shares entitled to vote or to be counted in determining the total number of outstanding shares.

Shares held by an administrator, executor, guardian, conservator, committee or other fiduciary, other than a trustee, may be voted by such fiduciary, either in person or by proxy, without the transfer of such shares into the name of such fiduciary. Shares held by a trustee may be voted by him or her, either in person or by proxy, only after the shares have been transferred into his name as trustee or into the name of his nominee.

Shares standing in the name of another domestic or foreign corporation of any type or kind may be voted by such officer, agent or proxy as the bylaws of such corporation may provide, or, in the absence of such provision, as the board of directors of such corporation may determine.

No shareholder shall sell his vote, or issue a proxy to vote, to any person for any sum of money or anything of value except as permitted by law.

9. Quorum of Shareholders

The holders of a majority of the shares of the Corporation issued and outstanding and entitled to vote at any meeting of the shareholders shall constitute a quorum at such meeting for the transaction of any business, provided that when a specified item of business is required to be voted on by a class or series, voting as a class, the holders of a majority of the shares of such class or series shall constitute a quorum for the transaction of such specified item of business.

When a quorum is once present to organize a meeting, it is not broken by the subsequent withdrawal of any shareholders.

The shareholders who are present in person or by proxy and who are entitled to vote may, by a majority of votes cast, adjourn the meeting despite the absence of a quorum.

10. Proxies

Every shareholder entitled to vote at a meeting of the shareholders, or to express consent or dissent without a meeting, may authorize another person or persons to act for him by proxy.

Every proxy must be signed by the shareholder or its attorney. No proxy shall be valid after the expiration of eleven months from the date thereof unless otherwise provided in the proxy. Every proxy shall be revocable at the pleasure of the shareholder executing it, except as otherwise provided by law.

The authority of the holder of a proxy to act shall not be revoked by the incompetence or death of the shareholder who executed the proxy, unless before the authority is exercised written notice of an adjudication of such incompetence or of such death is received by the Secretary or any Assistant Secretary.

11. Vote or Consent of Shareholders

Directors, except as otherwise required by law, shall be elected by a plurality of the votes cast at a meeting of shareholders by the holders of shares entitled to vote in the election.

Whenever any corporate action, other than the election of directors, is to be taken by vote of the shareholders, it shall, except as otherwise required by law, be authorized by a majority of the votes cast at a meeting of shareholders by the holders of shares entitled to vote thereon.

Whenever shareholders are required are required or permitted to take any action by vote, such action may be taken without a meeting on written consent, setting forth the action so taken, signed by the holders of all outstanding shares entitled to vote thereon. Written consent thus given by the holders of all outstanding shares entitled to vote shall have the same effect as a unanimous vote of shareholders.

12. Fixing The Record Date

For the purpose of determining the shareholders entitled to notice of or to vote at any meeting of shareholders or any adjournment thereof, or to express consent to or dissent from any proposal without a meeting, or for the purpose of determining shareholders entitled to receive payment of any dividend or the allotment of any rights, or for the purpose of any other action, the Board of Directors may fix, in advance, a date as the record date for any such determination of shareholders. Such date shall not be less than ten nor more than sixty days before the date of such meeting, nor more than sixty days prior to any other action.

When a determination of shareholders of record entitled to notice of or to vote at any meeting of shareholders has been made as provided in this Section, such determination shall apply to any adjournment thereof, unless the Board of Directors fixes a new record date for the adjourned meeting.

ARTICLE II

BOARD OF DIRECTORS

1. Power of Board and Qualifications of Directors

The business of the Corporation shall be managed by the Board of Directors. Each director shall be at least eighteen years of age.

2. Number of Directors

The number of directors constituting the entire Board of Directors shall be the number, not less than one nor more than ten, fixed from time to time by a majority of the total number of directors which the Corporation would have, prior to any increase or decrease, if there were no vacancies, provided, however, that no decrease shall shorten the term of an incumbent director. Unless otherwise fixed by the directors, the number of directors constituting the entire Board shall be four.

3. Election and Term of Directors

At each annual meeting of shareholders, directors shall be elected to hold office until the next annual meeting and until their successors have been elected and qualified or until their death, resignation or removal in the manner hereinafter provided.

4. Quorum of Directors and Action by the Board

A majority of the entire Board of Directors shall constitute a quorum for the transaction of business, and, except where otherwise provided herein, the vote of a majority of the directors present at a meeting at the time of such vote, if a quorum is then present, shall be the act of the Board.

