UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-QSB





(Mark
One)


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


For the
quarterly period ended: January 31, 2008





[  
      ]
            TRANSITION REPORT UNDER SECTION
      13 OR 15(d) OF THE EXCHANGE
ACT


For the
transition period from _____________________ to __________________





Commission
file number 333-102441





BRINX
RESOURCES LTD.


(Exact
name of small business issuer as specified in its charter)





Nevada
              (State
      or other jurisdiction
              of
      incorporation or organization)
            98-0388682
              (IRS
      Employer
              Identification
      No.)





820
Piedra Vista Road NE, Albuquerque, NM 87123


(Address
of principal executive offices)(Zip Code)





(505)
250-9992


(Issuer’s
telephone number)





Not
Applicable


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





Check
whether the issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90
days.                
Yes X No ___





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act). Yes __ No X





State the
number of shares outstanding of each of the issuer’s classes of common equity,
as of the latest practicable date:


24,529,832shares
of Common Stock, $.001 par value, as of February 29, 2008





Transitional
Small Business Disclosure Format (check
one):                     
Yes __  No X


Table of Contents


BRINX RESOURCES LTD.


INDEX







PagePART
      I.    UNAUDITED FINANCIAL INFORMATIONItem
      1.  Condensed Interim Financial StatementsCondensed Balance Sheets
              January 31, 2008 (unaudited) and
      October 31, 2007
            3Condensed Statements of Operations
      (unaudited)
              Three Months Ended January 31,
      2008 and 2007
            4Condensed Statements of Cash Flows
      (unaudited)
              Three Months Ended January 31,
      2008 and 2007
            5Notes to Condensed Financial Statements
      (unaudited)
            6Item 2.  Management’s Discussion and Analysis or
      Plan of Operation
            15Item 3.  Controls and
    Procedures
            20PART II.   OTHER
    INFORMATIONItem 1.  Legal Proceedings
            21Item 2.  Unregistered Sales of Equity Securities
      and Use of Proceeds
            21Item 3.  Defaults Upon Senior
      Securities
            21Item 4.  Submission of Matters to a Vote of
      Security Holders
            21Item 5.  Other Information
            21Item 6.  Exhibit Index
            21Signatures
            22










2
 Table of Contents


BRINX RESOURCES LTD.CONDENSED
      BALANCE SHEETSJANUARY
      31
            
            
            OCTOBER
      312008
            
            
            2007(Unaudited)
            
            
            (Audited)ASSETSCurrent
      assetsCash
      and cash equivalents
            
            $
            270,181
            
            
            $
            42,257Accounts
      receivable
            
            
            312,486
            
            
            
            281,500Total
      current assets
            
            
            582,667
            
            
            
            323,757Undeveloped
      mineral interests, at cost
            
            
            811
            
            
            
            811Oil
      and gas interests, full cost method of accounting,net
      of accumulated depletion
            
            
            2,118,987
            
            
            
            2,242,869Total
      assets
            
            $
            2,702,465
            
            
            $
            2,567,437LIABILITIES
      AND STOCKHOLDERS' EQUITYCurrent
      liabilitiesAccounts
      payable and accrued liabilities
            
            $
            100,812
            
            
            $
            194,479Loans
      and interest payable to related parties
            
            
            -
            
            
            
            21,676Total
      current liabilities
            
            
            100,812
            
            
            
            216,155Asset
      retirement obligations
            
            
            35,622
            
            
            
            34,584Total
      liabilities
            
            
            136,434
            
            
            
            250,739Commitments
      and contingenciesStockholders'
      equityPreferred
      stock - $0.01 par value; authorized - 1,000,000 sharesIssued
      - none
            
            
            -
            
            
            
            -Common
      stock - $0.001 par value; authorized - 100,000,000 sharesIssued
      and outstanding - 24,529,832 shares
            
            
            24,530
            
            
            
            24,530Capital
      in excess of par value
            
            
            2,801,855
            
            
            
            2,775,778Deficit
            
            
            (260,354
            )
            
            
            (483,610
            )Total
      stockholders' equity
            
            
            2,566,031
            
            
            
            2,316,698Total
      liabilities and stockholders' equity
            
            $
            2,702,465
            
            
            $
            2,567,437




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


3
 Table of Contents


BRINX RESOURCES LTD.CONDENSED
      STATEMENTS OF OPERATIONS(Unaudited)FOR
      THE THREE MONTH PERIOD ENDEDJANUARY
      312008
            
            
            2007REVENUES
            
            $
            495,292
            
            
            $
            247,789DIRECT
      COSTSProduction
      costs
            
            
            67,025
            
            
            
            20,960Depletion
      and accretion
            
            
            83,056
            
            
            
            181,766Impairment
            
            
            -
            
            
            
            -General
      and administrative
            
            
            121,746
            
            
            
            60,327(271,827
            )
            
            
            (263,053
            )OPERATING
      INCOME (LOSS)
            
            
            223,465
            
            
            
            (15,264
            )OTHER
      INCOME AND EXPENSEInterest
      expense - related
            
            
            (209
            )
            
            
            (583
            )NET
      INCOME (LOSS) FOR THE PERIOD
            
            $
            223,256
            
            
            $
            (15,847
            )Net
      Income (Loss) Per Common Share-
      Basic
            
            $
            0.009
            
            
            $
            (0.001
            )-
      Diluted
            
            $
            0.009
            
            
            $
            (0.001
            )Weighted
      average number of common shares outstanding-
      Basic
            
            
            24,529,832
            
            
            
            24,529,832-
      Diluted
            
            
            24,529,832
            
            
            
            24,529,832




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


4
 Table of Contents


BRINX RESOURCES LTD.CONDENSED
      STATEMENTS OF CASH FLOWS(Unaudited)FOR
      THE THREE MONTH PERIODENDED
      JANUARY 31,2008
            
            
            2007CASH
      FLOWS FROM (USED IN) OPERATING ACTIVITIESNet
      income (loss)
            
            $
            223,256
            
            
            $
            (15,847
            )Adjustments
      to reconcile net income (loss) to net cash provided(used)
      by operating activities:Stock
      based compensation (note 8)
            
            
            26,077
            
            
            
            -Depletion
      and accretion
            
            
            83,056
            
            
            
            181,766Interest
      accrued to related party notes
            
            
            209
            
            
            
            583Changes
      in working capital:Decrease
      (Increase) in accounts receivable
            
            
            (30,986
            )
            
            
            22,955(Decrease)
      in accounts payable and accrued liabilities
            
            
            (44,907
            )
            
            
            (53,587
            )(Decrease)
      in due to related party
            
            
            (1,171
            )
            
            
            (697
            )Net
      cash provided by operating activities
            
            
            255,534
            
            
            
            135,173CASH
      FLOWS FROM (USED BY) INVESTING ACTIVITIESExpenditures
      on oil and gas interests
            
