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: July 31, 2007





[  ]
            **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 August 31,
      2007**





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





**BRINX
      RESOURCES LTD.**


**INDEX**










**Page**PART
                I.    UNAUDITED FINANCIAL INFORMATIONItem
                1.  Condensed Interim Financial StatementsCondensed
                Balance Sheets
              July
                31, 2007 (unaudited) and
                October 31, 2006
            3Condensed
                Statements of Operations (unaudited)
              Three
                and Nine Months Ended July
                31, 2007 and 2006
            4Condensed
                Statements of Cash Flows (unaudited)
              Nine
                Months Ended July 31, 2007
                and 2006
            5Notes
                to
                Condensed Financial Statements (unaudited)
            6Item
                2.  Management’s Discussion and Analysis or Plan of
                Operation
            12Item
                3.  Controls and Procedures
            17PART
                II.   OTHER INFORMATIONItem
                1.  Legal Proceedings
            17Item
                2.  Unregistered Sales of Equity Securities and Use of
                Proceeds
            18Item
                3.  Defaults Upon Senior Securities
            18Item
                4.  Submission of Matters to a Vote of Security
                Holders
            18Item
                5.  Other Information
            18Item
                6.  Exhibit Index
            18Signatures
            20




















2


**BRINX
                RESOURCES LTD.**CONDENSED
                BALANCE SHEETS**JULY
                31**
            
            
            OCTOBER
                31**2007**
            
            
            2006**(Unaudited)**
            
            
            (Audited)**ASSETS****Current
                assets**Cash
                and cash equivalents
            
            **$**
            **17,721**
            
            
            $
            436,547Accounts
                receivable
            
            ****
            **277,337**
            
            
            
            173,003Total
                current assets
            
            ****
            **295,058**
            
            
            
            609,550**Undeveloped
                mineral interests, at cost**
            
            ****
            **811**
            
            
            
            811**Oil
                and gas interests, full cost method of
                accounting,****net
                of accumulated depletion**
            
            ****
            **2,262,344**
            
            
            
            1,808,850**Total
                assets**
            
            **$**
            **2,558,213**
            
            
            $
            2,419,211**LIABILITIES
                AND STOCKHOLDERS' EQUITY****Current
                liabilities**Accounts
                payable and accrued liabilities
            
            **$**
            **150,672**
            
            
            $
            95,716Loans
                and interest payable to related parties
            
            ****
            **36,030**
            
            
            
            -Total
                current liabilities
            
            ****
            **186,702**
            
            
            
            95,716**Loans
                and interest payable to related parties**
            
            ****
            **-**
            
            
            
            43,655**Asset
                retirement obligations**
            
            ****
            **37,547**
            
            
            
            28,847**Total
                liabilities**
            
            ****
            **224,249**
            
            
            
            168,218**Commitments
                and contingencies****Stockholders'
                equity**Preferred
                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
            
            ****
            **2,775,778**
            
            
            
            2,775,778Accumulated
                (deficit)
            
            ****
            **(466,344**
            **)**
            
            
            (549,315
            )Total
                stockholders' equity
            
            ****
            **2,333,964**
            
            
            
            2,250,993**Total
                liabilities and stockholders' equity**
            
            **$**
            **2,558,213**
            
            
            $
            2,419,211The
                accompanying notes are an integral part of these condensed financial
                statements.


3


**BRINX
                RESOURCES LTD.**CONDENSED
                STATEMENTS OF OPERATIONS(Unaudited)**FOR
                THE THREE MONTH PERIOD ENDED**
            
            
            **FOR
                THE NINE MONTH PERIOD ENDED****JULY
                31**
            
            
            **JULY
                31****2007**
            
            
            2006
            
            
            **2007**
            
            
            2006**REVENUES**
            
            **$**
            **552,042**
            
            
            $
            205,718
            
            
            **$**
            **1,082,231**
            
            
            $
            249,988**DIRECT
                COSTS**Production
                costs
            
            ****
            **43,425**
            
            
            
            41,202
            
            
            ****
            **107,451**
            
            
            
            51,302Depletion
                and accretion
            
            ****
            **359,949**
            
            
            
            89,459
            
            
            ****
            **624,099**
            
            
            
            109,677General
                and administrative
            
            ****
            **90,449**
            
            
            
            65,206
            
            
            ****
            **266,139**
            
            
            
            168,716****
            **(493,823**
            **)**
            
            
            (195,867
            )
            
