**UNITED STATES****SECURITIES AND EXCHANGE COMMISSION****Washington, D.C. 20549****FORM 10-QSB****[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE					ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED OCTOBER 31, 2007					[  ]   ****TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES					EXCHANGE ACT OF 1934**For the transition period from              to              Commission File No. 0-51400Stellar Resources Ltd.(Name of Small Business Issuer in its charter)

| Nevada                                                         |  | 98-0373867                                 |
|----------------------------------------------------------------|--|--------------------------------------------|
| (State or other jurisdiction of incorporation or organization) |  | (I.R.S. Employer							Identification No.) |
| 3155 East Patrick Lane, Suite 1, Las Vegas, Nevada | 89120-3481 |
|----------------------------------------------------|------------|
| (Address of principal executive offices)           | (Zip Code) |

**APPLICABLE ONLY TO CORPORATE ISSUERS**State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practical date.  The total number of shares of Common Stock, par value $0.001 per share, outstanding as of December 14, 2007 was 28,640,196.

----

TABLE OF CONTENTS

Part  I – FINANCIAL INFORMATION				Item 1.         Financial Statements:				                    Balance Sheets                                                                                                               5				                    Statements of Operations                                                                                                6                    Statements of Cash Flows                                                                                               7                    Notes to Financial Statements                                                                                         8Item 2.         Management’s Discussion and Analysis or Plan of Operations                                        13Item 3.         Control and Procedures                                                                                                16				Part II – OTHER INFORMATIONItem 1.         Legal Proceedings                                                                                                        17Item 2.         Unregistered Sales of Equity Securities and Use of Proceeds                                         17Item 3.         Defaults Upon Senior Securities                                                                                    17Item 4.         Submission of Matters to a Vote of Security Holders                                                     17Item 5.         Other Information                                                                                                         17Item 6.         Exhibits                                                                                                                        17SIGNATURES                                                                                                                                18

2

----

**THE REMAINDER OF THIS PAGE IS LEFT BLANK INTENTIONALLY**

******

3

----

**STELLAR RESOURCES LTD.(An Exploration Stage Company)					FINANCIAL STATEMENTS					OCTOBER 31, 2007					(Unaudited)**

****

****

****

****

4

----

**STELLAR RESOURCES LTD. (An Exploration Stage Company)						BALANCE SHEETS**

****

****

| ****                                                                                                                                                                                             | **OCTOBER 31,** | **JULY 31**     |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|-----------------|-----------------|
| ****                                                                                                                                                                                             | **2007**        | **2007**        |
|                                                                                                                                                                                                  |                 |
|                                                                                                                                                                                        |                 | (Unaudited)     |  |  |
| **ASSETS**                                                                                                                                                                                       | ****            | ****            |  |  |
|                                                                                                                                                                                        | ****            | ****            |  |  |
| Current                                                                                                                                                                                          | ****            | ****            |  |  |
|      Cash                                                                                                                                                               | **$**           | **-**           | $ | 159 |
|      Prepaid expenses                                                                                                                                                   | ****            | **-**           |  | 900 |
|                                                                                                                                                                                                  |                 |
|                                                                                                                                                                                        | ****            | ****            |  |  |
|                                                                                                                                                                                                  | **$**           | **-**           | $ | 1,059 |
| ======================================================================                                                                                                                           |
|                                                                                                                                                                                        | ****            | ****            |  |  |
| **LIABILITIES**                                                                                                                                                                                  | ****            | ****            |  |  |
|                                                                                                                                                                                        | ****            | ****            |  |  |
| Current                                                                                                                                                                                          | ****            | ****            |  |  |
|      Bank indebtedness                                                                                                                                                  | **$**           | **18**          | $ | -     |
|      Accounts payable and accrued liabilities                                                                                                                           | ****            | **15,033**      |  | 7,701 |
|      Notes payable (Note 4)                                                                                                                                             | ****            | **23,678**      |  | 20,908 |
|      Due to related parties (Note 6)                                                                                                                                    | ****            | **146,959**     |  | 126,367 |
|                                                                                                                                                                                                  |                 |
|                                                                                                                                                                                                  | ****            | **185,688**     |  | 154,976 |
|                                                                                                                                                                                                  |                 |
|                                                                                                                                                                                        | ****            | ****            |  |  |
| **STOCKHOLDERS’ DEFICIT**                                                                                                                                                                  | ****            | ****            |  |  |
|                                                                                                                                                                                        | ****            | ****            |  |  |
| Capital stock (Note 5)                                                                                                                                                                           | ****            | ****            |  |  |
|      Authorized:                                                                                                                                                        | ****            | ****            |  |  |
|         200,000,000 common shares with a par value of $0.001							           per share           | ****            | ****            |  |  |
|      Issued and outstanding:                                                                                                                                            | ****            | ****            |  |  |
|         28,640,196 common shares (July 31, 2007 – 28,640,196							           common shares) | ****            | ****
**28,640** |  | 28,640 |
| Additional paid-in capital                                                                                                                                                                       | ****            | **914,166**     |  | 914,166 |
| Deferred stock compensation                                                                                                                                                                      | ****            | **(224,050)**   |  | (284,450) |
| Deficit accumulated during the exploration stage                                                                                                                                                 | ****            | **(896,856)**   |  | (807,239) |
| Accumulated other comprehensive loss                                                                                                                                                             | ****            | **(7,588)**     |  | (5,034) |
|                                                                                                                                                                                                  |                 |
|                                                                                                                                                                                                  | ****            | **(185,688)**   |  | (153,917) |
|                                                                                                                                                                                                  |                 |
|                                                                                                                                                                                        | ****            | ****            |  |  |
|                                                                                                                                                                                                  | **$**           | **-**           | $ | 1,059 |
| ======================================================================                                                                                                                           |
|                                                                                                                                                                                                  |                 |                 |  |  |