            
            (6,896
            )
            
            
            (216,915
            )-Net
      cash (used) by investing activities
            
            
            (6,896
            )
            
            
            (216,915
            )CASH
      FLOWS FROM FINANCING ACTIVITIESRepayment
      of loan to related party
            
            
            (20,714
            )
            
            
            (10,000
            )Net
      cash (used) by financing activities
            
            
            (20,714
            )
            
            
            (10,000
            )Net
      increase (decrease) in cash
            
            
            227,924
            
            
            
            (91,742
            )Cash
      and cash equivalents, beginning of periods
            
            
            42,257
            
            
            
            436,547Cash
      and cash equivalents, end of periods
            
            $
            270,181
            
            
            $
            344,805SUPPLEMENTAL
      SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIESAssets
      retirement costs incurred
            
            $
            (1,038
            )
            
            $
            (2,521
            )Assets
      retirement obligation incurred
            
            $
            1,038
            
            
            $
            2,521Reduction
      in full cost pool due to change in estimated drilling
costs
            
            $
            (48,760
            )
            
            
            -




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


5
 Table of Contents


BRINX RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





1.           ORGANIZATION
AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





Brinx
Resources Ltd. (the “Company”) was incorporated under the laws of the State of
Nevada on December 23, 1998, and issued its initial common stock in February
2001.  The Company holds undeveloped mineral interests located in New
Mexico and holds oil and gas interests located in Oklahoma, Mississippi and
Louisiana.




The
accompanying condensed financial statements of the Company are
unaudited.  In the opinion of management, the condensed financial
statements include all adjustments, consisting only of normal recurring
adjustments, necessary for fair presentation.  The results of
operations for the three-month period ended January 31, 2008 are not necessarily
indicative of the operating results for the entire year.  These
financial statements should be read in conjunction with the financial statements
and notes included in the Company’s Form 10-KSB for the year ended October 31,
2007.





Except
for the historical information contained in this Form 10-QSB, this Form contains
forward-looking statements that involve risks and uncertainties.  The
Company’s actual results could differ materially from those discussed in this
Report.  Factors that could cause or contribute to such differences
include, but are not limited to, those discussed in this Report and any
documents incorporated herein by reference, as well as the Annual Report on Form
10-KSB for the year ended October 31, 2007.





USE OF
ESTIMATES


The
preparation of financial statement in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
reported amounts of revenues and expenses during the reporting
period.  Actual results could differ from those
estimates.





The oil
and gas industry is subject, by its nature, to environmental hazards and
clean-up costs.  At this time, management knows of no substantial
costs from environmental accidents or events for which the Company may be
currently liable.  In addition, the Company’s oil and gas business
makes it vulnerable to changes in prices of crude oil and natural
gas.  Such prices have been volatile in the past and can be expected
to be volatile in the future.  By definition, proved reserves are
based on current oil and gas prices and estimated reserves.  Price
declines reduce the estimated quantity of proved reserves and increase annual
depletion expense (which is based on proved reserves).





OIL AND
GAS INTERESTS


The
Company utilizes the full cost method of accounting for oil and gas
activities.  Under this method, subject to a limitation based on
estimated value, all costs associated with property acquisition, exploration and
development, including costs of unsuccessful exploration, are capitalized within
a cost center.  No gain or loss is recognized upon the sale or
abandonment of undeveloped or producing oil and gas interests unless the sale
represents a significant portion of oil and gas interests and the gain
significantly alters the relationship between capitalized costs and proved oil
and gas reserves of the cost center.  Depreciation, depletion and
amortization of oil and gas interests is computed on the units of production
method based on proved reserves, or upon reasonable estimates where proved
reserves have not yet been established due to the recent commencement of
production.  Amortizable costs include estimates of future development
costs of proved undeveloped reserves.





Capitalized
costs of oil and gas interests may not exceed an amount equal to the present
value, discounted at 10%, of the estimated future net cash flows from proved oil
and gas reserves plus the cost, or estimated fair market value, if lower, of
unproved interests.  Should capitalized costs exceed this ceiling, and
impairment is recognized.  The present value of estimated future net
cash flows is computed by applying year end prices of oil and gas to estimated
future production of proved oil and gas reserves as of year end, less estimated
future expenditures to be incurred in developing and producing the proved
reserves and assuming continuation of existing economic conditions.







6
 Table of Contents


BRINX
RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





1.           ORGANIZATION
AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)





REVENUE
RECOGNITION


The
Company recognizes oil and gas revenues from its interests in producing wells as
oil and gas is produced and sold from these wells and when ultimate collection
is reasonably assured.





INCOME /
(LOSS) PER SHARE


Basic
income/(loss) per share is computed based on the weighted average number of
common shares outstanding during each period.  The computation of
diluted earnings per share assumes the conversion, exercise or contingent
issuance of securities only when such conversion, exercise or issuance would
have the dilutive effect on income/(loss) per share.  The dilutive
effect of convertible securities is reflected in diluted earnings per share by
application of the "as if converted method." The dilutive effect of outstanding
options and warrants and their equivalents is reflected in diluted earnings per
share by application of the treasury stock method.





The table
below presents the computation of basic and diluted earnings per share for the
three-month period ended January 31, 2008:





January
      31, 2008Basic
      earnings per share computation:Income
      from continuing operations
            
            $
            223,256Basic
      shares outstanding
            
            
            24,529,832Basic
      earnings per share
            
            $
            0.009Diluted
      earnings per share computation:Income
      from continuing operations
            
            $
            223,256Basic
      shares outstanding
            
            
            24,529,832Incremental
      shares from assumed conversions:Stock
      options
            
            
            0Warrants
            
            
            0Diluted
      shares outstanding
            
            
            24,529,832Diluted
      earnings per share
            
            $
            0.009





Outstanding
stock options and warrants, with an exercise price above market, are excluded
from the Company’s diluted computation as their effect would be
anti-dilutive.  There were 200,000 and 938,440 outstanding stock
options and warrants with an exercise price above the average market price at
January 31, 2008.  If the average market value of the Company’s common
stock increases above the respective exercise prices of the options and
warrants, they will be included in the diluted computation as common stock
equivalents.


7
 Table of Contents


BRINX
RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





1.           ORGANIZATION
AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)





EQUITY
BASED COMPENSATION


Effective
November 1 2006, the Company adopted the fair value recognition provisions of
Statement of Financial Standards (SFAS) 123(R), “Share Based Payment”, using the
modified prospective method as described therein.