            ****
            **(997,689**
            **)**
            
            
            (329,695
            )**OPERATING
                INCOME (LOSS)**
            
            ****
            **58,219**
            
            
            
            9,851
            
            
            ****
            **84,542**
            
            
            
            (79,707
            )**OTHER
                INCOME AND EXPENSE**Interest
                expense - related
            
            ****
            **(507**
            **)**
            
            
            (690
            )
            
            ****
            **(1,571**
            **)**
            
            
            (1,965
            )**NET
                INCOME (LOSS) FOR THE PERIOD**
            
            **$**
            **57,712**
            
            
            $
            9,161
            
            
            **$**
            **82,971**
            
            
            $
            (81,672
            )**Net
                Income (Loss) Per Common Share****-
                Basic**
            
            **$**
            **0.002**
            
            
            $
            -
            
            
            **$**
            **0.003**
            
            
            $
            (0.003
            )**-
                Diluted**
            
            **$**
            **0.002**
            
            
            $
            -
            
            
            **$**
            **0.003**
            
            
            $
            (0.003
            )**Weighted
                average number of common shares outstanding****-
                Basic**
            
            ****
            **24,529,832**
            
            
            
            24,147,396
            
            
            ****
            **24,529,832**
            
            
            
            23,786,985**-
                Diluted**
            
            ****
            **24,529,832**
            
            
            
            24,147,396
            
            
            ****
            **24,529,832**
            
            
            
            23,786,985The
                accompanying notes are an integral part of these condensed financial
                statements.


4


**BRINX
                RESOURCES LTD.**CONDENSED
                STATEMENTS OF CASH FLOWS(Unaudited)**FOR
                THE NINE MONTH PERIOD****ENDED
                JULY 31,****2007**
            
            
            2006**CASH
                FLOWS FROM (USED IN) OPERATING ACTIVITIES**Net
                income (loss)
            
            **$**
            **82,971**
            
            
            $
            (81,672
            )Adjustments
                to reconcile net income (loss) to net cash provided(used)
                by operating activities:Depletion
                and accretion
            
            ****
            **624,099**
            
            
            
            109,677Interest
                accrued to note
            
            ****
            **1,571**
            
            
            
            1,965Changes
                in working capital:Decrease
                (increase) in accounts receivable
            
            ****
            **(104,334**
            **)**
            
            
            (166,851
            )Increase
                (decrease) in accounts payable and accrued liabilities
            
            ****
            **54,956**
            
            
            
            (484,234
            )Increase
                (decrease) in due to related party
            
            ****
            **805**
            
            
            
            (65
            )Net
                cash provided (used) by operating activities
            
            ****
            **660,068**
            
            
            
            (621,180
            )**CASH
                FLOWS FROM (USED BY) INVESTING ACTIVITIES**Expenditures
                on oil and gas interests
            
            ****
            **(1,068,894**
            **)**
            
            
            (1,419,302
            )Proceeds
                from sale of oil and gas interests
            
            ****
            **-**
            
            
            
            300,000Net
                cash (used) by investing activities
            
            ****
            **(1,068,894**
            **)**
            
            
            (1,119,302
            )**CASH
                FLOWS FROM FINANCING ACTIVITIES**Sale
                of common stock
            
            ****
            **-**
            
            
            
            1,749,600Share
                issue costs paid
            
            ****
            **-**
            
            
            
            (453
            )Repayment
                of loan to related party
            
            ****
            **(10,000**
            **)**
            
            
            -Net
                cash provided (used) by financing activities
            
            ****
            **(10,000**
            **)**
            
            
            1,749,147**Net
                increase (decrease) in cash**
            
            ****
            **(418,826**
            **)**
            
            
            8,665**Cash
                and cash equivalents, beginning of periods**
            
            ****
            **436,547**
            
            
            
            582,986**Cash
                and cash equivalents, end of periods**
            
            **$**
            **17,721**
            
            
            $
            591,651The
                accompanying notes are an integral part of these condensed financial
                statements.




5


**BRINX
      RESOURCES LTD.**


NOTES
      TO
      CONDENSED FINANCIAL STATEMENTS


Period
      ended July 31, 2007


(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 interest located in New
      Mexico and holds oil and gas interests located in Oklahoma, Mississippi and
      Louisiana. In 2006, the Company commenced oil and gas production and started
      earning revenues.  Prior to 2006, the Company was considered a
      development stage company as defined by Statement of Financial Accounting
      Standards No. 7 (“SFAS 7”).  Effective 2006, the Company ceased being
      considered a development stage company.