Any action required or permitted to be taken by the Board of Directors or any committee thereof may be taken without a meeting if all members of the Board or the committee consent in writing to the adoption of a resolution authorizing the action. The resolution and the written consent thereto by the members of the Board or committee shall be filed with the minutes of the proceedings of the Board or committee.

5. Meetings of the Board

An annual meeting of the Board of Directors shall be held in each year directly after the annual meeting of shareholders. Regular meetings of the Board shall be held at such times as may be fixed by the Board. Special meetings of the Board may be held at any time upon the call of the President or any two directors.

Meetings of the Board of Directors shall be held at such places as may be fixed by the Board for annual and regular meetings and in the notice of meeting for special meetings. If no place is fixed, meetings of the Board shall be held at the principal office of the Corporation. Any one or more members of the Board of Directors may participate in meetings by means of conference telephone or similar communications equipment.

No notice need be given of annual or regular meetings of the Board of Directors. Notice of each special meeting of the Board shall be given to each director either by mail not later than noon, Nevada time, on the third day prior to the meeting or by telegram, written message or orally not later than noon, Nevada time, on the day prior to the meeting. Notices are deemed to have

been properly given if given: by mail, when deposited in the United States mail; by telegram at the time of filing; or by messenger at the time of delivery. Notices by mail, telegram or messenger shall be sent to each director at the address designated by him for that purpose, or, if none has been so designated, at his last known residence or business address.

Notice of a meeting of the Board of Directors need not be given to any director who submits a signed waiver of notice whether before or after the meeting, or who attends the meeting without protesting, prior thereto or at its commencement, the lack of notice to any director.

A notice, or waive of notice, need not specify the purpose of any meeting of the Board of Directors.

A majority of the directors present, whether or not a quorum is present, may adjourn any meeting to another time and place. Notice of any adjournment of a meeting to another time or place shall be given, in the manner described above, to the directors who were not present at the time of the adjournment and, unless such time and place are announced at the meeting, to the other directors.

6. Resignations

Any director of the Corporation may resign at any time by giving written notice to the Board of Directors or to the President or to the Secretary of the Corporation. Such resignation shall take effect at the time specified therein; and unless otherwise specified therein the acceptance of such resignation shall not be necessary to make it effective.

7. Removal of Directors

Any one or more of the directors may be removed for cause by action of the Board of Directors. Any or all of the directors may be removed with or without cause by vote of the shareholders.

8. Newly Created Directorships and Vacancies

Newly created directorships resulting from an increase in the number of directors and vacancies occurring in the Board of Directors for any reason except the removal of directors by shareholders may be filled by vote of a majority of the directors then in office, although less than a quorum exists. Vacancies occurring as a result of the removal of directors by shareholders shall be filled by the shareholder. A director elected to fill a vacancy shall be elected to hold office for the unexpired term of his predecessor.

9. Executive and Other Committees of Directors

The Board of Directors, by resolution adopted by a majority of the entire Board, may designate from among its members an executive committee and other committees each consisting of three or more directors and each of which, to the extent provided in the resolution, shall have all the authority of the Board, except that no such committee shall have authority as to the following matters: (a) the submission to shareholders of any action that needs shareholders’

approval; (b) the filling of vacancies in the Board or in any committee; (c) the fixing of compensation of the directors for serving on the Board or on any committee; (d) the amendment or repeal of the bylaws, or the adoption of new bylaws; (e) the amendment or repeal of any resolution of the Board which, by its term, shall not be so amendable or repealable; or (f) the removal or indemnification of directors.

The Board of Directors may designate one or more directors as alternate members of any such committee, who may replace any absent member or members at any meeting of such committee.

Unless a greater proportion is required by the resolution designating a committee, a majority of the entire authorized number of members of such committee shall constitute a quorum for the transaction of business, and the vote of a majority of the members present at a meeting at the time of such vote, if a quorum is then present, shall be the act of such committee.

Each such committee shall serve at the pleasure of the Board of Directors.

10. Compensation of Directors

The Board of Directors shall have authority to fix the compensation of directors for services in any capacity.

