| | U.S. SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549FORM 10-QSB | 
| | ------------------------------------------------------------------------ | 

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the quarterly period ended April 30, 2006

[   ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to

Commission file number: 0-50190

| | New Pacific Ventures, Inc.(Name of small business issuer in its
    charter) | 
| | ---------------------------------------------------------------------------- | 

|Colorado(State or other jurisdiction of incorporation or
      organization)                                           |  | 47-0877018(I.R.S. Employer Identification No.)
|---------------------------------------------------------------------------------------------------------------------- |  | ----------------------------------------------
|                                                                                                                       |  |                                               
|Suite 213-630 Roche Point DriveNorth Vancouver, British Columbia,
      Canada(Address of principal executive offices) |  | V7H 3A1(Zip Code)                             

Issuer's telephone number: (604) 762-5652

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 [X]      No [ ]

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

Outstanding at April 30, 2006

9,000,000$.001 par value common stock



Transitional Small Business Disclosure Format (Check one): Yes
[ ]      No [X]



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NEW PACIFIC VENTURES , INC.



FORM 10-QSB







## TABLE OF CONTENTS





PART I--FINANCIAL INFORMATION



|              |                                                                | Page
|------------- | -------------------------------------------------------------- | ----
|ITEM
      1. | Financial
      Statements                                     | 3   
|ITEM
      2. | Management
      Discussion and Anaylsis or Plan of Operations | 4   
|ITEM
      3. | Controls
      and Procedures                                  | 5   





|PART II--OTHER INFORMATION
|--------------------------
|ITEM
      1.             
|ITEM
      2.             
|ITEM
      3.             
|ITEM
      4.             
|ITEM
      5.             
|ITEM
      6.             

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PART I--FINANCIAL INFORMATION



ITEM 1. Financial Statements



NEW PACIFIC VENTURES, INC.

(A Pre-exploration Stage Company)



INTERIM FINANCIAL STATEMENTS

UNAUDITED



April 30, 2005





## INDEX





|                                                                                                                                                                                    | Page
|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----
|                                                                                                                                                                                    |     
|Interim Balance
      Sheets                                                                                                                                                        | F-1 
|                                                                                                                                                                                    |     
|Interim Statements
      of Operations for the three and six-months ended April 30, 2006 and 2005
      and for the period May 22, 2001 (Date of Inception) to April 30,
      2006 | F-2 
|                                                                                                                                                                                    |     
|Interim Statement
      of Changes in Stockholders' Equity (Deficiency) for the period May 22, 2001 (Date of
      Inception) to April 30, 2006                                     | F-3 
|                                                                                                                                                                                    |     
|Statement
      of Interim Cash Flows for the six months ended April 30, 2006 and 2005 and for the
      period May 22, 2001 (Date of Inception) to April 30, 2006                  | F-4 
|                                                                                                                                                                                    |     
|Notes
      to Interim Financial Statements                                                                                                                                         | F-5 

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NEW PACIFIC VENTURES, INC.(A Pre-exploration Stage
Company)INTERIM BALANCE SHEETSApril 30, 2006 and October 31,
2005(Unaudited)

|                                                                                                  | April 30,2006            | October 31,2005        
|------------------------------------------------------------------------------------------------- | ------------------------ | -----------------------
|ASSETS                                                                                           
|Current Assets                                                                                    |                          |                        
|Cash                                                                                              | $292                     | $2,300                 
|LIABILITIES                                                                                      
|Current Liabilities                                                                               |                          |                        
|Accounts payable                                                                                  | $            64,075      | $          59,500      
|STOCKHOLDERS' DEFICIENCY                                                                         
|Preferred stock                                                                                   |                          |                        
|25,000,000 shares authorized at $0.001 par
      value, none outstanding                          | —                        | —                      
|Common stock                                                                                      |                          |                        
|100,000,000 shares authorized, at $0.001 par
      value, 9,000,000 shares issued and outstanding | 9,000                    | 9,000                  
|Deficit accumulated during the pre-exploration stage                                              | (
               72,783) | (
              66,200)
|Total stockholders' deficiency                                                                    | (
               63,783) | (
              57,200)
|                                                                                                  | $292                     | $2,300                 
|                                                                                                  |                          |                        