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 and nine month periods ended July 31, 2007 are not
      necessarily indicative of the operating results for the entire
      year.  These condensed 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, 2006.





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, 2006.





USE
      OF
      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.





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, 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.


6


**BRINX
      RESOURCES LTD.**


NOTES
      TO
      CONDENSED FINANCIAL STATEMENTS (CONTINUED)


Period
      ended July 31, 2007


(Unaudited)





**1.**
            **ORGANIZATION
                AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
                (CONTINUED)**





RECENT
      ACCOUNTING PRONOUNCEMENTS


In
      September 2006, Staff Accounting Bulletin ("SAB") No. 108, “Considering the
      Effects of Prior Year Misstatements when Quantifying Misstatements in Current
      Year Financial Statements” was issued.  Registrants must quantify the
      impact on current period financial statements of correcting all misstatements,
      including both those occurring in the current period and the effect of reversing
      those that have accumulated from prior periods. SAB No. 108 will be applied
      beginning with the first fiscal year ending after November 15, 2006. The
      adoption of SAB No. 108 should have no effect on the financial position and
      results of operations of the Company.





In
      February 2007, the Financial Accounting Standards Board (“FASB”) issued SFAS No.
      159, “The Fair Value Option for Financial Assets and Financial Liabilities”,
      which permits an entity to measure certain financial assets and financial
      liabilities at fair value. The objective of SFAS No. 159 is to improve financial
      reporting by allowing entities to mitigate volatility in reported earnings
      caused by the measurement of related assets and liabilities using different
      attributes, without having to apply complex hedge accounting provisions. Under
      SFAS No. 159, entities that elect the fair value option (by instrument) will
      report unrealized gains and losses in earnings at each subsequent reporting
      date. The fair value option election is irrevocable, unless a new election
      date
      occurs. SFAS No. 159 establishes presentation and disclosure requirements to
      help financial statement users understand the effect of the entity's election
      on
      its earnings, but does not eliminate disclosure requirements of other accounting
      standards. Assets and liabilities that are measured at fair value must be
      displayed on the face of the balance sheet.  This statement is
      effective beginning January 1, 2008 and the Company is evaluating this
      pronouncement.





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.





INCOME
      TAXES


The
      Company has made no provision for income taxes for the three month and nine
      month periods ended July 31, 2007 and 2006, since the pre-tax income will be
      offset by net operating loss carryforwards.  The Company had
      approximately $1,276,484 and $742,396 of such carryforwards as of October 31,
      2006 and 2005, respectively.





**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 $466,344 through July 31,
      2007.  These factors among others raise substantial doubt that the
      Company will be able to continue in existence.


7


**BRINX
      RESOURCES LTD.**


NOTES
      TO
      CONDENSED FINANCIAL STATEMENTS (CONTINUED)


Period
      ended July 31, 2007


(Unaudited)





**2.           BASIS
      OF PRESENTATION AND LIQUIDITY (Continued)**





The
      Company’s condensed 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 commence exploration
      activities on its mining property and ultimately, to achieve profitable
      operations.  Management believes that they can be successful in
      obtaining equity financing which will enable the Company to continue in
      existence and establish itself as a going concern.





**3.           OIL
      AND GAS INTERESTS**





July
                31,
            
            
            October
                31,2007
            
            
            2006Owl
                Creek Project, Oklahoma
            
            $
            1,788,582
            
            
            $
            1,318,846Three
                Sands Project, Oklahoma
            
            
            917,238
            
            
            
            618,081Palmetto
                Point Project, Mississippi
            
            
            420,000
            
            
            
            420,000Frio-Wilcox
                Prospect, Mississippi
            
            
            400,000
            
            
            
            100,000Asset
                retirement cost
            
            
            32,512
            
            
            
            26,654Less:
                Accumulated depletion and impairment
            
            
            (1,295,988
            )
            
            
            (674,731
            )$
            2,262,344
            
            
            $
            1,808,850





**Owl
      Creek Project**


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 its 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 approximately 160 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.





**Three
      Sands Project**


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.  In June 2007, the Company acquired a 40% working
      interest in William #4-10 for a total cost of $285,196.  The interests
      are located in Oklahoma.


8


**BRINX
      RESOURCES LTD.**


NOTES
      TO
      CONDENSED FINANCIAL STATEMENTS (CONTINUED)


Period
      ended July 31, 2007


(Unaudited)





**3.**
            **OIL
                AND GAS INTERESTS
                (Continued)**





**Palmetto
      Point Project**


On
      February 28, 2006, the Company acquired a 10% working interest before production
      and an 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.  The interests
      are located in Mississippi.





