UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB


(Mark One)

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

                 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2007.

                                       OR

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
    OF 1934


                  FOR THE TRANSITION FROM _______ TO ________.


                        COMMISSION FILE NUMBER 000-51302


                           MADISON EXPLORATIONS, INC.
        _________________________________________________________________
        (Exact Name of Small Business Issuer as Specified in its Charter)


            NEVADA
_______________________________                              ___________________
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)


     525 Seymour Street, Suite 900
         Vancouver, BC, Canada                                         V6B 3H7
________________________________________                              __________
(Address of principal executive offices)                              (Zip code)


                    Issuer's telephone number: (604) 974-0568
                       Issuer's fax number: (604) 974-0569


                                       N/A
________________________________________________________________________________
(Former  name,  former  address and former  fiscal year,  if changed  since last
report.  Former Address: 525 Seymour Street,  Suite 807, Vancouver,  BC, Canada,
V6B 3H7)


<PAGE>


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 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 an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes / / No /X/

Indicate by check mark whether the registrant is a shell company (as defined in
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 practicable date:

At  March 31, 2007,  and as of the date  hereof,  there  were  outstanding
113,020,000 shares of the Registrant's Common Stock, $.001 par value.

Transitional Small Business Disclosure Format: Yes / / No /X/


                                       -2-

<PAGE>


                                     PART I
                              FINANCIAL INFORMATION


ITEM 1. FINANCIAL STATEMENTS



                           MADISON EXPLORATIONS, INC.
                        (A Development Stage Enterprise)

                        CONSOLIDATED FINANCIAL STATEMENTS
                                    UNAUDITED

                                 MARCH 31, 2007
                                DECEMBER 31, 2006




<PAGE>


                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                             MANAGEMENT CERFICATION


The financial statements attached are prepared in accordance with U.S. generally
accepted accounting principles (U.S. GAAP). The financial statements have not
been audited. The Company's Treasurer certifies that the statements and the
notes thereto, present fairly, in all material respects, the financial position
of the issuer and the results of its operations and cash flows for the periods
presented, in conformity with accounting principles generally accepted in the
United States, consistently applied.




Joel Haskins
Madison Explorations Inc.
Treasurer



<PAGE>


                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)

                                    CONTENTS









FINANCIAL STATEMENTS

   Consolidated Balance Sheets                                           F-1

   Consolidated Statements of Operations                                 F-2

   Consolidated Statements of Stockholders' Equity (Deficit)             F-3

   Consolidated Statements of Cash Flows                                 F-4

   Notes to Consolidated Financial Statements                      F-5 - F-7

________________________________________________________________________________



<PAGE>

<TABLE>
<CAPTION>
                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                           CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)


                                                           March 31,       December 31,
                                                                2007               2006
                                                          __________       ____________
<S>                                                       <C>               <C>
                                     ASSETS

CURRENT ASSETS
     Cash                                                 $   12,064        $   20,422
     Deposits                                                  4,330             4,290
     Prepaid Expenses                                          1,010             1,001
                                                          __________        __________
            Total current assets                          $   17,404        $   25,713
                                                          __________        __________
                   Total assets                           $   17,404        $   25,713
                                                          ==========        ==========


                   LIABILITIES AND STOCKHOLDERS' (DEFICIT)

CURRENT LIABILITIES
     Accounts payable and accrued liabilities             $    5,844        $    2,500
     Note payable and accrued interest                        29,297            28,797
     Deferred revenue                                         50,000            50,000
     Officers loans and advances                              26,130            29,128
                                                          __________        __________
            Total current liabilities                     $  111,271        $  110,425
                                                          __________        __________


STOCKHOLDERS' (DEFICIT)
     Common stock: $.001 par value;
        authorized 500,000,000 shares;
        issued and outstanding:  113,020,000 shares
        at December 31, 2006 and 113,020,000
        shares at March 31, 2007                          $  113,020        $  113,020
     Additional paid-in capital                              (57,118)          (57,118)
     Accumulated other comprehensive income                   (4,432)           (4,295)
     Accumulated deficit during development stage           (145,337)         (136,319)
                                                          __________        __________
            Total stockholders' (deficit)                 $  (93,867)       $  (84,712)
                                                          __________        __________
                   Total liabilities and
                   stockholders' (deficit)                $   17,404        $   25,713
                                                          ==========        ==========


</TABLE>

          See Accompanying Notes to Consolidated Financial Statements.