11. Interest of Directors in a Transaction

Unless shown to be unfair and unreasonable as to the Corporation, no contract or other transaction between the Corporation and one or more of its directors, or between the Corporation and any other corporation, firm, association or other entity in which one or more of the directors are directors or officers, or are financially interested, shall be either void or voidable, irrespective of whether such interested director or directors are present at a meeting of the Board of Directors, or of a committee thereof, which authorizes such contract or transaction and irrespective of whether his or their votes are counted for such purpose. In the absence of fraud any such contract and transaction conclusively may be authorized or approved as fair and reasonable by: (a) the Board of Directors or a duly empowered committee thereof, by a vote sufficient for such purpose without counting the vote or votes of such interested director or directors (although such interested director or directors may be counted in determining the presence of a quorum at the meeting which authorizes such contract or transaction), if the fact of such common directorship, officership or financial interest is disclosed or known to the Board or committee, as the case may be; or (b) the shareholders entitled to vote for the election of directors, if such common directorship, officership or financial interest is disclosed or known to such shareholders.

Notwithstanding the foregoing, no loan, except advances in connection with indemnification, shall be made by the Corporation to any director unless it is authorized by vote of the shareholders without counting any shares of the director who would be the borrower or unless the director who would be the borrower is the sole shareholder of the Corporation.

ARTICLE III

OFFICERS

1. Election of Officers

The Board of Directors, as soon as may be practicable after the annual election of directors, shall elect a President, a Secretary, and a Treasurer, and from time to time may elect or appoint such other officers as it may determine. Any two or more offices may be held by the same person. The Board of Directors may also elect one or more Vice Presidents, Assistant Secretaries and Assistant Treasurers.

2. Other Officers

The Board of Directors may appoint such other officers and agents as it shall deem necessary who shall hold their offices for such terms and shall exercise such powers and perform such duties as shall be determined from time to time by the Board.

3. Compensation

The salaries of all officers and agents of the Corporations shall be fixed by the Board of Directors.

4. Term of Office and Removal

Each officer shall hold office for the term for which he is elected or appointed, and until his successor has been elected or appointed and qualified. Unless otherwise provided in the resolution of the Board of Directors electing or appointing an officer, his term of office shall extend to and expire at the meeting of the Board following the next annual meeting of shareholders. Any officer may be removed by the Board with or without cause, at any time. Removal of an officer without cause shall be without prejudice to his contract rights, if any, and the election or appointment of an officer shall not of itself create contract rights.

5. President

The President shall be the chief executive officer of the Corporation, shall have general and active management of the business of the Corporation and shall see that all orders and resolutions of the Board of Directors are carried into effect. The President shall also preside at all meeting of the shareholders and the Board of Directors.

The President shall execute bonds, mortgages and other contracts requiring a seal, under the seal of the Corporation, except where required or permitted by law to be otherwise signed and executed and except where the signing and execution thereof shall be expressly delegated by the Board of Directors to some other officer or agent of the Corporation.

6. Vice Presidents

The Vice Presidents, in the order designated by the Board of Directors, or in absence of any designation, then in the order of their election, during the absence or disability of or refusal to act by the President, shall perform the duties and exercise the powers of the President and shall perform such other duties as the Board of Directors shall prescribe.

7. Secretary and Assistant Secretaries

The Secretary shall attend all meetings of the Board of Directors and all meetings of the shareholders and record all the proceedings of the meetings of the Corporation and of the Board of Directors in a book to be kept for that purpose, and shall perform like duties for the standing committees when required. The Secretary shall give or cause to be given, notice of all meetings of the shareholders and special meetings of the Board of Directors, and shall perform such other duties as may be described by the Board of Directors or President, under whose supervision the Secretary shall be. The Secretary shall have custody of the corporate seal of the Corporation and the Secretary, or an Assistant Secretary shall have authority to affix the same to any instrument requiring it and when so affixed, it may be attested by the Secretary’s signature or by signature of such Assistant Secretary. The Board of Directors may give general authority to any other officer to affix the seal of the Corporation and to attest the affixing by his signature.

The Assistant Secretary, or if there be more than one, the Assistant Secretaries in the order designated by the Board of Directors, or in the absence of such designation then in the order of their election, in the absence of the Secretary or in the event of the Secretary’s inability or refusal to act, shall perform the duties and exercise the powers of the Secretary and shall perform such other duties and have such other powers as the Board of Directors may from time to time prescribe.

8. Treasurer and Assistant Treasurers

The Treasurer shall have the custody of the corporate funds and securities; shall keep full and accurate accounts of receipts and disbursements in books belonging to the Corporation; and shall deposit all moneys and other valuable effects in the name and to the credit of the Corporation in such depositories as may be designated by the Board of Directors.