**Frio-Wilcox
      Project**


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.





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 recorded for the
      three and nine month periods ended July 31, 2007 or 2006.





**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 $358,872 and $88,812 for
      the three months ended July 31, 2007 and 2006, respectively, and $621,257 and
      $108,416 for the nine months ended July 31, 2007 and 2006,
      respectively.





**4.           ASSET
      RETIREMENT OBLIGATIONS**





The
                Company follows 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.  As of October 31, 2006,
                the Company recognized the future cost to plug and abandon the gas
                wells
                over the estimated useful lives of the wells in accordance with SFAS
                No.
                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 will amortize the amount
                added to the oil and gas properties and recognize 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%.  Revisions to the
                liability could occur due to


9


**BRINX
      RESOURCES LTD.**


NOTES
      TO
      CONDENSED FINANCIAL STATEMENTS (CONTINUED)


Period
      ended July 31, 2007


(Unaudited)





**4.**
            **ASSET
                RETIREMENT OBLIGATIONS
                (Continued)**





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 will amortize the amount added to oil and gas properties and recognize
      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 following periods:





July
                31,
            
            
            October
                31,2007
            
            
            2006Balance,
                beginning of period
            
            $
            28,847
            
            
            $
            3,595Liabilities
                assumed
            
            
            5,858
            
            
            
            23,059Accretion
                expense
            
            
            2,842
            
            
            
            2,193Balance,
                end of period
            
            $
            37,547
            
            
            $
            28,847





The
      reclamation obligation relates to the Kodesh wells at the Three Sands Property;
      Powell #1 and #2 and Johnson #1 and Isbill #2-36 wells at the Owl Creek
      Property, the F36-2, F-39, F-40, F-42, F-118, F-6B, F-52A, F-4, F-29 and F-12
      at
      the Palmetto Point Project and the F-14 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.





**5.           INCOME/(LOSS)
      PER SHARE**





The
      following table sets forth the computation of basic and diluted net income/
      (loss) per share for the periods indicated:




Three
                month period ended
            
            
            Nine
                month period endedJuly
                31, 2007
            
            
            July
                31, 2006
            
            
            July
                31, 2007
            
            
            July
                31, 2006Basic
            
            
            24,529,832
            
            
            
            24,147,396
            
            
            
            24,529,832
            
            
            
            23,786,985Options
            
            
            0
            
            
            
            0
            
            
            
            0
            
            
            
            0Warrants
            
            
            0
            
            
            
            0
            
            
            
            0
            
            
            
            0Diluted
            
            
            24,529,832
            
            
            
            24,147,396
            
            
            
            24,529,832
            
            
            
            23,786,985





For
      the
      three and nine month period ended July 31, 2007 and the three month period
      ended
      July 31, 2006, 200,000 stock options and 1,729,832 stock purchase warrants
      were
      not included in the computation of diluted net income per share because the
      effect would be anti-dilutive since the exercise price is in excess of the
      stock
      price.





For
      the
      nine month period ended July 31, 2006, all outstanding securities are
      antidilutive as the Company was in a net loss position.





10


**BRINX
      RESOURCES LTD.**


NOTES
      TO
      CONDENSED FINANCIAL STATEMENTS (CONTINUED)


Period
      ended July 31, 2007


(Unaudited)





**6.           RELATED
      PARTY TRANSACTIONS**





During
      the three months ended July 31, 2007, the Company entered into the following
      transactions with related parties:





a)
      As of
      July 31, 2007, loans due to related parties totaling $36,030, (compared to
      $38,197 as of October 31, 2006), were outstanding and repayment has been
      extended to December 18 and 31, 2007, with interest at the prime rate and 6%
      per
      annum.  On December 24, 2006, the Company repaid $10,000 of the loans
      to one of the related parties.





b)
      As of
      July 31, 2007, accrued interest expense on loans payable to related parties
      totaled $7,030, compared to $5,458 as of October 31, 2006.





c)
      The
      Company paid $14,100 and $15,000 for the three month period ended July 31,
      2007
      and 2006, respectively, and $44,100 and $45,000 for the nine month period ending
      July 31, 2007 and 2006, respectively, in management fees and reimbursement
      of
      office space to the President of the Company.





d)
      The
      Company paid $6,600 and $4,000 for the three month period ended July 31, 2007
      and 2006, respectively, and $19,600 and $16,971 for the nine month period ended
      July 31, 2007 and 2006, respectively, to Downtown Consulting, a related entity,
      for administration services.