                                      F-1

<PAGE>

<TABLE>
<CAPTION>


                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)


                                                                               June 15, 1998
                                                   Three months ended          inception) to
                                                 March 31,        March 31,        March 31,
                                                      2007             2006             2007
                                             _____________    _____________    _____________
<S>                                          <C>              <C>              <C>

Revenues                                     $           -    $           -    $      94,000

Cost of revenue                                          -                -                -
                                             _____________    _____________    _____________
           Gross profit                      $           -    $           -    $      94,000

Operating expenses
   Exploration and development               $         131    $       3,766    $     109,040
   General and administrative                        8,062            4,978          121,879
                                             _____________    _____________    _____________
           Operating (loss)                         (8,193)          (8,744)   $    (136,919)

Other expense                                          825              945            8,418
                                             _____________    _____________    _____________
   Net loss                                  $      (9,018)   $      (9,689)   $    (145,337)
                                             =============    =============    =============

   Net loss per share, basic
   and diluted                               $       (0.00)   $       (0.00)
                                             =============    =============
   Average number of shares
   of common stock outstanding                 113,020,000      112,822,222
                                             =============    =============

</TABLE>


         See Accompanying Notes to Consolidated Financial Statements.


                                      F-2

<PAGE>

<TABLE>
<CAPTION>


                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
            CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                                   (UNAUDITED)


                                                                              Accumulated
                                                                                Deficit       Accumulated
                                         Common Stock           Additional      During           Other
                                  ___________________________    Paid in      Development    Comprehensive
                                    Shares          Amount       Capital         Stage          Income          Total
                                  ___________     ___________   __________    ___________    _____________   _________
<S>                               <C>            <C>            <C>            <C>             <C>            <C>

June 15, 1998, issue
  common stock                     53,750,000     $    53,750   $  (53,320)   $         -     $         -    $     430
Net loss, December 31, 1999                                 -            -              -               -            -
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, December 31, 1999         53,750,000     $    53,750   $  (53,320)             -     $         -    $     430
Net loss, December 31, 2000                                 -            -              -               -            -
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, December 31, 2000         53,750,000     $    53,750   $  (53,320)   $         -     $         -    $     430
Net loss, December 31, 2001                                 -            -              -               -            -
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, December 31, 2001         53,750,000     $    53,750   $  (53,320)   $         -     $         -    $     430
Net loss, December 31, 2002                                 -            -              -               -            -
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, December 31, 2002         53,750,000     $    53,750   $  (53,320)   $         -     $         -    $     430
Net loss, December 31, 2003                                 -            -              -               -            -
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, December 31, 2003         53,750,000     $    53,750   $  (53,320)   $         -     $         -    $     430

Issuance of common stock for cash  59,070,000          59,070      (58,598)                                        472

June 14, 2004 forward stock split
   5000:1
Capital contribution                                                 5,000                                       5,000
Foreign currency adjustments                                                       (2,554)                      (2,554)
Net loss, December 31, 2004                                 -            -              -         (49,108)     (49,088)
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, December 31, 2004        112,820,000     $   112,820   $ (106,918)   $    (2,554)    $   (49,088)   $ (45,740)

Foreign currency adjustments                                                         (444)                        (444)
Net loss, December 31, 2005                                 -            -              -         (48,720)     (48,720)
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, December 31, 2005        112,820,000     $   112,820   $ (106,918)   $    (2,998)    $   (97,808)   $ (94,904)

Issuance of common stock for cash     200,000             200       49,800                                      50,000
Foreign currency adjustments                                                       (1,297)                      (1,297)
Net loss, December 31, 2006                                 -            -              -         (38,511)     (38,511)
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, December 31, 2006        113,020,000     $   113,020   $  (57,118)   $    (4,295)    $  (136,319)   $ (84,712)

Foreign currency adjustments                                                         (137)                        (137)
Net loss, March 31, 2007                                    -            -              -          (9,018)      (9,018)
                                  ___________     ___________   __________    ___________     ___________    _________
Balance, March 31, 2007           113,020,000     $   113,020   $  (57,118)   $    (4,432)    $  (145,337)   $ (93,867)
                                  ===========     ===========   ==========    ===========     ===========    =========
</TABLE>


         See Accompanying Notes to Consolidated Financial Statements.