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

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NEW PACIFIC VENTURES, INC.(A Pre-exploration Stage
Company)INTERIM STATEMENTS OF OPERATIONSfor the three and six months ended April
30, 20056and 2005and for the period May 22, 2001 (Date of Inception) to
April 30, 2006(Unaudited)



|                           | Three months endedApril 30 | Six months endedApril 30 | May 22, 2001(Date ofInception) toApril 30
|-------------------------- | -------------------------- | ------------------------ | -----------------------------------------
|                           | 2006                       | 2005                     | 2006                                     
|                           |                            |                          |                                          
|Interest income            | $                    5     | $                   15   | $                  23                    
|Expenses                   | 3,061                      | 3,560                    | 6,606                                    
|Net loss                   | $(3,056)                   | $(3,545)                 | $(6,583)                                 
|Net loss per common share  |                            |                          |                                          
|Basic and diluted          | $0.00                      | $0.00                    | $0.00                                    
|Average outstanding shares |                            |                          |                                          
|Basic                      | 9,000,000                  | 9,000,000                | 9,000,000                                

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

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NEW PACIFIC VENTURES, INC.(A Pre-exploration Stage
Company)INTERIM STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIENCY)for the period May
22, 2001 (Date of Inception) to April 30, 2006(Unaudited)

|                                                                         | Common Stock | Capital inExcess of | Accumulated 
|------------------------------------------------------------------------ | ------------ | ------------------- | ------------
|                                                                         | Shares       | Amount              | Par value   
|                                                                         |              |                     |             
|Balance, May 22, 2001 (Date of Inception)                                | —            | $          —        | $          —
|Issuance of common stock for cash at $0.001                              | 9,000,000    | 9,000               | —           
|Net operating loss for the period May 22, 2001 to October
      31, 2001 | —            | —                   | —           
|Balance, October 31, 2001                                                | 9,000,000    | 9,000               | —           
|Net operating loss for the year                                          | —            | —                   | —           
|Balance, October 31, 2002                                                | 9,000,000    | 9,000               | —           
|Net operating loss for the year                                          | —            | —                   | —           
|Balance, October 31, 2003                                                | 9,000,000    | 9,000               | —           
|Net operating loss for the year                                          | —            | —                   | —           
|Balance, October 31, 2004                                                | 9,000,000    | 9,000               | —           
|Net operating loss for the year                                          | —            | —                   | —           
|Balance, October 31, 2005                                                | 9,000,000    | 9,000               | —           
|Net operating loss for the period                                        | —            | —                   | —           
|Balance, April 30, 2006                                                  | 9,000,000    | $9,000              | $—          



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

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NEW PACIFIC VENTURES, INC.(A Pre-exploration Stage
Company)INTERIM STATEMENTS OF CASH FLOWSfor the six months ended April 30, 2006
and 2005and for the period May 22, 2001 (Date of Inception) to April 30,
2006(Unaudited)

|                                                                                       |  | Six months endedApril 30, | May 22, 2001(Date ofInception) toApril 30,
|-------------------------------------------------------------------------------------- |  | ------------------------- | ------------------------------------------
|                                                                                       |  |                           | 2006                                      
|Cash flows from operating activities                                                   |  |                           |                                           
|Net loss                                                                               |  |                           | $(        6,583)                          
|Adjustment to reconcile net loss to net cash      provided by
      operating activity |  |                           |                                           
|Changes in accounts
payable                                                            |  |                           | 4,575                                     
|Net cash provided (used in) operations                                                 |  |                           | (2,008)                                   
|Cash flows from financing activities                                                   |  |                           |                                           
|Proceeds from issuance of
      stock                                                  |  |                           | —                                         
|                                                                                      
|Net increase (decrease)  in cash                                                       |  |                           | (         2,008)                          
|Cash at beginning of period                                                            |  |                           | 2,300                                     
|Cash at end of period                                                                  |  |                           | $292                                      



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

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NEW PACIFIC VENTURES, INC.(A Pre-exploration Stage
Company)NOTES TO THE INTERIM FINANCIAL STATEMENTSApril 30,
2006(Unaudited)