The fair
value of each option granted has been estimated as of the date of the grant
using the Black-Scholes option pricing model with the following
assumptions:




Three-month
      period ended January 31, 2008Expected
      volatility
            100.36%Risk-free
      interest rate
            4.5%Expected
      life
            2
      yearsDividend
      yield
            0.0%







2.           
BASIS OF PRESENTATION AND LIQUIDITY





The
accompanying condensed financial statements have been prepared on the basis of
accounting principles applicable to a going concern, which contemplates the
realization of assets and extinguishment of liabilities in the normal course of
business.  As shown in the accompanying condensed balance sheet, the
Company has accumulated a deficit of $260,354 through January 31,
2008.  These factors among others raise substantial doubt that the
Company will be able to continue in existence.  The Company’s
financial statements do not include any adjustments related to the realization
of the carrying value of assets or the amounts and classification of liabilities
that might be necessary should the Company be unable to continue in
existence.  The Company’s ability to establish itself as a going
concern is dependent upon its ability to obtain additional financing, in order
to further its oil and gas production operations.  Management believes
it will require additional funding to cover its anticipated costs and that such
additional funding will be in the form of equity financing from the sale of the
Company’s common stock.  However, there can be no assurances that such
financing can be secured.








3.           ACCOUNTS
RECEIVABLE





Accounts  receivable
consists of revenues receivable from the operators of
the  oil  and  gas  projects  for  the  sale  of
oil  and gas by the operators  on their  behalf
and are carried at net  receivable  amounts less
an  estimate  for  doubtful  accounts.  Management
considers all accounts receivable to be fully collectible at January 31, 2008
and October 31, 2007; accordingly, no allowance for doubtful accounts or bad
debt expense has been recorded.


8
 Table of Contents


BRINX
RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





4.           OIL
AND GAS INTERESTS





The
Company holds the following oil and natural gas interests:





January
      31,
            
            
            October
      31,2008
            
            
            2007Owl
      Creek Project, Oklahoma
            
            $
            1,966,338
            
            
            $
            2,030,731Three
      Sands Project, Oklahoma
            
            
            906,309
            
            
            
            920,278Palmetto
      Point Project, Mississippi
            
            
            420,000
            
            
            
            420,000Frio-Wilcox
      Prospect, Mississippi
            
            
            400,000
            
            
            
            400,000PP
      F-12-2 and PP F-12-3, Mississippi
            
            
            123,360
            
            
            
            86,862Asset retirement cost
            
            
            28,365
            
            
            
            28,365Less:
      Accumulated depletion and impairment
            
            
            (1,725,385
            )
            
            
            (1,643,367
            )$
            2,118,987
            
            
            $
            2,242,869





Owl
Creek Project, Oklahoma


On August
10, 2005, the Company acquired a 70% working interest in Ranken Energy
Corporation’s Owl Creek Project for a total buy-in cost of $211,750 plus dry
hole costs.  The interest is located in Oklahoma.





On June
1, 2006, the Company completed the sale of 20% of the Powell #2 well and future
drill sites on the Owl Creek Project.  The Company retains a 50%
working interest in the Project.  The agreement called for a one-time
cash payment to the Company of $300,000 and for each party to be responsible for
their portion of the cost to complete the Powell #2 well and future drill
sites.  The Company retained a 70% interest in two spacing units of
approximately 160 acres and the two wells located on them.  These
wells are the Johnson #1 and the producing well, the Powell #1.





On August
3, 2006, the Company completed the sale of 7.5% of the Isbill #1-36 well and
future drill sites on the Owl Creek Project.  The Company retains a
42.5% working interest in the Project.  The agreement called for a
one-time cash payment to the Company of $100,000 and for each party to be
responsible for their portion of the cost to complete the Isbill #1-36 well and
future exploration.  The Company retained a 70% interest in two
spacing units of approximately160 acres and the two wells located on them and a
third spacing unit of approximately 80 acres where the Company retained a 50%
interest.  The 70% wells are the Johnson #1 and the producing well,
the Powell #1.  The 50% well and associated spacing unit is the
producing well, the Powell #2.





On March
15, 2007, the Company expended $403,675 on Isbill #2-36 well.  The
Company has a working interest of 42.5% and the well commenced production on
April 4, 2007.  On October 19, 2007, the Company expended $238,784 on
Powell #3-25 well earning a working interest of 42.5%.  On November 9,
2007, Powell #3-25 was abandoned and $174,245 was transferred to the proven cost
pool for depletion.  The unused estimated drilling costs were applied
to other operating well costs.





Three
Sands Project, Oklahoma


On
October 6, 2005, the Company acquired a 40% working interest in Vector
Exploration Inc’s Three Sands Project for a total buy-in cost of $88,000 plus
dry hole costs.  For the year ended October 31, 2006, the Company
expended $530,081 in exploration costs.  In June 2007, the Company
acquired a 40% working interest in William #4-10 for a total cost of $285,196
and paid a further $17,000 in costs relating to the well.  During the
three month period ended January 31, 2008, the Company expensed $13,969 in lease
operating of the William #4-10 well.  The total cost as at January 31,
2008 was $906,309.  The interests are located in
Oklahoma.





9
 Table of Contents


BRINX
RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





4.           OIL
AND GAS INTERESTS (continued)





Palmetto
Point Project, Mississippi


On
February 28, 2006, the Company acquired a 10% working interest before production
and 8.5% revenue interest after production in a 10 well program at Griffin &
Griffin Exploration Inc.’s Palmetto Point Project for a total buy-in cost of
$350,000.  On September 26, 2006, the Company acquired an additional
two wells within this program for $70,000.  On October 1, 2007, the
Company acquired a 10% working interest and participated in drilling two more
wells within the Palmetto Point Project, the (PP F-12-2 and PP F-12-3 wells), at
a cost of $69,862. On October 25, 2007, the Company paid $17,000 for a
sidetrack, a deviation of the existing PP-F-12-3 well at an angle to reach
additional targeted oil sands. On January 30, 2008, the Company incurred $36,498
for workovers to install submersible pumps and subsequently paid on February 1,
2008.  The total cost as at January 31, 2008 was $123,360. The
interests are located in Mississippi.





Frio-Wilcox
Project, Mississippi


On August
2, 2006, the Company signed a memorandum agreement with Griffin & Griffin
LLC (the operator) to participate in two proposed drilling programs located in
Mississippi and Louisiana.  The Company acquired a 10% working
interest in this project before production and a prorated reduced working
interest after production based on the operator’s interest
portion.  The Company paid $400,000 for the interest.





On June
21, 2007, the Company assigned all future development obligations for any new
wells at its Frio-Wilcox Prospect to a third party.  The Company
maintained its original interest, rights, title and benefits to all seven wells
drilled with the Company’s participation at the Frio-Wilcox Prospect property
between August 3, 2006 and June 19, 2007, specifically wells CMR-USA-39-14,
Dixon #1, Faust #1 TEC F-1, CMR/BR F-14, RB F-1 Red Bug #2, BR F-33, and Randall
#1 F-4, and any offset wells that could be drilled to any of these specified
wells.