----

**STELLAR RESOURCES LTD. (An Exploration Stage Company)						STATEMENTS OF OPERATIONS						(Unaudited)**

****

| ****                                                                                     |                        | CUMULATIVE								RESULTS OF								OPERATIONS								FROM APRIL 9,								1999								(INCEPTION) |
|------------------------------------------------------------------------------------------|------------------------|----------------------------------------------------------------------------------------------------|
| ****                                                                                     | **THREE MONTHS ENDED** | TO                                                                                                 |
| ****                                                                                     | **OCTOBER 31**         | OCTOBER 31                                                                                         | OCTOBER 31, |
| ****                                                                                     | **2007**               | 2006                                                                                               | 2007 |
|                                                                                          |
|                                                                                |                        |                                                                                                    |  |  |  |  |
| **Expenses**                                                                             | ****                   | ****                                                                                               |  |  |  |  |
|      Consulting fees                                            | **$**                  | **-**                                                                                              | $ | - | $ | 27,780 |
|      Filing fees                                                | ****                   | **1,806**                                                                                          |  | 1,313 |  | 26,830 |
|      Foreign exchange (gain) loss                               | ****                   | **265**                                                                                            |  | (2,272) |  | 13,968 |
|      General and administrative                                 | ****                   | **571**                                                                                            |  | 179 |  | 19,858 |
|      Interest expense                                           | ****                   | **216**                                                                                            |  | 1,018 |  | 14,852 |
|      Investor relations                                         | ****                   | **4,500**                                                                                          |  | - |  | 19,814 |
|      Mineral property expenditures                              | ****                   | **5,002**                                                                                          |  | - |  | 146,050 |
|      Professional fees                                          | ****                   | **16,857**                                                                                         |  | 7,705 |  | 100,813 |
|      Stock-based compensation                                   | ****                   | **60,400**                                                                                         |  | 281,200 |  | 525,950 |
|      Travel                                                     | ****                   | **-**                                                                                              |  | - |  | 941 |
|                                                                                          |                        |
|                                                                                          | ****                   | **89,617**                                                                                         |  | 289,143 |  | 896,856 |
|                                                                                          |                        |
|                                                                                | ****                   | ****                                                                                               |  |  |  |  |
| **Net Loss**                                                                             | **$**                  | **(89,617)**                                                                                       | $ | (289,143) | $ | (896,856) |
| ==========================================================================               |
|                                                                                          | ****                   | ****                                                                                               |  |  |  |  |
| **Basic and Diluted Net Loss Per Common								Share**                                   | **$**                  | **(0.00)**                                                                                         | $ | (0.01) |  |  |
| ==========================================================================               |
|                                                                                          | ****                   | ****                                                                                               |  |  |  |  |
| **Weighted Average Number of Common								Shares Outstanding – Basic and Diluted** | ****                   | ****
**28,640,196**                                                                                |  | 23,610,021 |  |  |
| ==========================================================================               |