|Note 1 | Organization 
      
      The Company was incorporated under the laws of the State
      of Colorado on May 22, 2001 with authorized common stock of 100,000,000
      shares at $0.001 par value and preferred stock of 25,000,000 at $0.001 par
      value.
      The preferred shares may be issued in one or more series
      with terms at the discretion of the Board of Directors. There have been no
      preferred shares issued.
      The Company was organized for the purpose of acquiring
      and exploring mineral properties.  The Company has not established the existence of a commercially minable ore deposit and therefore is considered to be in the pre-exploration stage.  During the period ended April 30, 2006, the Company abandoned the Riley mineral claims.
      Since inception, the Company has completed a private
      placement offering of 9,000,000 common shares for $9,000.
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|Note 2 | Summary Of Significant Accounting Policies
      Accounting Methods
      The Company recognizes income and expenses based on the
      accrual method of accounting.
      Dividend Policy
      The Company has not yet adopted a policy regarding
      payment of dividends,
      Income Taxes
      On April 30, 2006, the Company had a net operating loss
      carry forward of $72,783. The resulting tax benefit of $21,835 from the
      loss carry forward has been fully offset by a valuation reserve because
      the use of the future tax benefit is doubtful since the Company has no
      operations. The net operating loss will expire in the year 2027.
      Basic and Diluted Net Loss Per Share
      Basic net loss per share amounts are computed based on
      the weighted average number of shares actually outstanding. Diluted net
      loss per share amounts are computed using the weighted average number of
      common shares and common equivalent shares outstanding as if shares had
      been issued on the exercise of the preferred share rights unless the
      exercise becomes antidilutive and then only the basic per share amounts
      are shown.
|------ | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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NEW PACIFIC VENTURES, INC.(A Pre-exploration Stage
Company)NOTES TO THE INTERIM FINANCIAL STATEMENTSApril 30,
2006(Unaudited)

|Note 2 | Summary of Significant Accounting Policies-
      (cont'd)
      Capitalization of Mineral Claim Costs
      Cost of acquisition, exploration, carrying and retaining
      unproven properties are expensed as incurred.
      Environmental Requirements
      At the report date, environmental requirements related to
      the mineral claims acquired are unknown and therefore an estimate
      of any future cost cannot be made.
      Financial Instruments
      The carrying amounts of financial instruments, including
      cash and accounts payable are considered by
      management to be their estimated fair values due to their short term maturities.
      Estimates and Assumptions
      Management uses estimates and assumptions in preparing
      financial statements in accordance with generally accepted accounting
      principles. Those estimates and assumptions affect the reported amounts of
      the assets and liabilities, the disclosure of contingent assets and
      liabilities, and the reported revenues and expenses. Actual results could
      vary from the estimates that were assumed in preparing these financial
      statements.
      Recent Accounting Pronouncements
      The Company does not expect that the adoption of other
      recent accounting pronouncements will have a material impact on its
      financial statements.
|------ | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



|Note 3 | Related Party Transactions
      Related parties have acquired 33% of the outstanding
      common stock.
|------ | ---------------------------------------------------------------------------------------------------------

|Note 4 | Going Concern
      The Company will need additional working capital to
      service its debt and for its planned activity, which raises substantial
      doubt about its ability to continue as a going concern. The continuation
      of the Company as a going concern is dependent on obtaining additional
      working capital and mangement has developed a strategy, which it believes
      will accomplish this objective through additional equity funding, long
      term financing, and additional short term loans from officer's of the
      Company, which will enable the Company to operate for the coming
      year.
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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ITEM 2.  Management's Discussion and Analysis or Plan of
Operations.

The following discussion should be read in conjunction with the
Financial Statements and Notes thereto appearing elsewhere in this Form 10-QSB.
As described elsewhere in this Form 10-QSB, New Pacific is a pre-exploration
stage company. As of the date of this filing, New Pacific is in the business of
acquiring and exploring mineral properties and does not have a source of revenue
at this time.



(a) Plan of Operation.



New Pacific's outside auditor has noted that there is
substantial doubt about our ability to continue as a going concern. In light of
New Pacific's lack of revenues, and operating capital, New Pacific's ability to
continue as a going concern is dependent upon future events, such as the
successful development and exploration of the mineral property, reliance on one
set of mineral claims, New Pacific's ability to engage the services of highly
qualified consultants who have expertise in the industry and New Pacific's
ability to secure additional sources of financing.



As of the financial period ended April 30, 2006, New Pacific
had not generated any revenues from operations since its inception on May 22,
2001 and has accumulated a deficit of $72,783.



New Pacific anticipates spending approximately $10,000 for
exploration activities and capital expenditures during the next twelve months.
And, during its fiscal year ending October 31, 2006, and through the first
quarter ending January 31, 2007, New Pacific anticipates its corporate expenses
to be approximately $15,000.



The Company does not expect any significant changes in the
number of its employees within its fiscal year ending October 31, 2006.