The Treasurer shall disburse the funds as may be ordered by the Board of Directors, taking proper vouchers for such disbursements, and shall render to the President and the Board of Directors, at its regular meetings, or when the Board of Directors so requires, an account of all his transactions as Treasurer and of the financial condition of the Corporation.

If required by the Board of Directors, the Treasurer shall give the Corporation a bond in such sum and with such surety or sureties as shall be satisfactory to the Board of Directors for the faithful performance of the duties of the office of Treasurer, and for the restoration to the Corporation, in the case of the Treasurer’s death, resignation, retirement or removal from office, of all books, papers, vouchers, money and other property of whatever kind in the possession or under the control of the Treasurer belonging to the Corporation.

The Assistant Treasurer, or if there shall be more than one, the Assistant Treasurers in the order designated by the Board of Directors, or in the absence of such designation, then in the order of their election, in the absence of the Treasurer or in the event the Treasurer’s inability or refusal to act, shall perform the duties and exercise the powers of the Treasurer and shall perform such other duties and have such other powers as the Board of Directors may from time to time prescribe.

9. Books and Records

The Corporation shall keep: (a) correct and complete books and records of account; (b) minutes of the proceedings of the shareholders, Board of Directors and any committees of directors; and (c) a current list of the directors and officers and their residence addresses. The Corporation shall also keep at its office in the State of Nevada or at the office of its transfer agent or registrar in the State of Nevada, if any, a record containing the names and addresses of all shareholders, the number and class of shares held by each and the dates when they respectively became the owners of record thereof.

The Board of Directors may determine whether and to what extent and at what times and places and under what conditions and regulations any accounts, books, records or other documents of the Corporation shall be open to inspection, and no creditor, security holder or other person shall have any right to inspect any accounts, books, records or other documents of the Corporation except as conferred by statute or as so authorized by the Board.

10. Checks, Notes, etc.

All checks and drafts on, and withdrawals from the Corporation’s accounts with banks or other financial institutions, and all bills of exchange, notes and other instruments for the payment of money, drawn, made, endorsed, or accepted by the Corporation, shall be signed on its behalf by the person or persons thereunto authorized by, or pursuant to resolution of, the Board of Directors.

ARTICLE IV

CERTIFICATES AND TRANSFER OF SHARES

1. Forms of Share Certificates

The share of the Corporation shall be represented by certificates, in such forms as the Board of Directors may prescribe, signed by the President or a Vice President and the Secretary or an Assistant Secretary or the Treasurer or an Assistant Treasurer. The shares may be sealed with the seal of the Corporation or a facsimile thereof. The signatures of the officers upon a certificate may be facsimiles if the certificate is countersigned by a transfer agent or registered by a registrar other than the Corporation or its employee. In case any officer who has signed or whose facsimile signature has been placed upon a certificate shall have ceased to be such officer before such certificate is issued, it may be issued by the Corporation with the same effect as if he were such officer at the date of issue.

Each certificate representing shares issued by the Corporation shall set forth upon the face or back of the certificate, or shall state that the Corporation will furnish to any shareholder upon request and without charge, a full statement of the designation, relative rights, preferences and limitations of the shares of each class of shares, if more than one, authorized to be issued and the designation, relative rights, preferences and limitations of each series of any class of preferred shares authorized to be issued so far as the same have been fixed, and the authority of the Board of Directors to designate and fix the relative rights, preferences and limitations of other series.

Each certificate representing shares shall state upon the face thereof: (a) that the Corporation is formed under the laws of the State of Nevada; (b) the name of the person or persons to whom issued; and (c) the number and class of shares, and the designation of the series, if any, which certificate represents.

2. Transfers of Shares

No share or other security may be sold, transferred or otherwise disposed of without the consent of the directors or until the Company is a reporting issuer, as defined under the Securities Exchange Act of 1934. The directors are not required to give any reason for refusing to consent to any such sale, transfer or other disposition.

Shares of the Corporation shall be transferable on the record of shareholders upon presentment to the Corporation of a transfer agent of a certificate or certificates representing the shares requested to be transferred, with proper endorsement on the certificate or on a separate accompanying document, together with such evidence of the payment of transfer taxes and compliance with other provisions of law as the Corporation or its transfer agent may require.