11


**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.





Until
      2005, our focus was on our
      undeveloped mineral interests and we were considered, at that time, to be a
      development stage company engaged in the acquisition and exploration of mineral
      and oil and gas properties.  We still hold an interest in undeveloped
      mineral interests located in New Mexico (the “Antelope Pass Project”). However,
      in 2005, we suspended activities on our undeveloped mineral properties
      indefinitely in order to focus on our oil and gas properties and we did not
      conduct any operations or exploration activities on our undeveloped mineral
      properties during the fiscal year ended October 31, 2006, or during the nine
      months ended July 31, 2007.





During
      2005 and 2006, we acquired
      undeveloped oil and gas interests and commenced exploration activities on those
      interests.  Our undeveloped oil and gas interests are located in
      Oklahoma and Mississippi.  In 2006, we commenced oil and gas
      production and started earning revenues.  Prior to 2006, we were
      considered a development stage company as defined by Statement of Financial
      Accounting Standards No. 7 (“SFAS 7”).  Effective 2006, we ceased
      being considered a development stage company.





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.  As noted above, we have suspended our
      efforts indefinitely on the Antelope Pass Project in order to focus on our
      oil
      and gas interests.  Although we have commenced oil and gas production,
      we cannot provide assurance to investors that our oil and gas projects or our
      mineral claims contain commercially exploitable resources.





The
      proceeds from our private placements of $1,749,908 and from the sale of oil
      and
      gas interests of $400,000 during fiscal year ended October 31, 2006, and our
      operating revenues, are insufficient to cover the costs associated with our
      oil
      and gas properties and our other working capital requirements during fiscal
      year
      ended October 31, 2007.  As a result, we expect that we will require
      additional funding to cover the costs associated with our oil and gas properties
      and our other working capital requirements 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**





*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.  A “working interest” is 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 owners of royalties.  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 will also participate in drilling
      operations and related costs.





On
      June
      1, 2006, we sold an undivided 20% of our 70% interest in the Powell #2 well
      and
      untested spacing units at the Owl Creek Project to Delta Oil and Gas Inc.,
      a
      Nevada corporation (“Delta”), for a lump sum cash payment of
      $300,000.  Delta has funded its portion of the completion cost of the
      Powell #2 well, 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.


12


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





On
      August
      3, 2006, we sold an additional 7.5% interest of our 50% interest in the untested
      acreage in the Owl Creek Project to Lexaria Corp., a Nevada corporation
      (“Lexaria”), for a lump sum payment of $100,000.  As a result of the
      sale to Lexaria, we now retain a 42.5% interest in the untested acreage 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 units 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, the Company expended $403,675 on Isbill #2-36 well.  The
      Company has a working interest of 42.5%.





**Operations.**We
      completed the Powell #1 well on the Owl Creek Project in early February
      2006.   During production, the Powell #1 well produced 1,280
      barrels of oil and 8,227 mcf of natural gas (“mcf” is defined as one thousand
      cubic feet).  The Powell #1 well was pumped at regular intervals and
      is now no longer commercially viable.  The Powell #1 well will either
      be converted to a disposal well or we will plug it by the end of fiscal
      2007.  We hold a 70% interest in the Powell #1 well.





We
      completed drilling the Powell #2 well in June 2006.  In early April
      2007, the Powell #2 well was placed on a submersible pump. As of July 31, 2007,
      the Powell #2 well has produced 52,534 barrels of oil and 15,698 mcf of natural
      gas.   Since the Powell #2 well was placed on the submersible
      pump, it has averaged 140 barrels of oil and 50 mcf of gas per day. We hold
      a
      50% interest in the Powell #2 well.





In
      late
      August 2006, we commenced drilling the Isbill #1 well, which is an offset well
      to the Powell #2 well.  The Isbill #1 well reached a total depth of
      5,775 feet in mid-September 2006.  After examination of the well logs,
      we determined that the sands that are producing in the Powell #2 well were
      too
      thin in the Isbill #1 well to produce economic quantities of oil and
      gas.  As a result, the Isbill #1 well has been plugged and the drill
      location has been restored.  We hold a 42.5% interest in the Isbill #1
      well.





In
      late
      February 2007, we commenced drilling the Isbill #2 well, a direct offset to
      the
      Powell #2 producing well. The Isbill #2 well reached a total depth of 5,700
      feet
      on March 14, 2007.  The Isbill #2 well was placed into production in
      early April 2007 and has produced 5,328 barrels of oil 1,511 mcf of gas through
      the end of July 2007. We hold 42.5% interest in the Isbill #2 well.