During its fiscal year ending October 31, 2006 and its first
quarter ending January 31, 2007, management of New Pacific plans to satisfy its
cash requirements of approximately $25,000 by raising additional capital by way
of loans, private placements and/or a public offering, to satisfy working
capital needs.



In light of New Pacific's lack of revenues, and operating
capital, New Pacific's ability to continue as a going concern is dependent upon
future events, such as the successful development and exploration of mineral
properties, reliance on one set of mineral claims and New Pacific's ability to
engage the services of highly qualified consultants who have expertise in the
industry.



Additionally, continuation of the Company as a going concern is
dependent upon obtaining additional working capital to service its future
obligations. Management of the Company has developed a strategy, which it
believes will accomplish this objective through additional equity funding, and
long term financing, which will enable the Company to operate for the coming
year.





ITEM 3.  Controls and Procedures



(a) Evaluation of Disclosure Controls & Procedures.

Based on their evaluation as of the end of the period covered
by this Form 10-QSB, the Company's president, as its principal executive
officer, and secretary/treasurer, as its principal financial officer, have
carried out an evaluation of the effectiveness of the Company's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934). Based upon this evaluation, the principal
executive officer and principal financial officer have concluded the Company's
disclosure controls and procedures are effective in timely informing them of
material information relating to the Company required to be disclosed in its
reports under the Securities Exchange Act of 1934.

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(b) Changes in Internal Control over Financial Reporting.



There was no change in the Company's internal control over
financial reporting during the Company's fiscal quarter covered by this Form
10-QSB that has materially affected, or is reasonably likely to materially
affect, the Company's internal control over financial reporting.



PART II -- OTHER INFORMATION





ITEM 1.  Legal Proceedings.



We have no legal proceedings in effect.





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



There have been no changes in securities during this reporting
period.





ITEM 3.  Defaults Upon Senior Securities.

We incurred no defaults upon senior securities during this
reporting period.





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



None



ITEM 5.  Other Information.

In a letter dated, June 20, 2005, (previously filed with the Company's Form 10-QSB for the period ended 7-31-05 as Exhibit "99"), New Pacific was advised that the Riley 1-6 claims host a deposit which is located within an area which is surrounded by other companies and because of its location, the
 Company will have to option properties from several other tenure holders which would render the project economically unviable for New Pacific.  It was further recommended that New Pacific not continue the option agreement and return the property in good standing to the vendor, Cadre Capital Incorporated.

After taking this recommendation into consideration, the Company elected to abandon any further pre-exploration work on the Riley claims and to sell its interests in the claims.   The Company is seeking other business opportunities to generate revenues for the Company.

The Company entered into a Nonbinding Letter of Intent ("LOI") dated May 3, 2006, to acquire Tatonka Oil and Gas Company, LLC, a copy is attached herein as "Exhibit A".  The proposed terms of the acquisition are as follows:

The Company will execute a forward split of its currently issued and outstanding common stock on a four (4) for one (1) basis, creating a total of 36,000,000 common shares issued and outstanding.

The Company's current directors will irrevocably return to the treasury a total of 6,000,000 post split shares leaving a total of 30,000,000 commons shares issued and outstanding.

The Company will issue an additional 15,000,000 of new shares for the purchase of 100% of the Membership Interests in Tatonka Oil & Gas Company, LLC ("Tatonka"), which owns oil and gas leases.  This would result in a total of 45,000,000 shares of common stock issued and outstanding.

The Company will issue 10,000,000 post transaction shares of common stock at $1.00 per share and 10,000,000 warrants to purchase 10,000,000 shares of common stock exercisable at $3.00 per share.





ITEM 6.  Exhibits and Reports on Form 8-K.



(a) Exhibits



Exhibit
No.         Description of
Exhibit



31.1                   Certification
Required Pursuant to Section 302 of the Sarbanes-Oxley Act of 202 for period
ending
                           April
30, 2006

31.2                   Certification
Required Pursuant to Section 302 of the Sarbanes-Oxley Act of 202 for period
ending                           April
30, 2006

32.1                   Certification
Required Pursuant to Section 906 of the Sarbanes-Oxley Act of 202 for period
ending                           April
30, 2006

32.2                   Certification
Required Pursuant to Section 906 of the Sarbanes-Oxley Act of 202 for period
ending
                           April
30, 2006





(b) Reports on Form 8-K

There have been no reports filed on Form 8-K for the
period.