----

**STELLAR RESOURCES LTD.(An Exploration Stage Company)						STATEMENTS OF CASH FLOWS						(Unaudited)**

****

| ****                                                                                                                                                         | ****                   | CUMULATIVE								RESULTS OF								OPERATIONS								FROM APRIL 9,								1999								(INCEPTION) |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------|------------------------|----------------------------------------------------------------------------------------------------|
| ****                                                                                                                                                         | **THREE MONTHS ENDED** | TO                                                                                                 |
| ****                                                                                                                                                         | **OCTOBER 31**         | OCTOBER 31                                                                                         | OCTOBER 31, |
| ****                                                                                                                                                         | **2007**               | 2006                                                                                               | 2007 |
|                                                                                                                                                              |
|   							
****                                                                                                                                     | ****                   | ****                                                                                               | **** |  |  |  |
| **Cash Flows from Operating Activities**                                                                                                                     | ****                   | ****                                                                                               | **** |  |  |  |
|      Net loss                                                                                                                       | **$**                  | **(89,617)**                                                                                       | **$** | (289,143) | $ | (896,856) |
|                                                                                                                                                    | ****                   | ****                                                                                               | **** |  |  |  |
| **Adjustments to Reconcile Net Loss to Net Cash								   Provided by (Used in) Operating Activities**                                        | ****                   | ****                                                                                               | **** |  |  |  |
|      Realized foreign exchange on settlement of notes payable                                                                       | ****                   | ****
**-**                                                                                         | **** | (2,273) |  | 12,523 |
|      Stock-based compensation                                                                                                       | ****                   | **60,400**                                                                                         | **** | 281,200 |  | 525,950 |
|      Accrued interest                                                                                                               | ****                   | **216**                                                                                            | **** | 1,018 |  | 16,840 |
|    Changes in operating assets and liabilities:                                                                                               | ****                   | ****                                                                                               | **** |  |  |  |
|      Prepaid expenses                                                                                                               | ****                   | **900**                                                                                            | **** | (3,600) |  | - |
|      Accounts payable and accrued liabilities                                                                                       | ****                   | **7,332**                                                                                          | **** | 5,649 |  | 15,033 |
|                                                                                                                                                              |                        |
|      Net cash provided by (used in) operating activities                                                                            | ****                   | **(20,769)**                                                                                       | **** | 5,772 |  | (326,510) |
|                                                                                                                                                              |                        |
|                                                                                                                                               | ****                   | ****                                                                                               | **** |  |  |  |
| **Cash Flows from Financing Activities**                                                                                                                     | ****                   | ****                                                                                               | **** |  |  |  |
|      Proceeds from issuance of common stock                                                                                         | ****                   | **-**                                                                                              | **** | - |  | 90,233 |
|      Proceeds from notes payable                                                                                                    | ****                   | **-**                                                                                              | **** | - |  | 89,300 |
|      Amounts due to related parties                                                                                                 | ****                   | **20,592**                                                                                         | **** | 8,815 |  | 146,959 |
|                                                                                                                                                              |                        |
|      Net cash provided by financing activities                                                                                      | ****                   | **20,592**                                                                                         | **** | 8,815 |  | 326,492 |
|                                                                                                                                                              |                        |
|                                                                                                                                                    | ****                   | ****                                                                                               | **** |  |  |  |
| **Net (Decrease) Increase in Cash**                                                                                                                          | ****                   | **(177)**                                                                                          | **** | 1,666 |  | (18) |
| **  **                                                                                                                                             | ****                   | ****                                                                                               | **** |  |  |  |
| **Cash, Beginning**                                                                                                                                          | ****                   | **159**                                                                                            | **** | 371 |  | - |
|                                                                                                                                                              |                        |
| **  **                                                                                                                                             | ****                   | ****                                                                                               | **** |  |  |  |
| **Cash (Bank Indebtedness), Ending**                                                                                                                         | **$**                  | **(18)**                                                                                           | **$** | 2,037 | $ | (18) |
| ==================================================================================                                                                           |
| **  **                                                                                                                                             | ****                   | ****                                                                                               | **** |  |  |  |
| **  **                                                                                                                                             | ****                   | ****                                                                                               | **** |  |  |  |
| **Supplemental Disclosures of Cash Flow								   Information**                                                                               | ****                   | ****                                                                                               | **** |  |  |  |
|      Interest paid                                                                                                                  | **$**                  | **-**                                                                                              | **$** | - | $ | - |
|      Income taxes paid                                                                                                              | **$**                  | **-**                                                                                              | **$** | - | $ | - |
| ==================================================================================                                                                           |
| **  **                                                                                                                                             | ****                   | ****                                                                                               | **** |  |  |  |
| **Supplemental Disclosure for Non-Cash Investing								   and Financing Activities**                                                         | ****                   | ****                                                                                               | **** |  |  |  |
|                                                                                                                                                              | ****                   | ****                                                                                               | **** |  |  |  |
|      Common shares issued on settlement of notes							        payable and accrued interest | ****
**$**             | ****
**-**                                                                                         | ****
**$** | 102,573 | $ | 102,573 |
| ==================================================================================                                                                           |
|                                                                                                                                                              |                        |                                                                                                    |  |  |  |  |  |