On
      March
      15, 2007, we expended $403,675 on the Isbill #2-36 well.  We hold a
      working interest of 42.5% in the Isbill #2-36 and the well commenced production
      on April 4, 2007.





*Three
      Sands Project*





**Acquisition
      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.  In connection with
      our working interest, in June 2007, we authorized completion of the William
      #4-10 well, located at the Three Sands Project, for a total estimated cost
      of
      $285,196.  As a result, we now hold a 40% working interest in the
      William #4-10 well.  To date, we have paid $109,327 of the drilling
      and completion cost of the William #4-10 well to Vector Exploration
      Inc.





Our
      working interest in the Three Sands Project includes leasehold interests, one
      re-entry production well, two drilling wells and the William #4-10
      well.  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.  As of July 31, 2007, the Kodesh #2 well has produced 2,474
      barrels of oil and 3,656 mcf of natural gas.


13


During
      January 2007, we re-entered the Dye Estate #1 well. The Dye Estate #1 well
      is
      currently being tested in a former producing zone and will subsequently be
      tested in an untested and un-produced zone shallow.  This zone is the
      Garber sand and lies at a depth of approximately 1,700 feet in the 2,100 foot
      deep Dye Estate #1 well.  In the event the Dye Estate #1 well proves
      to be commercially viable, water from the well will be disposed in the Kodesh
      #1
      disposal well and any natural gas will be sold through a meter located
      approximately 1,200 feet from the well.  The line has already been
      laid and will be connected in the event the well starts
      producing.  As
      of
      July 31, 2007, the shallow zone has not been completed and
      tested.





In
      June
      2007, the William #4-10 well was started and reached a total depth of 4,810
      feet
      on June 16, 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, took place during the second week of August
      2007.  Production from the William #4-10 well should start by the end
      of September 2007 depending upon rig and equipment availability.





*Palmetto
      Point Project*





**Acquisition
      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 Griffin & Griffin Exploration Inc.’s
      Palmetto Point Project, for a total buy-in cost of $350,000 (the “Palmetto Point
      Project”).  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.  The Palmetto Point Project is located in
      Mississippi.  The program for the Palmetto Point Project has been
      completed and no further wells are planned at this time.  The
      Frio-Wilcox Prospect described below is the successor to the Palmetto Point
      Project and will continue our exploration and development in the Frio and Wilcox
      area.





**Operations.**   As
      of July 31, 2007, Griffin & Griffin Exploration Inc., as 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
      and were not completed.  Seven of the eight successful wells have been
      completed and are producing.  One of the eight wells, the PP F-12, has
      not been completed as a result of weather relating problems and flooding at
      the
      well’s location.  We anticipate completion of the PP F-12 wells by the
      end of fiscal 2007.  As of July 31, 2007, the seven completed Palmetto
      Point Project wells have had total production of 109,758 mcf of natural gas,
      a
      combined average daily production rate of 544 mcf per day of gas.





The
      PP
      F-6B and PP F52-A wells are completed and commencement of production from these
      two wells is anticipated by the end of October 2007.





*Frio-Wilcox
      Prospect*





**Acquisition
      of Oil and Gas Interests.**On August 2, 2006, we executed a
      joint-venture memorandum agreement with Griffin and Griffin LLC (which will
      serve as the operator for the Frio-Wilcox Prospect), Delta Oil and Gas, Inc.,
      Turner Valley Oil and Gas Company, Lexaria Corporation, 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 $400,000 (the “Frio-Wilcox Prospect”).  We
      have a 10% working interest in the Frio-Wilcox Prospect before production and
      a
      prorated reduced working interest after production based on the operator’s
      interest portion.  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.  As of the date of this filing, we have completed a substantial
      portion of leasing and title curative work in connection with the Frio-Wilcox
      Prospect.





On
      June
      21, 2007, we assigned all future development obligations for any new wells
      on
      our Frio-Wilcox
      Prospect property to Lexaria Corp. for the sum of $1. We believe the
      assigned interest 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 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.





14


**Operations.**Nine
      wells were drilled on the Frio-Wilcox project, of which, five wells were
      successful and four wells were dry holes and were not completed.  One
      of these wells, the Dixon #1 well, was drilled to 8,650 feet.  We did
      not find any commercial oil or natural gas in connection with the Dixon #1
      well
      and it has been plugged and abandoned.