Impairment


Under the
full cost method, the Company is subject to a ceiling test.  This
ceiling test determines whether there is an impairment to the proved
properties.  The impairment amount represents the excess of
capitalized costs over the present value, discounted at 10%, of the estimated
future net cash flows from the proven oil and gas reserves plus the cost, or
estimated fair market value.  There was no impairment for the
three-month periods ended January 31, 2008 or 2007.





Depletion


Under the
full cost method, depletion is computed on the units of production method based
on proved reserves, or upon reasonable estimates where proved reserves have not
yet been established due to the recent commencement of
production.  Depletion expense recognized was $82,018 and $180,916 for
the three months ended January 31, 2008 and 2007, respectively.





Capitalized
Costs


January
      31, 2008
            
            
            October
      31, 2007Proved
      properties
            
            $
            3,554,201
            
            
            $
            3,575,064Unproved
      properties
            
            
            290,171
            
            
            
            311,172Total
      Proved and Unproved properties
            
            
            3,844,372
            
            
            
            3,886,236Accumulated
      depletion expense
            
            
            (1,303,033
            )
            
            
            (1,221,015
            )Impairment
            
            
            (422,352
            )
            
            
            (422,352
            )Net
      capitalized cost
            
            $
            2,118,987
            
            
            $
            2,242,869


10
 Table of Contents


BRINX
RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





4.           OIL
AND GAS INTERESTS (continued)





Results
of Operations





Results
of operations for oil and gas producing activities are as follows:





January
      31, 2008
            
            
            January
      31, 2007Revenues
            
            $
            495,292
            
            
            $
            247,789Production
      costs
            
            
            (67,025
            )
            
            
            (20,960
            )Depletion
      and accretion
            
            
            (83,056
            )
            
            
            (181,766
            )Results
      of operations (excluding corporate overhead)
            
            $
            345,211
            
            
            $
            45,063





5.           LOANS
AND INTEREST PAYABLE TO RELATED PARTIES





The
unsecured loans and accrued interest at 6%, previously outstanding at October
31, 2007 were paid in full on January 9, 2008.





January
      31, 2008
            
            
            October
      31, 2007Loan
      repayable on December 31, 2007, bears interest at 6% per annum, and is
      unsecured
            
            $
            -
            
            
            $
            19,070Total
      loans
            
            
            -
            
            
            
            19,070Plus:
      accrued interest
            
            
            -
            
            
            
            2,606Total
      loans and interest payable
            
            
            -
            
            
            
            21,676Less:
      current portion
            
            
            -
            
            
            
            -$
            -
            
            
            $
            21,676





Interest
expense was $209 and $583 for the three-month periods ended January 31, 2008 and
2007, respectively.





6.           ASSET
RETIREMENT OBLIGATIONS





The
Company follows SFAS 143 “Accounting for asset retirement
obligations”.  SFAS 143 addresses financial accounting and reporting
for obligations associated with the retirement of tangible long-lived assets and
the associated asset retirement costs.  SFAS 143 requires recognition
of the present value of obligations associated with the retirement of tangible
long-lived assets in the period in which it is incurred.  As of
January 31, 2008 and October 31, 2007, we recognized the future cost to plug and
abandon the gas wells over the estimated useful lives of the wells in accordance
with SFAS 143.  The liability for the fair value of an asset
retirement obligation with a corresponding increase in the carrying value of the
related long-lived asset is recorded at the time a well is completed and ready
for production.  The Company amortizes the amount added to the oil and
gas properties and recognizes accretion expense in connection with the
discounted liability over the remaining life of the respective
well.  The estimated liability is based on historical experience in
plugging and abandoning wells, estimated useful lives based on engineering
studies, external estimates as to the cost to plug and abandon wells in the
future and federal and state regulatory requirements.  The liability
is a discounted liability using a credit-adjusted risk-free rate of
12%.








11
 Table of Contents





BRINX
RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





6.           ASSET
RETIREMENT OBLIGATIONS (continued)





Revisions
to the liability could occur due to changes in plugging and abandonment costs,
well useful lives or if federal or state regulators enact new guidance on the
plugging and abandonment of wells.





The
Company amortizes the amount added to oil and gas properties and recognizes
accretion expense in connection with the discounted liability over the remaining
useful lives of the respective wells.





The
information below reflects the change in the asset retirement obligations during
the period ended January 31, 2008 and year ended October 31, 2007:


January
      31,
            
            
            October
      31,2008
            
            
            2007Balance,
      beginning of period
            
            $
            34,584
            
            
            $
            28,847Liabilities
      assumed
            
            
            -
            
            
            
            18,038Revisions
            
            
            -
            
            
            
            (16,326
            )Accretion
      expense
            
            
            1,038
            
            
            
            4,025Balance,
      end of period
            
            $
            35,622
            
            
            $
            34,584





The
reclamation obligation relates to the Kodesh and William wells at the Three
Sands Property; Powell #1 and #2, Johnson #1 and Isbill #2-36 wells at the Owl
Creek Property, the Palmetto Point Project and CMR-USA39-14 well at the
Frio-Wilcox Project.  The present value of the reclamation liability
may be subject to change based on management’s current estimates, changes in
remediation technology or changes to the applicable laws and
regulations.  Such changes will be recorded in the accounts of the
Company as they occur.





7.           COMMON
STOCK





PRIVATE
PLACEMENTS


On
December 28, 2005, the Company completed a 291,392 unit private placement at
$1.75 per unit for gross proceeds of $509,936.  Each unit consists of
one share of common stock and one common stock purchase warrant exercisable at
$2.25 per share which expired on December 27, 2007.





On
February 28, 2006, the Company completed a 100,000 unit private placement at
$1.50 per unit for gross proceeds of $150,000.  Each unit consists of
one share of common stock and one common stock purchase warrant exercisable at
$2.00 per share which expired on February 27, 2008.





On March
15, 2006, the Company completed a 269,230 unit private placement at $1.30 per
unit for gross proceeds of $349,999.  Each unit consists of one share
of common stock and one common stock purchase warrant exercisable at $1.80 per
share which expired on March 14, 2008.





On May 3,
2006, the Company completed an 184,600 unit private placement at $1.30 per unit
for gross proceeds of $239,980. Each unit consists of one  share
of  common  stock  and
one  common  stock  purchase  warrant
exercisable at $1.80 per share which expire on May 2, 2008.





On
July  31,  2006,  the  Company  completed  a  384,610  unit  private
placement at $1.30 per unit for gross  proceeds of
$499,993.  Each unit consists of one share of common stock and one
common stock purchase warrant exercisable at $1.80 per share which expire on
July 30, 2008.


12
 Table of Contents




BRINX
RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





7.           
COMMON STOCK (continued)





STOCK OPTIONS


Although
the Company  does not have a
formal  stock  option  plan,  all
options  granted  in
the  past  have  been approved  by the
Board  of Directors.