----

**STELLAR RESOURCES LTD.(An Exploration Stage Company)					NOTES TO FINANCIAL STATEMENTS					OCTOBER 31, 2007					(Unaudited)**

**1.       NATURE OF CONTINUED OPERATIONS AND BASIS OF PRESENTATION**

> 
The Company was incorporated in the State of Nevada on April 9, 1999 and is in the exploration stage of its mineral property activities.  Effective January 6, 2003, the Company changed its name from V.I.P.C. Com to Stellar Resources Ltd.  The accompanying financial statements have been prepared assuming the Company will continue as a going concern.  This contemplates that assets will be realized and liabilities and commitments satisfied in the normal course of business.					In February 2007, the Company signed a letter of intent with Filiac Holdings S.A., (Filiac), a Luxembourg-based private company, to acquire a patent and intellectual property related to a water-saving irrigation system.  As at October 31, 2007, the Company has not made any payment pursuant to this agreement in either cash or common stock of the Company.  Refer to Note 8.					Effective October 20, 2006, the Board of Directors authorized a 1 for 6 forward stock split on the common shares.  The authorized number of common shares remain at 200,000,000 common shares with a par value of $0.001.  All references in the accompanying financial statements to the number of common shares have been restated to reflect the forward stock split.					To date, the Company has not generated any revenues from operations and had a working capital deficit of $185,688 and an accumulated deficit of $896,856 at October 31, 2007.  The Company’s continuance of operations is contingent on raising additional working capital, and on the future development of its mineral property interest located in British Columbia, Canada. Accordingly, these factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company is currently negotiating with several parties to provide equity financing sufficient to finance additional exploration work and provide working capital for the next twelve months. Although there is no assurance that management’s plans will be realized, management believes that the Company will be able to continue operations in the future.  The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue operating as a going concern.					The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

****

****

****

****

8

----

**STELLAR RESOURCES LTD.(An Exploration Stage Company)					NOTES TO FINANCIAL STATEMENTS					OCTOBER 31, 2007					(Unaudited)**

**1.       ****NATURE OF CONTINUED OPERATIONS AND BASIS OF PRESENTATION (continued)**

> 
**Unaudited Interim Financial Statements**The accompanying unaudited interim financial statements have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB of Regulation S-B. They may not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the year ended July 31, 2007 included in the Company’s Annual Report on Form 10-KSB filed with the Securities and Exchange Commission. The interim unaudited financial statements should be read in conjunction with those financial statements included in the Form 10-KSB. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal and recurring adjustments have been made.  Operating results for the three months ended October 31, 2007 are not necessarily indicative of the results that may be expected for the year ending July 31, 2008.