                                      F-3

<PAGE>

<TABLE>
<CAPTION>


                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)



                                                                                                 Dec. 3, 1998
                                                                    Three months ended         (inception) to
                                                                March 31,         March 31,         March 31,
                                                                     2007              2006              2007
                                                               __________        __________     _____________
<S>                                                            <C>               <C>               <C>

Cash Flows From
Operating Activities
    Net loss                                                   $   (9,018)       $   (9,689)       $ (145,337)
    Adjustments to reconcile net loss
    to cash used in operating activities:
    Changes in assets and liabilities
    (Increase) in deposits                                            (40)                -            (4,330)
    (Increase) in prepaid expenses                                     (9)                -            (1,010)
    Increase (decrease) in accounts payable and accruals            3,344               252             5,844
    Increase in deferred revenue                                        -                 -            50,000
                                                               __________        __________        __________
         Net cash used in
            operating activities                               $   (5,723)       $   (9,437)          (94,833)
                                                               __________        __________        __________

Cash Flows From
Investing Activities
         Net cash provided used in
            investing activities                               $        -        $        -                 -
                                                               __________        __________        __________

Cash Flows From
Financing Activities
    Issuance of common stock                                   $        -        $   50,000        $   50,902
    Capital contribution                                                -                 -             5,000
    Officer loans and advances                                     (2,998)              321            26,130
    Note payable                                                      500               500            29,297
                                                               __________        __________        __________
         Net cash provided by (used in)
            financing activities                               $   (2,498)       $   50,821        $  111,329
                                                               __________        __________        __________

Effect of exchange rate changes on cash and
    cash equivalents                                           $     (137)       $     (141)       $   (4,432)
                                                               __________        __________        __________
         Net increase (decrease)
            in cash                                            $   (8,358)       $   41,243        $   12,064

Cash, beginning of period                                          20,422            56,288                 -
                                                               __________        __________        __________
Cash, end of period                                            $   12,064        $   97,531        $   12,064
                                                               ==========        ==========        ==========


</TABLE>


         See Accompanying Notes to Consolidated Financial Statements.

                                      F-4

<PAGE>


                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                   CONSOLIDATED NOTES TO FINANCIAL STATEMENTS


NOTE 1. BASIS OF PRESENTATION


The accompanying  unaudited Consolidated Financial Statements have been prepared
in accordance with accounting principles generally accepted in the United States
for interim financial information and with the instructions to Form 10-QSB. They
do not  include  all  information  and  notes  required  by  generally  accepted
accounting  principles for complete  financial  statements.  However,  except as
disclosed herein, there has been no material change in the information disclosed
in the notes to the  consolidated  financial  statements  included in the Annual
Report on Form 10-SB of Madison  Explorations,  Inc. for the year ended December
31, 2006.  When used in these notes,  the terms  "Company,"  "we," "us" or "our"
mean Madison  Explorations,  Inc. In the opinion of management,  all adjustments
(including  normal  recurring   accruals)   considered   necessary  for  a  fair
presentation  have been included.  Operating  results for the three month period
ended March 31, 2007 are not  necessarily  indicative of the results that may be
expected for the year ending December 31, 2006.


NOTE 2. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

GOING CONCERN

The accompanying  financial  statements have been prepared  assuming the Company
will continue as a going concern.  These financial  statements show that Madison
Explorations,  Inc. had a substantial working capital deficiency and that it has
suffered losses since inception. Management believes that the Company will still
need additional financing of approximately  $2,000,000 to continue to operate as
planned  during the  twelve-month  period  subsequent  to March 31, 2007.  These
conditions raise  substantial doubt about the Company's ability to continue as a
going concern.  These  financial  statements  have been prepared on the basis of
generally  accepted  accounting  principles as  applicable  to a going  concern,
however the future of Madison Explorations,  Inc. will depend upon the company's
ability to obtain  adequate  financing,  successfully  resolve  any  outstanding
contingencies  and  attain  profitable   operations.   Although  the  successful
resolution of these  uncertainties is not assured,  management is of the opinion
that current negotiations for financing and ultimate satisfactory  settlement of
any contingencies will allow the company to continue its operations.

Management  plans to obtain such financing  through private and public offerings
of debt and equity securities. However management cannot assure that the Company
will be able to obtain any or all of the  additional  financing  it will need to
continue to operate through at least March 31, 2008 or that, ultimately, it will
be able to generate any profitable commercial mining operations.  If the Company
is unable to obtain the required financing,  it may have to curtail or terminate
its operations and liquidate its remaining assets and liabilities.