On
November 2, 2007, the Company granted a non-qualified stock option with respect
to 200,000 shares to the President.  The exercise price is $0.24 per
share.  The Option shall expire and be canceled two years from the
Grant Date and is one hundred percent (100%) vested as of the Grant
Date.  The Company recorded a total of $26,077 for stock compensation
expenses.





A summary
of the changes in stock options for the three-month period ended January 31,
2008 is presented below:





Options
      OutstandingNumber
      of Shares
            
            
            Weighted
      Average
              Exercise
      PriceBalance,
      October 31, 2007
            
            
            -
            
            
            $
            -Granted
            
            
            200,000
            
            
            
            0.24Balance,
      January 31, 2008
            
            
            200,000
            
            
            $
            0.24








The
Company has the following options outstanding and exercisable.








January
      31, 2008
            Options
      outstanding and exercisableWeighted
            Weightedaverage
            AverageRange
      of
            Number
            remaining
            Exerciseexercise
      prices
            of
      shares
            contractual
      life
            Price$0.24
            200,000
            1.75
      years
            $0.24








SHARE
PURCHASE WARRANTS


Details
of the share purchase warrants for the three-month period ended January 31, 2008
are summarized as follow:





Number
      of WarrantsBalance,
      October 31, 2007
            
            
            1,229,832Warrants
      expired during the period
            
            
            (291,392
            )Balance,
      January 31, 2008
            
            
            938,440








13
 Table of Contents


BRINX
RESOURCES LTD.


NOTES TO
CONDENSED FINANCIAL STATEMENTS


(Unaudited)





7.           COMMON
STOCK (continued)





SHARE
PURCHASE WARRANTS (continued)


At January 31, 2008, the Company had
the following share purchase warrants outstanding:





Amount
            
            Exercise
      Price
            
            Expiry
      Date100,000
            
            2.00
            
            February
      7, 2008269,230
            
            1.80
            
            March
      14, 2008184,600
            
            1.80
            
            May
      2, 2008384,610
            
            1.80
            
            July
      30, 2008938,440
            
            1.82





8.           RELATED
PARTY TRANSACTIONS





During
the three-month periods ended January 31, 2008 and 2007, respectively, the
Company entered into the following transactions with related
parties:





a)   On
January 9, 2008, the Company repaid the remaining $17,899 of the loans and the
accrued interest of $2,815 to related party totaling $20,714.  The
difference of $1,171 is due to exchange variations in the Canadian currency, the
outstanding loan was decreased by $1,171.





b)   Accrued
interest expense on loans payable to related parties totaled $2,815 and $6,043
for the three-month periods ended January 31, 2008 and January 31, 2007,
respectively.





c)   The
Company paid $13,275 (2007 - $15,000) in management fees and reimbursement of
office space to the President of the Company.





d)   The
Company paid $7,628 (2007 - $6,500) to Downtown Consulting, a related entity,
for administration services.




e)  On
November 2, 2007, the Company granted a non-qualified stock option with respect
to 200,000 shares to the President.  (see note 7 – Stock
Options)




















14
 Table of Contents


Item 2.  Management’s Discussion and Analysis or Plan
of Operation





Overview





We are an
independent oil and gas company engaged in exploration, development and
production of oil and natural gas. As production of these products continues,
they will be sold to purchasers in the immediate area where the products are
extracted.





Our
original business plan was to proceed with the exploration of the Antelope Pass
Project to determine whether there were commercially exploitable reserves of
gold located on the property comprising the mineral claims.   In 2005,
we suspended our activities on the Antelope Pass Project indefinitely in order
to focus on our oil and gas properties and we did not conduct any operations or
exploration activities on the Antelope Pass Project during the three-month
period ended January 31, 2008 or during the fiscal years ended October 31, 2007
or 2006.  At the time of this report, we do not know when or if we
will proceed with the Antelope Pass Project.





Our plan
of operations is to continue to produce commercial quantities of oil and gas and
to drill new exploratory and development wells and re-entries to test the oil
and gas productive capabilities of our oil and gas properties.





The
report of our independent auditors on our financial statements for the year
ended October 31, 2007, includes an explanatory paragraph relating to the
uncertainty of our ability to continue as a going concern.  Our
accumulated deficit was $483,610 and $260,354 at October 31, 2007 and January
31, 2008, respectively. We need to generate additional revenues and successfully
maintain and expand our current level of operations.  These factors
raise substantial doubt about our ability to continue as a going
concern.  We expect that we will require additional funding to cover
these anticipated costs and that such additional funding will be in the form of
equity financing from the sale of our common stock.  However, we
cannot provide investors with any assurance that we will be able to raise
sufficient funding from the sale of our common stock to cover our oil and gas
operations or our other working capital requirements.  We do not
presently have any arrangements in place for any future equity
financing.  We believe that debt financing will not be an alternative
for our cash needs.





Oil
and Gas Properties





“Bbl” is
defined herein to mean one stock tank barrel, or 42 U.S. gallons liquid volume,
used in reference to oil or other liquid hydrocarbons.





“Mcf” is
defined herein to mean one thousand cubic feet of natural gas at standard
atmospheric conditions.





“Working
interest” is defined herein to mean an interest in an oil and gas lease that
gives the owner of the interest the right to drill for and produce oil and gas
on the leased acreage and requires the owner to pay a share of the costs of
drilling and production operations.  The share of production to which
a working interest owner is entitled will always be smaller than the share of
costs that the working interest owner is required to bear, with the balance of
the production accruing to the mineral owners of royalties.





Owl Creek
Project





Acquisitions
and Sales of Oil and Gas Interests.On August 10, 2005, we
acquired a 70% working interest in Ranken Energy Corporation’s Owl Creek Project
for a total buy-in cost of $211,750 plus dry hole costs (the “Owl Creek
Project”).  The Owl Creek Project is located in
Oklahoma.  Our working interest in the Owl Creek Project includes
leasehold interests, two re-entry test wells, geologic expenses, brokerage
costs, 3-D seismic usage, geophysical interpretations, and
overhead.  We also participate in drilling operations and related
costs.





On June
1, 2006, we completed the sale of 20% of the Powell #2 well and future drill
sites on the Owl Creek Project.  We received a one-time cash payment
of $300,000 and each party is responsible for its portion of the cost to
complete the Powell #2 well and future drill sites. Delta has funded its
portion of the completion cost of the Powell #2 as well as costs related to
future wells on the project.  As a result of the sale to Delta, we now
hold a 50% interest in the Powell #2 well.





15
 Table of Contents


Also in
June 2006, we acquired a 50% interest in an additional 85 leased acres located
at the eastern end of the Owl Creek Prospect, increasing the project’s scope to
over 1,200 acres.  We paid $17,000 for the additional
acreage.