****

****

****

****

**2.       RECENT ACCOUNTING PRONOUNCEMENTS**
> 
In June 2007, the FASB issued EITF Issue No. 07-03, “Accounting for Non-Refundable Advance Payments for Goods or Services to Be Used in Future Research and Development Activities”*(*"EITF 07-03").  EITF 07-03 provides guidance on whether non-refundable advance payments for goods that will be used or services that will be performed in future research and development activities should be accounted for as research and development costs or deferred and capitalized until the goods have been delivered or the related services have been rendered.  EITF 07-03 is effective for fiscal years beginning after December 15, 2007.  The Company does not expect adoption of this standard to have a significant impact on the Company's financial position and results of operations.

**3.       RESOURCE PROPERTY**
> 
By an agreement dated June 28, 2002 with Diamant Resources Ltd., a company with a director in common, the Company acquired an option to acquire a 50% interest in certain mineral claims located in the Fort St. John region of British Columbia, Canada.  In order to earn a 50% interest, the Company was required to pay $3,298 (Cdn$5,000) by June 30, 2002, $3,619 (Cdn$5,000) by July 30, 2003, and must incur certain other property expenditures.  As of July 31, 2006, the Company had satisfied these requirements and earned its 50% interest in all the mineral claims listed in the agreement. To date, the Company has completed its initial diamond exploration program at an aggregate cost of $101,589.  The Company is responsible for paying ongoing claim maintenance costs.

****

****

9

----

**STELLAR RESOURCES LTD.(An Exploration Stage Company)					NOTES TO FINANCIAL STATEMENTS					OCTOBER 31, 2007					(Unaudited)**

**4.       NOTES PAYABLE**

> 
As of October 31, 2007 the Company had received a total of $18,860 (Cdn$18,000), (July 31, 2007:- $16,880, (Cdn$18,000) at various dates from unrelated third parties by way of demand promissory notes bearing interest at the Bank of Canada prime rate plus 2% (6.75% as of October 31, 2007).  As at October 31, 2007:- $4,818 (July 31, 2007:-$4,028) of accrued interest is payable.					On October 3, 2006, pursuant to two separate share-for-debt agreements, the Company issued 1,230,876 post split common shares in settlement of notes payable amounting to $89,006 and accrued interest of $13,567.					During the three months ended October 31, 2007, the Company recorded foreign exchange transaction losses of $2,554 (October 31, 2006: $3,781) in connection with these notes payable and accrued interest payable as a result of fluctuations in the foreign exchange rate.

****

****

****

****

****

**5.       CAPITAL STOCK**

****
|            | a)        | Effective October 20, 2006, the Company completed a forward split its shares of common stock at a ratio of a six (6) new shares, for each one (1) old share currently held.                               |
|--------------------------------------------------------------|----------------------------------------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|                                                    |                                              |                                                                                                                                                                                                           |
|                                                              | b)                                           | On October 3, 2006, under a restricted stock award agreement, the Company issued 6,000,000 shares of restricted common stock with a fair value of $750,000 to the Company’s President. (See Note 6) |
|                                                    |                                              |                                                                                                                                                                                                           |
|                                                              | c)                                           | On October 3, 2006, pursuant to two separate share-for-debt agreements, the Company issued 1,230,876 common shares in settlement of notes payable amounting to $89,006 and accrued interest of $13,567.   |
> 
Stock-based compensation expense during the three months ended October 31, 2007 totaled $60,400 (October 31, 2006 – $281,200) and a remaining unearned amount of $224,050 has been recorded as deferred stock compensation.

****

**6.       RELATED PARTY TRANSACTIONS**
> 
During the three months ended October 31, 2007, a director advanced funds to the Company totaling $20,592 (October 31, 2006:-$8,815).  At October 31, 2007, an amount of $146,959 (July 31, 2007:-$126,367) was owing to this director.  These advances are unsecured, non-interest bearing and have no specific terms of repayment.