3. Lost, Stolen or Destroyed Share Certificates

No certificate for shares of the Corporation shall be issued in place of any certificate alleged to have been lost, destroyed or wrongfully taken, except, if and to the extent required by the Board of Directors upon: (a) production of evidence of loss, destruction or wrongful taking; (b) delivery of a bond indemnifying the Corporation and its agents against any claim that may be made against it or them on account of the alleged loss, destruction or wrongful taking of the replaced certificate or the issuance of the new certificate; (c) payment of the expenses of the Corporation and its agents incurred in connection with the issuance of the new certificate; and (d) compliance with other such reasonable requirements as may be imposed.

ARTICLE V

OTHER MATTERS

1. Corporate Seal

The Board of Directors may adopt a corporate seal, alter such seal at pleasure, and authorize it to be used by causing it or a facsimile to be affixed or impressed or reproduced in any other manner.

2. Fiscal Year

The fiscal year of the Corporation shall be the twelve months ending February 28 ^th , or such other period as may be fixed by the Board of Directors.

3. Amendments

Bylaws of the Corporation may be adopted, amended or repealed by vote of the holders of the shares at the time entitled to vote in the election of any directors. Bylaws may also be adopted, amended or repealed by the Board of Directors, but any bylaws adopted by the Board may be amended or repealed by the shareholders entitled to vote thereon as herein above provided.

If any bylaw regulating an impending election of directors is adopted, amended or repealed by the Board of Directors, there shall be set forth in the notice of the next meeting of shareholders for the election of directors the bylaw so adopted, amended or repealed, together with a concise statement of the changes made.

APPROVED AND ADOPTED this 7 ^th day of December, 2006.

/s/ Carlo Giusto

Carlo Giusto

President

Exhibit 5.1

FORSTROM JACKSON

BARRISTERS AND SOLICITORS*

December 11, 2007

VIA FACSIMILE

file no: SPAR0851

reply to: Stephen B. Jackson

Securities and Exchange Commission

direct line: (604) 661-0742

100 F Street, N.E.

email: sbj@fjlaw.ca

Washington, DE 20549

Dear Sirs:

Re:

Sparking Events, Inc., a Nevada corporation

Registration Statement on Form SB-2

We refer to the above-captioned registration statement on Form SB-2 (the “Registration Statement”) under the Securities Act of 1933, as amended (the “Act”) filed by Sparking Events, Inc., a Nevada corporation ( the “Company”) with the Securities and Exchange Commission on or about the date of this letter.

We have examined the originals, photocopies, certified copies or other evidence of such records of the Company, certificates of officers of the Company and public officials, and other documents we have deemed relevant and necessary as a basis for the opinion hereinafter expressed. In such examination, we have assumed the genuineness of all signatures, the authenticity of all documents submitted to us as certified copies or photocopies and the authenticity of the originals of such latter documents.

Based on our examination mentioned above, we are of the opinion that the securities being sold pursuant to the Registration Statement are duly authorized and will be, when issued in the manner described in the Registration Statement, legally and validly issued, fully paid and non-assessable.

We hereby consent to the filing of this opinion as Exhibit 5.1 to the Registration Statement and to the reference to our firm as related Prospectus. In giving the foregoing consent, we do not admit that we are in the category of persons whose consent is required under Section 7 of the Act or the rules and regulation of the Securities and Exchange Commission.

Yours truly,

FORSTROM JACKSON

Per:

/s/ Stephen Jackson

Stephen B. Jackson

SBJ/bm

cc: Carlo Giusto

SUITE 1200 – 525 HOWE STREET VANCOUVER BC V6C 2T6

PHONE (604) 685-8757 FACSIMILE (604) 661-0759 EMAIL MAILBOX@MFJBARRISTERS.BC.CA

* PARTNERSHIP COMPRISED OF LAW CORPORATIONS

Exhibit 23.1

Kyle L. Tingle CPA, LLC

PERSONAL FINANCIAL PLANNING

BUSINESS SERVICES & TAX PLANNING

November 30, 2007

To Whom It May Concern:

The firm of Kyle L. Tingle, CPA, LLC consents to the inclusion of his report dated November 9, 2007 accompanying the audited financial statements of Sparking Events, Inc. as of August 31, 2007, in the Registration Statement on Form SB-2 with the U.S. Securities and Exchange Commission and to our reference to the Firm under the caption “Experts” in the Prospectus.

Very truly yours,

/s/ Kyle L. Tingle, CPA, LLC

Kyle L. Tingle

Kyle L. Tingle, CPA, LLC

3145 E. Warm Springs Road – Suite 450 – Las Vegas, Nevada 89120 – PHONE: (702) 450-2200 – FAX: (702) 436-4218

E-MAIL: ktingle@kyletinglecpa.com