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 has since been plugged and
      abandoned.  The four remaining successful wells were the Faust #1, USA
      39-14, USA 1-37,and the BR F-33.  The USA 39-14 has been completed and
      is now producing natural gas. As of July 31, 2007, the USA 39-14 has produced
      over 18,500 mcf of natural gas. The BR F–33 and Faust #1 have been completed and
      are awaiting pipeline hook-ups.  We are waiting for a permit from the
      Bureau of Land Management to complete the USA 1-37 well.





**Results
      of Operations**





*Three
      months ended July 31, 2007 compared to the three months ended July 31,
      2006.*





We
      recognized revenues of $552,042 during the three months ended July 31, 2007,
      compared with $205,718 in revenues for the three months ended July 31, 2006,
      all
      from our oil and gas properties.  The increase in revenues was
      directly attributable to our continued oil and gas production, which commenced
      during fiscal 2006.





During
      the three months ended July 31, 2007, we incurred production costs of $43,425
      compared with $41,202 during the three months ended July 31,
      2006.  Our depletion and accretion costs were $359,949 during the
      three months ended July 31, 2007, compared with $89,459 during the three months
      ended July 31, 2006.  The increase in these costs was directly
      attributable to our increased oil and gas production discussed
      above.





Our
      general and administrative costs increased to $90,449 for the three months
      ended
      July 31, 2007, from $65,206 for the three months ended July 31,
      2006.  The increase in our general and administrative costs was
      primarily due to an increase in state tax on the Powell #2-25 well, a direct
      result of an increase of revenue for the three months ended July 31,
      2007.  Our general and administrative costs also include the
      preparation and filing of our periodic reports with the Securities and Exchange
      Commission and salary expenses of $5,000 per month. Net income for the three
      months ended July 31, 2007 was $57,712, compared with net income of $9,161
      for
      the three months ended July 31, 2006.  The increase in net income was
      directly attributable to our increased oil and gas production.





*Nine
      months ended July 31, 2007 compared to the nine months ended July 31,
      2006.*





We
      recognized revenues of $1,082,231 during the nine months ended July 31, 2007,
      compared with $249,988 in revenues for the nine months ended July 31, 2006,
      all
      from our oil and gas properties.  The increase in revenues was
      directly attributable to our continued oil and gas production, which commenced
      during fiscal 2006.





During
      the nine months ended July 31, 2007, we incurred production costs of $107,451
      compared with $51,302 during the nine months ended July 31, 2006.  Our
      depletion and accretion costs were $624,099 during the nine months ended July
      31, 2007, compared with $109,677 during the nine months ended July 31,
      2006.  The increase in these costs was directly attributable to our
      oil and gas production discussed above.





Our
      general and administrative costs increased to $266,139 for the nine months
      ended
      July 31, 2007, from $168,716 for the nine months ended July 31, 2006. The
      increase in our general and administrative costs was caused by the overlapping
      of costs associated with a change in our accounting consultants who prepare
      our
      financial statements and the cost of our annual audit. Our general and
      administrative costs also include the preparation and filing of our periodic
      reports with the Securities and Exchange Commission and salary expenses of
      $5,000 per month.  Net income for the nine months ended July 31, 2007
      was $82,971, compared with a loss of $81,672 for the nine months ended July
      31,
      2006.





**Liquidity
      and Capital Resources**





As
      of July 31, 2007, we had cash of
      $17,721 and accounts receivable of $277,337, compared to cash of $436,547 and
      accounts receivable of $173,003 as of October 31, 2006.  Our working
      capital at July 31, 2007 was $108,356, compared to $513,834 as of October 31,
      2006.  The decrease in working capital was due primarily to the
      expenditures of $1,068,894 on our oil and gas interests during the nine months
      ended July 31, 2007.  Also, loans and


15


interest
      payable to related parties are a current liability at July 31, 2007 and were
      not
      a current liability at October 31, 2006.





During
      the nine months ended July 31, 2007, operating activities generated cash of
      $660,068, as compared to using cash of $621,180 for operating activities during
      the nine months ended July 31, 2006.





We
      used
      cash of $1,068,894 for the acquisition and exploration of our oil and gas
      operations during the nine months ended July 31, 2007, compared to $1,419,302
      during the nine months ended July 31, 2006.  During the nine months
      ended July 31, 2007, cash of $10,000 was paid to a related party in repayment
      of
      a loan and as of July 31, 2007, $36,030 was owed to related
      parties.





**Off-Balance
      Sheet Arrangements**





We
      did
      not have any off-balance sheet arrangements as of July 31, 2007.