On August
3, 2006, we completed the sale of 7.5% of the Isbill #1 well and future drill
sites on the Owl Creek Project.  We received a one-time cash payment
of $100,000.  We retained a 42.5% working interest in the Owl Creek
Project.  Each party is responsible for its portion of the costs to
drill and complete the Isbill #1 well and future drill sites.  We have
also retained a 70% interest in two spacing unit and the wells containing the
Johnson #1 and Powell #1 and a 50% interest in one spacing unit and the well
containing the Powell #2.





On March
15, 2007, we expended $403,675 on Isbill #2-36 well.  We hold a
working interest of 42.5% in the Isbill #2-36 well.





On
October 19, 2007, we expended $238,784 on Powell #3-25 well.  On
November 9, 2007, Powell #3-25 was abandoned and $174,245 was transferred to the
proven cost pool for depletion.  The unused estimated drilling costs
were applied to other operating well costs.





Operations.We
completed the Powell #1 well on the Owl Creek Prospect in early February
2006.  As of the date of this filing, the Powell #1 well has produced
1,280 Bbl of oil and 8,227 MCF of natural gas. The well is currently shut in and
may be converted to a saltwater disposal well in the near future.





We
completed drilling the Powell #2 well in June 2006.  In April 2007,
the Powell #2 well was placed on a submersible pump.  As of January
31, 2008, the Powell #2 well has produced 69,842 Bbl of oil and 21,418 MCF of
natural gas.  As of the date of this filing, the Powell #2 was
averaging 60 Bbls of oil and 20 MCF of natural gas per day.





In late
August 2006, we commenced drilling an offset well to the Powell #2 well, the
Isbill #1 well. The well reached a total depth of 5,775 feet in mid-September
2006.  After examination of the well logs it was determined that the
sands that are producing in the Powell #2 were too thin in the Isbill #1 to
produce economic quantities of oil and gas. The Isbill #1 well has been plugged
and abandoned.





We
commenced drilling of the Isbill #2 well, a direct offset well to the Powell #2,
in February 2007. The Isbill #2 well reached a total depth of 5,700 feet in
mid-March 2007.  The Isbill #2 well was successfully completed and was
placed into production in April 2007. As of January 31, 2008, the Isbill #2 well
has produced 14,093 Bbls of oil and 2,489 MCF of natural gas through October 31,
2007 and is currently averaging 42 Bbls of oil and 12 MCF of natural gas per
day.





In
October 2007, drilling commenced on the Powell #3 well, a direct offset well to
the Powell #2 well.   Powell #3 well reached a total depth of
5,720 feet in November 2007.  After examination of the well logs, it
was determined that the sands that are producing in the Powell #2 and Isbill #2
wells were too thin in the Powell #3 well to produce economic quantities of oil
and gas.  As of the date of this filing, the Powell #3 well has been
plugged, reclaimed and abandoned.





Three Sands
Project





Acquisitions and
Sales of Oil and Gas Interests.On October 6, 2005, we
acquired a 40% working interest in Vector Exploration Inc.’s Three Sands Project
for a total buy-in cost of $88,000 plus dry hole costs (the “Three Sands
Project”).  The Three Sands Project is located in
Oklahoma.  For the year ended October 31, 2006, we expended $530,081
in exploration costs.  In June 2007, we acquired a 40% working
interest in the William #4-10 well for a total cost of $285,196 and paid a
further $17,000 in costs relating to the well.  As of January 31,
2008, the total cost for our Three Sands Project is $906,309.  Our
working interest in the Three Sands Project includes leasehold interests, one
re-entry production well, and two drilling wells.  We also participate
in drilling operations and related costs, in proportion to our working
interest.





Operations.Drilling
of the Kodesh #1 disposal well was completed on October 3, 2005, and drilling of
the Kodesh #2 well was completed on October 23, 2005. Completion and equipping
of these wells took place during mid-December 2005 through early January
2006.  The Kodesh #2 well is now producing oil and gas on a daily
basis and as of January 31, 2008, it has produced 2,950 Bbls of oil and 4,086
MCF of natural gas.





16
 Table of Contents


During
January 2007, we re-entered the Dye Estate #1 well.  Production of
natural gas from the Dye Estate #1 well commenced in mid-August
2007.  The Dye Estate #1 well has produced 987 MCF of natural gas and
is currently averaging natural gas production at a rate of 6 MCF per day. Water
from the Dye Estate #1 well is being disposed in the Kodesh #1 disposal
well.





We
commenced drilling the William #4-10 well in early June 2007, reaching a total
depth of 4,810 feet in mid-June 2007.  Electric and radiation logs
indicated that the William #4-10 well contained four potential commercial pay
zones, the Wilcox Sand, Mississippi Lime, Layton Sand and the Tonkawa
Sand.  Completion of the lowest zone, the Wilcox Sand, occurred in
mid-August 2007.  Production from the William #4-10 well started in
mid-October 2007. Initial production rates from the William #4-10 well averaged
3.5 Bbls of oil and 10 MCF of natural gas per day.  During January
2008, we moved up the hole and perforated and fracture treated the Mississippi
Lime Formation, increasing daily production to seven Bbls of oil and 25 MCF of
natural gas.  As of January 31, 2008, the Williams #4-10 has produced
322 Bbls of oil and 1,466 MCF of natural gas.





Drilling
commenced on the KC 80 #1-11 well at the Three Sands Project in mid February
2008 and reached total depth of 4,720 feet by late February.  The KC
80 #1-11 has been surveyed with radiation and electrical logs.  The
primary target for the well is the upper Mississippian Limestone and Chat
Formation. The KC-80 well’s logs indicate significant thickness of Chat and
upper Mississippi Limestone with good porosity, permeability, and hydrocarbon
shows. Completion of the well should start by late March 2008.





Palmetto Point
Project





Acquisitions
and Sales of Oil and Gas Interests.On February 28,
2006, we acquired a 10% working interest before completion and an 8.5% revenue
interest after completion, in a 10-well program at the Palmetto Point Project
operated by Griffin & Griffin Exploration LLC (“Griffin & Griffin”) for
a total buy-in cost of $350,000 (the “Palmetto Point Project”). The Palmetto
Point Project is located in Mississippi. On September 26, 2006, we acquired two
additional wells (the PP F-6B and PP F52-A wells) within the Palmetto Point
Project for $70,000.





On
October 1, 2007, we acquired a 10% working interest in the PP F-12-2 and PP
F-12-3 wells within the Palmetto Point Project at a cost of
$69,862.  On October 25, 2007, we paid $17,000 for a sidetrack, a
deviation of the existing PP-F-12-3 well at an angle to reach additional
targeted oil sands.  On January 30, 2008, we incurred an additional
$36,498 for our share of workover costs, including costs to install tubing and
submersible pumps to maintain production rates.  We subsequently paid
these costs on February 1, 2008.