10

----

**STELLAR RESOURCES LTD.(An Exploration Stage Company)					NOTES TO FINANCIAL STATEMENTS					OCTOBER 31, 2007					(Unaudited)**

**6.       RELATED PARTY TRANSACTIONS (continued)**

> 
On October 3, 2006, under a restricted stock award agreement, the Company issued 6,000,000 shares of restricted common stock with a fair value of $750,000 to the Company’s President.  These shares have a vesting provision as follows: 2,100,000 shares vested immediately, 1,950,000 vest on October 3, 2007 and the final 1,950,000 shares vest on October 3, 2008. The fair value of the restricted stock award which amounted to $750,000 is being amortized on a straight line basis over the vesting period.  Upon termination of employment between the Company and its president, any shares not previously vested will be forfeited and returned to the Company’s treasury.					The restricted stock award has been accounted for as deferred compensation whereby the fair value of the award is recorded as a reduction of stockholders’ equity until earned by the award holder. At such time, the appropriate amounts will be charged to operations.  Pursuant to this restricted stock award during the three month period ended October 31, 2007 the Company has recorded stock based compensation of $60,400 (October 31, 2006 - $281,200), and the remaining unearned amount has been recorded as deferred stock compensation.

****

****

****

****

****

****

****

**7.       CONTINGENCIES**
> 
The Company operates in the field of mineral exploration and is therefore subject to provincial and federal environmental regulations.  Due to the diversity of these regulations compliance, at all times, cannot be assured.

****

****

**8.       COMMITMENTS**
> 
In February 2007, the Company signed a letter of intent with Filiac Holdings S.A., a Luxembourg-based private company, to acquire a patent and intellectual property related to a water-saving irrigation system.  As consideration for the acquisition, the Company, within 24 months of the agreement, agreed to pay $2,500,000 in cash or issue shares of its common stock of equivalent value for each of the patent and intellectual property for a total consideration of $5,000,000. If completed, the acquisition of the patent and intellectual property would allow the Company to further develop a special container with a water reservoir and slow water distribution system for irrigation purposes. This transaction is subject to the Company’s completion of its due diligence, which is still ongoing, the execution of a definitive agreement and Filiac entering into a commercial contract for the distribution of its products.  As at October 31, 2007, the Company is not obligated and has not made any payment pursuant to this agreement in either cash or common stock of the Company.

11

----

**STELLAR RESOURCES LTD.(An Exploration Stage Company)					NOTES TO FINANCIAL STATEMENTS					OCTOBER 31, 2007					(Unaudited)**

**8.       COMMITMENTS (continued)**

> 
On November 9, 2006, the Company entered into an investor relations services contract whereby the Company agreed to pay a contractual fee of $1,500 per month plus expenses incurred over the term of the contract.  The contract can be cancelled by either party upon 30 days notice.

****

****

**9.       RECLASSIFICATION**

> 
Certain comparative figures have been reclassified to conform with the current period’s presentation.

12

----

. Resource 

****

****

13

----

****

14

----

15

----

16

----

****

****

****

****

****

****

****

**Item 1.     Legal Proceedings**We are not aware of any pending litigation nor do we have any reason to believe that any such litigation exists.**Item 2.     Unregistered Sales of  Equity Securities and Use of Proceeds**Effective October 20, 2006, the Company completed a forward split of its shares of common stock at a ratio of a six (6) new shares for each one (1) old share currently held.			On October 3, 2006, under a restricted stock award agreement, the Company issued 6,000,000 post-split shares of restricted common stock with a fair value of $750,000 to the Company’s President.			On October 3, 2006, pursuant to two separate share-for-debt agreements, the Company issued 1,230,876 post-split common shares in settlement of notes payable amounting to $89,006 and accrued interest of $13,567.			Stock-based compensation expense recognized during the three months ended October 31, 2007 totaled $60,400 (October 31, 2006 - $281,200) and a remaining $224,050 has been recorded as deferred stock compensation.**Item 3.     Defaults Upon Senior Securities**None.**Item 4.     Submission of Matters to Vote a of Security Holders**No matters were submitted to a vote of the Company's shareholders during the three months ended October 31, 2007.**Item 5.     Other Information**Report on Form 8-K filed by the Issuer November 13, 2007.**Item 6.     Exhibits**31.1      Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.			31.2      Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

17

****

****

----

**SIGNATURES**

Pursuant to 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 thereunto duly authorized.				Dated:  December 17, 2007				STELLAR RESOURCES LTD.				By: /s/ Kathy Whyte                          Kathy Whyte				      President, Director, CEO and CFO

18

****

****

****

****

****

****

****

----

****