**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.





*Reserve
      Estimates*





Our
      estimates of oil and natural gas
      reserves, by necessity, are projections based on geologic and engineering data,
      and there are uncertainties inherent in the interpretation of such data as
      well
      as the projection of future rates of production and the timing of development
      expenditures. Reserve engineering is a subjective process of estimating
      underground accumulations of oil and natural gas that are difficult to measure.
      The accuracy of any reserve estimate is a function of the quality of available
      data, engineering and geological interpretation and judgment. Estimates of
      economically recoverable oil and natural gas reserves and future net cash flows
      necessarily depend upon a number of variable factors and assumptions, such
      as
      historical production from the area compared with production from other
      producing areas, the assumed effects of regulations by governmental agencies
      and
      assumptions governing future oil and natural gas prices, future operating costs,
      severance and excise taxes, development costs and workover and remedial costs,
      all of which may in fact vary considerably from actual results. For these
      reasons, estimates of the economically recoverable quantities of oil and natural
      gas attributable to any particular group of properties, classifications of
      such
      reserves based on risk of recovery, and estimates of the future net cash flows
      expected therefrom may vary substantially. Any significant variance in the
      assumptions could materially affect the estimated quantity and value of the
      reserves, which could affect the carrying value of our oil and gas properties
      and/or the rate of depletion of the oil and gas properties. Actual production,
      revenues and expenditures with respect to our reserves will likely vary from
      estimates, and such variances may be material.





Many
      factors will affect actual future
      net cash flows, including:


16





-  The
      amount and timing of actual production;


-  Supply
      and demand for oil and natural gas;


-  Curtailments
      or increases in consumption by oil and natural gas purchasers; and


-
      Changes in governmental regulations or taxation.





*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 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, 2006, included an
      explanatory paragraph relating to the uncertainty of our ability to continue
      as
      a going concern.  We have suffered losses since
      inception.  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**





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).  Based on this evaluation, our sole officer concluded
      that our disclosure controls and procedures were effective as of the end of
      the
      period covered by this report.





Our
      sole officer has concluded that
      there were no changes in our internal control over financial reporting that
      occurred during the fiscal quarter ended July 31, 2007 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.








17


**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**
            **Exhibit**3.1
            Articles
                of Incorporation (1)3.2
            Bylaws
                (1)3.3
            Certificate
                of Change Pursuant to NRS 78.209 (2)10.1
            Letter
                Agreement with Ranken Energy dated August 10, 2005 (3)10.2
            Letter
                Agreement with Vector Exploration, Inc. dated October 6, 2005
                (4)10.3
            Assignment
                Agreement Letter Agreement between Brinx Resources Ltd. and BudEnterprises
                dated February 28, 2006 (5)10.4
            Extension
                Agreement between Brinx Resources Ltd. and Bud Enterprises dated
                March 14,
                2006 (5)10.5
            Assignment
                and Assumption Agreement with Delta Oil and Gas Inc., dated June
                1, 2006
                (6)10.6
            Memorandum
                re: Mississippi Frio-Wilcox Joint Venture with Griffin & Griffin,
                dated August 2, 2006 (7)10.7
            Assignment
                and Assumption Agreement with Lexaria Corp., a Nevada corporation,
                dated
                August 3, 2006 (7)10.8
            Assignment
                Agreement with Lexaria Corp., a Nevada corporation, dated June 21,
                200731.1
            Rule
                15d-14(a) Certification32.1
            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.


(3)
            Incorporated
                by reference to the exhibits to the registrant’s quarterly report on Form
                10-QSB for the quarter ended July 31, 2005, filed September 14,
                2005.


(4)
            Incorporated
                by reference to the exhibits to the registrant’s current report on Form
                8-K dated October 6, 2005, filed October 12,
                2005.


18


(5)
            Incorporated
                by reference to the exhibits to the registrant’s current report on Form
                8-K dated February 28, 2006, filed February 9,
                2006.


(6)
            Incorporated
                by reference to the exhibits to the registrant’s current report on Form
                8-K dated June 1, 2006, filed June 2,
                2006.


(7)
            Incorporated
                by reference to the exhibits to the registrant’s quarterly report on Form
                10-QSB for the quarter ended July 31, 2006, filed September 19,
                2006.


19


**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.**(Registrant)Date: 
                September 13, 2007
            By:
            /s/ 
Leroy
              HaltermanLeroy
              Halterman,President,
              Secretary & Treasurer(principal
              executive and financial officer)