Operations.As
of January 31, 2008, Griffin & Griffin, operator of the Palmetto Point
Project, drilled all ten of the wells in the Palmetto Point
Project.  Eight of the wells were successful and two were dry holes
which were not completed.  Seven of the eight successful wells have
been completed and are currently producing.  One of the eight wells,
the PP F-12, was completed as a flowing oil well in early October,
2007.  The PP F-12 well flowed oil at rates of over 100 Bbls of oil
per day and in December 2007 was offset by two additional wells, the PP F-12-2
and PP F-12-3.  The PP F-12-2 was a dry hole and the PP F-3 was
completed as a flowing oil well. Additionally, we commenced production at the PP
F-6B and PP F52-A wells in October 2007.  In December 2007, the PP
F52-A well started producing oil along with the natural gas, flowing
naturally.  However, as of January 31, 2008, the well has ceased
flowing and will be placed on a pump during the second calendar quarter of
2008.





As of
January 31, 2008, the completed oil and gas wells at the Palmetto Point Project
have had total production of 185,066 MCF of natural gas and 15,267 Bbls of oil,
and are current average daily production rate of 450 MCF per day of natural gas
and 85 Bbls of oil per day.  It should be noted that daily production
was lower than normal at the end of January 2008 because both the PP F-12 and
12-3 were having submersible pumps installed to increase production and maintain
pressure to the stock tanks.





Mississippi Frio-Wilcox
Joint Venture





Acquisitions
and Sales of Oil and Gas Interests.On August 2, 2006, we
executed a memorandum agreement with Griffin & Griffin, (as operator of the
project), Delta Oil and Gas, Inc., Turner Valley Oil and Gas Company, Lexaria
Corp., a Nevada corporation (“Lexaria”), and the Stallion Group to participate
in two proposed drilling programs located in Southwest Mississippi and Northeast
Louisiana, comprised of up to 50 natural gas and/or oil wells, at a price of


17
 Table of Contents
 $400,000
(the “Mississippi Frio-Wilcox Joint Venture”).  In exchange for our
interest, we paid $100,000 as of October 31, 2006 and an additional $200,000 on
November 16, 2006.   As a result of weather related delays, the
requirement for our final payment of $100,000 was deferred and paid in February
2007.  We hold a 10% working interest in the Mississippi Frio-Wilcox
Joint Venture project before production and a prorated reduced working interest
after production based on the operator’s interest portion.





On June
21, 2007, we assigned our future development interests and obligations for any
new wells on our Mississippi Frio-Wilcox Joint Venture property to Lexaria for
the sum of $1. We believe the assigned interests to be of nominal
value.   We have maintained our original interest, rights, title
and benefits to all seven wells drilled with our participation at the
Mississippi Frio-Wilcox Joint Venture property between August 3, 2006 and June
19, 2007, specifically wells CMR-USA-39-14, Dixon #1, Faust #1 TEC F-1, CMR/BR
F-14, RB F-1 Red Bug #2, BR F-33, and Randall #1 F-4, and any offset wells that
could be drilled to any of these specified wells.





Operations.Nine
wells were drilled on the Mississippi Frio-Wilcox Joint Venture, of which, five
wells were initially deemed successful and four wells were dry holes and were
not completed.  One of the five wells initially deemed to be
successful was the BR F-24.  However, subsequent testing of the BR
F-24 indicated that it was not commercially viable and the well was plugged and
abandoned in 2007.  The four remaining successful wells were the Faust
#1, USA 39-14, USA 1-37 and the BR F-33.  The USA 39-14 and BR f-30
have been completed and are now also producing natural gas.  As of
January 31, 2008, these three wells have produced over 85,160 MCF of natural gas
and are currently averaging a combined daily flow of 284 MCF per day of natural
gas.  No further exploration wells are currently planned for this
project.





Mineral
Interests





Antelope
Pass





In 2005,
we suspended our activities on the Antelope Pass Project indefinitely in order
to focus on our oil and gas properties and we did not conduct any operations or
exploration activities on the Antelope Pass Project during the three month
period ended January 31, 2008 or during the fiscal years ended October 31, 2007
or 2006.  At the time of this report, we do not know when or ifwe will proceed with the
Antelope Pass Project.





Results
of Operations





Three
months ended January 31, 2008 compared to the three months ended January 31,
2007.





We
realized revenues of $495,292 during the three months ended January 31, 2008,
compared with $247,789 during the three months ended January 31, 2007, an
increase of $247,503, all due to our increased oil and gas production. However,
we can provide no assurance that we will continue to produce commercially
exploitable levels of oil and gas resources on our properties, or if additional
resources are discovered, that we will enter into commercial production of such
oil and gas properties.




We
incurred direct costs of $271,827 during the three months ended January 31,
2008, compared with $263,053 during the three months ended January 31, 2007, an
increase of $8,774.  Our depletion and accretion costs were $83,056
during the three months ended January 31, 2008, compared with $181,766 during
the three months ended January 31, 2007, a decrease of
$98,710.





The
decrease in our depletion and accretion costs was offset by increases in our
production costs and general and administrative costs.  Our production
costs during the three months ended January 31, 2008 were $67,025, compared with
$20,960 during the three months ended January 31, 2007, an increase of $46,065,
all directly attributable to our increased oil and gas
activities.  Our general and administrative costs increased to
$121,746 for the three months ended January 31, 2008, from $60,327 for the three
months ended January 31, 2007.  The increase in our general and
administrative costs was largely attributable to an increase in costs associated
with professional legal and accounting services necessary as a reporting issuer
under the Securities Exchange Act of 1934.





For the
three months ended January 31, 2008, our net income was $223,256, compared with
a net loss of $15,847 for the three months ended January 31, 2007 (an increase
in net income of $239,103).  The increase of our net






18
 Table of Contents
 income
was largely attributable to the increase in our revenues and the decrease of our
direct costs as a percentage of revenues.





Our
accumulated deficit through January 31, 2008 was $260,354.





Liquidity
and Capital Resources




As of
January 31, 2008, we had cash of $270,181 and working capital of $481,855,
compared to cash of $42,257 and working capital of $107,602 as of October 31,
2007.  Our accounts receivable increased to $312,486 at January 31,
2008, compared with $281,500 at October 31, 2007.





During
the three months ended January 31, 2008, net cash provided by operating
activities was $255,534, compared with $135,173 during the three months ended
January 31, 2007, an increase of $120,361.





Net cash
used by investing activities during the three months ended January 31, 2008 was
$6,896, compared with $216,915 during the three months ended January 31,
2007.





We used
cash of $20,714 for financing activities during the three months ended January
31, 2008, compared with $10,000 during the three months ended January 31,
2007.





We had no
proceeds from the sale of our common stock during the three months ended January
31, 2008 or 2007, respectively.





Off-Balance
Sheet Arrangements





We did
not have any off-balance sheet arrangements as of January 31, 2008.