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SIGNATURES



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



New Pacific Ventures, Inc.(Registrant)





/s/Gerry JardineGerry JardinePresident

Date:  June 13, 2006

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EXHIBIT "A"

Tatonka Oil & Gas Company, LLC



Privileged and Confidential



May 3, 2006



Mr. Gerry JardineNew Pacific Ventures, Inc.213-630 Roche Point Dr.Vancouver, British Columbia,Canada V7H 3A1



Re:    New Pacific Ventures, Inc.         Nonbinding Letter of Intent



Dear Mr. Jardine:



We understand that there are presently 9,000,000 $0.001 par value common shares that are issued and outstanding of Hew Pacific Ventures, Inc. (the "Company").  The Company is a Colorado Corporation, which was incorporated on May 22, 2002 with authorized common stock of 100,000,000 shares at $0.001 par value and preferred stock of 25,000,000 shares at $0.001 par value.  The Company is a public corporation, has minimal assets and has approximately thirty-two (32) shareholders and is looking for a new acquisition of an operating business or assets.

You have offered the following proposed scenario:



1. The Company will agree to a four (4) for one (1) forward split crating a total of 36,000,000 common shares that will be issued and outstanding.
2. The Directors will agree to irrevocably return to the treasury a total of 6,000,000 shares leaving a total of issued and outstanding shares of 30,000,000 after the forward split.
3. The Company will agree to issue an additional 15,000,000 new shares for the purchase of 100% of the shares of Tatonka Oil & Gas Company, LLC ("Tatonka"), which owns oil and gas leases, resulting in a total of issued and outstanding common shares of 45,000,000.



The Company will then issue post transaction shares of 10,000,000 shares at $1.00 per share and 10,000,000 warrants to purchase 10,000,000 shares of common stock exercisable at $3.00 per share.  The Company will exert its best effort to be listed on the American Stock Exchange at completion of the offering.



The parties agree that this non-binding Letter of Intent (the "LOI") set forth an outline of the material terms and conditions for the contemplated and proposed combination.  This LOI will be followed by a Definitive Agreement (the "Definitive Agreement") subject to the approval by all parties.

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By this LOI, Tatonka is accepting your non-biding offer, subject to the terms and conditions set forth below:



1. The transaction will close 30 days from this date or sooner at the Company's option, unless the date of closing is extended by agreement between us.
2. During the period between this date and the closing, you will provide to Tatonka and attorneys corporate books, records and documents for review, as part of a due diligence.  This will specifically include, but not by way of limitation, the Minute Books and Stock books of the Company.
3. You will instruct the Company's outside CPA's and attorneys to interface with Tatonka's agents to provide all information about the Company and answer all questions.
4. Tatonka's agent's will conduct a diligence review of the Company, and will contact directly, or through agents, the company's officers, directors, attorney's, outside CPA's, existing creditors, and potential creditors, in connection with this review.
5. Tatonka must approve the condition of the Company, as a condition precedent to go forward and close the transaction.  If Tatonka disapproves the condition of the Company, we will notify you in writing prior to the date for closing, and upon such notification this Agreement shall automatically terminate and be of no further force or effect.
6. Prior to closing attorneys for Tatonka will prepare a detailed representation Agreement, which shall contain the representations and warranties you will be required to make as an officer on behalf of the Company, and as the Seller of the Control Block of Stock.
7. We shall each bear our own costs associated with the transaction contemplated by this Agreement.
8. During the period of due diligence review, you agree not to offer the shares for sale to anyone else; or enter into any transaction, nor to provide any information to any other potential Company regarding any transactions.
9. Tatonka will provide to the Company audited financial statements for its most recent year end and oil and gas reports in respect to its oil and gas projects, which shall be subject to due diligence review and compliance by the Company.



Definitive Documents.



Unless and until the definitive documents are executed and delivered, neither of the undersigned will have any right or obligation under this LOI.  It is anticipated that the definitive documents will contain provisions in addition to, but consistent with, the foregoing that are customary in similar agreements, including, without limitation, provisions regarding confidentiality, acceptance, warranties, limitations on warranties and liabilities, audit rights, publicity, termination, force majeure and other adjustments.

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Expenses.



Both parties will be responsible for all necessary and reasonable expenses of the due diligence process they may undertake on the other.



If the above terms are acceptable, please sign below, whereby this shall become a binding Agreement between us.



Very truly yours,



TATONKA OIL & GAS COMPANY, LLC





By: _________________________