Critical
Accounting Policies





Oil and Gas
Interests





We utilize the full cost method of
accounting for oil and gas activities.  Under this method, subject to
a limitation based on estimated value, all costs associated with property
acquisition, exploration and development, including costs of unsuccessful
exploration, are capitalized within a cost center.  No gain or loss is
recognized upon the sale or abandonment of undeveloped or producing oil and gas
interests unless the sale represents a significant portion of oil and gas
interests and the gain significantly alters the relationship between capitalized
costs and proved oil and gas reserves of the cost
center.  Depreciation, depletion and amortization of oil and gas
interests is computed on the units of production method based on proved
reserves, or upon reasonable estimates where proved reserves have not yet been
established due to the recent commencement of production.  Amortizable
costs include estimates of future development costs of proved undeveloped
reserves.





Capitalized costs of oil and gas
interests may not exceed an amount equal to the present value, discounted at
10%, of the estimated future net cash flows from proved oil and gas reserves
plus the cost, or estimated fair market value, if lower, of unproved
interests.  Should capitalized costs exceed this ceiling, an
impairment is recognized.  The present value of estimated future net
cash flows is computed by applying year end prices of oil and gas to estimated
future production of proved oil and gas reserves as of year end, less estimated
future expenditures to be incurred in developing and producing the proved
reserves and assuming continuation of existing economic conditions.





Asset Retirement
Obligations




We follow SFAS 143 “Accounting for
Asset Retirement Obligations” (“SFAS 143”).  SFAS 143 addresses
financial accounting and reporting for obligations associated with the
retirement of tangible long-lived assets and the associated asset retirement
costs.  SFAS 143 requires recognition of the present value of
obligations associated with the retirement of tangible long-lived assets in the
period in which it is incurred.  The liability is capitalized as part
of the related long-lived asset’s carrying amount.  Over time,
accretion of the liability is recognized as an operating expense and the
capitalized cost is depreciated over the expected useful life of the related
asset.  Our asset retirement obligations are


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related
to the plugging, dismantlement, removal, site reclamation and similar activities
of our oil and gas exploration activities.





Forward
Looking Statements





Certain
statements in this Quarterly Report on Form 10-QSB, as well as statements made
by us in periodic press releases and oral statements made by our officials to
analysts and shareholders in the course of presentations about the company,
constitute “forward-looking statements”.   Such forward-looking
statements involve known and unknown risks, uncertainties, and other factors
that may cause our actual results, performance or achievements to be materially
different from any future results, performance or achievements expressed or
implied by the forward looking statements.  Such factors include,
among other things, (1) general economic and business conditions; (2) interest
rate changes; (3) the relative stability of the debt and equity markets; (4)
government regulations particularly those related to the natural resources
industries; (5) required accounting changes; (6) disputes or claims regarding
our property interests; and (7) other factors over which we have little or no
control.





Going
Concern





The
report of our independent auditors on the financial statements for the year
ended October 31, 2007, included an explanatory paragraph relating to the
uncertainty of our ability to continue as a going
concern.  Additionally, our accumulated deficit through January 31,
2008 was $260,354.  These factors, among others, raise substantial
doubt about our ability to continue as a going concern.  There can be
no assurance that we will be able to obtain additional funding to engage in
further exploration of our mineral properties nor is there assurance that our
operations will be profitable.





Item 3.      Controls And
Procedures





Evaluation
Of Disclosure Controls And Procedures





As of the
end of the period covered by this report, our sole officer carried out an
evaluation of the effectiveness of the design and operation of our disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Exchange Act).





Disclosure
controls and procedures are controls and other procedures that are designed to
ensure that information required to be disclosed in our reports filed or
submitted under the Securities Exchange Act of 1934 is recorded, processed,
summarized and reported, within the time periods specified in the SEC’s rules
and forms.  Disclosure controls and procedures include, without
limitation, controls and procedures designed to ensure that information required
to be disclosed in our reports filed under the Exchange Act is accumulated and
communicated to management, including our sole officer, as appropriate, to allow
timely decisions regarding required disclosure.





In
conducting his evaluation, our sole officer considered advice from our
Independent Registered Public Accounting Firm, Gordon, Hughes & Banks, LLP
(“GHB”), that based on several corrections to our financial statements and
related disclosures proposed by GHB, there is a material weakness in our
internal controls over financial reporting.  Additionally, although we
are not required to segregate the principal executive officer and principal
financial officer functions and we are not required to have an audit committee,
GHB considered the fact that our sole officer serves in both of these functions
and that we do not have an audit committee as dispositive in providing its
advice to our sole officer.  As a result of this material weakness in
our internal controls, our sole officer concluded further that the design and
operation of our disclosure controls and procedures were not
effective.





Our sole
officer also considered various mitigating factors in making his
determination.  There were no changes in our internal controls or in
other factors that could significantly affect our internal controls subsequent
to the date of evaluation.  Further, our sole officer also noted that
we are still evaluating and implementing changes in our internal controls in
response to the requirements of Sarbanes Oxley §404.  During fiscal
2008, we will continue to implement appropriate changes as they are identified,
including changes to remediate material weaknesses in our internal
controls.





Changes
In Internal Controls Over Financial Reporting





In
connection with the evaluation of our internal controls during our last fiscal
quarter, our sole officer has concluded that there were no changes in our
internal control over financial reporting that occurred during the fiscal


20
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 quarter
ended January 31, 2008 that have materially affected, or are reasonably likely
to materially affect, our internal control over financial
reporting.








PART II - OTHER INFORMATION





Item 1.   Legal Proceedings





Not
Applicable.





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





Not
Applicable.





Item 3.   Defaults Upon Senior
Securities





Not
Applicable.





Item 4.   Submission of Matters to a Vote of
Security Holders





Not
Applicable.





Item 5.   Other Information





Not
Applicable.





Item 6.   Exhibits.





Regulation
              S-B
      Number
            Exhibit3.1
            Articles
      of Incorporation (1)3.2
            Bylaws
      (1)3.3
            Certificate
      of Change Pursuant to NRS 78.209 (2)31.1
            Rule
      15d-14(a) Certification32.2
            Certification
      Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of
      the Sarbanes-Oxley Act of 2002




(1)
            Incorporated
      by reference to the exhibits to the registrant’s registration statement on
      Form SB-1, file number 333-102441.




(2)
            Incorporated
      by reference to the exhibits to the registrant’s current report on Form
      8-K dated September 26, 2004, filed September 27,
  2004.


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SIGNATURES







In
accordance with the requirements of the Exchange Act, the registrant caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.




BRINX RESOURCES
      LTD.Date: 
      March 17, 2008
              By:
              /s/ 
      Leroy HaltermanLeroy
      HaltermanPresident,
      Secretary & Treasurer(principal
      executive and financial officer)