The accompanying  financial statements do not include any adjustments related to
the   recoverability   and   classifications   of  assets  or  the  amounts  and
classification  of  liabilities  that might be  necessary  should the Company be
unable to continue its operations as a going concern


                                      F-5



<PAGE>


                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                   CONSOLIDATED NOTES TO FINANCIAL STATEMENTS


NOTE 2. NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

RECENT ACCOUNTING PRONOUNCEMENTS


SFAS No. 159 In February 2007, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial  Accounting  Standards ("SFAS") No. 159, "The Fair
Value Option for Financial Assets and Financial  Liabilities"  ("SFAS No. 159").
SFAS No.  159  provides  the  option  to report  certain  financial  assets  and
liabilities at fair value,  with the intent to mitigate  volatility in financial
reporting  that can occur when related  assets and  liabilities  are recorded on
different bases.  This statement is effective for us beginning  January 1, 2008.
We do not  expect  SFAS No. 159 to have a  material  impact on our  consolidated
financial statements.


FASB   Interpretation   No.  48  In  July  2006,   the  FASB  issued   Financial
Interpretation   No.  48,   "Accounting  for  Uncertainty  in  Income  Taxes--an
Interpretation  of FASB  Statement  No. 109" ("FIN 48").  FIN 48  clarifies  the
recognition  threshold and  measurement of a tax position taken on a tax return.
FIN 48 also requires  expanded  disclosure  with respect to the  uncertainty  in
income taxes. Effective January 1, 2007, we adopted the provisions of FIN 48


EITF Issue No.  06-10 In March 2007,  the  Emerging  Issues Task Force  ("EITF")
reached  a  consensus  on  EITF  Issue  No.  06-10,   "Accounting  for  Deferred
Compensation  and  Postretirement   Benefit  Aspects  of  Collateral  Assignment
Split-Dollar Life Insurance  Arrangements"  ("EITF 06-10").  EITF 06-10 provides
that an employer  should  recognize a liability for the  postretirement  benefit
related to collateral  assignment  split-dollar  life insurance  arrangements in
accordance with either SFAS No. 106,  "Employers'  Accounting for Postretirement
Benefits Other Than Pensions," or APB No. 12 "Omnibus  Opinion." Entities should
recognize  the effects of  applying  EITF 06-10  through  either (i) a change in
accounting principle through a cumulative-effect adjustment to retained earnings
or to other  components  of equity or net assets in the  statement  of financial
position  as of the  beginning  of the  year of  adoption  or (ii) a  change  in
accounting principle through retrospective application to all prior periods. The
provisions  of EITF  06-10  are  effective  as of  January  1,  2008 and are not
expected to have a material impact on our consolidated financial statements.


                                      F-6


<PAGE>


                           MADISON EXPLORATIONS, INC.
                        (A DEVELOPMENT STAGE ENTERPRISE)
                   CONSOLIDATED NOTES TO FINANCIAL STATEMENTS


NOTE 3. STOCKHOLDERS' EQUITY

NET LOSS PER COMMON SHARE

Net loss per share is calculated in accordance with SFAS No. 128,  "EARNINGS PER
SHARE." The  weighted-average  number of common shares  outstanding  during each
period  is used to  compute  basic  loss per  share.  Diluted  loss per share is
computed  using the weighted  averaged  number of shares and dilutive  potential
common shares  outstanding.  Dilutive  potential  common  shares are  additional
common shares assumed to be exercised.

The Company has no warrants or options outstanding at March 31, 2007 or December
31, 2006.


NOTE 4. NOTE PAYABLE

The Company has a note payable in the amount of $25,000 from Pale Face Holdings,
Ltd. The note provides for interest payable at 8% annually.  Accrued interest on
the note  payable  was $4,297 as at March 31, 2007 and $3,797 for the year ended
December  31, 2006.  The note payable  balance  including  accrued  interest was
$29,297 and $28,797 at March 31, 2007 and December 31, 2006, respectively.

NOTE 5. RELATED PARTY TRANSACTIONS

The  officers  of the  Company  have  advanced  funds to the Company to continue
ongoing  operations.  On June 25, 2004, two officers executed demand notes at 5%
interest for $15,000 in CAD ($12,992 USD) each. Also, funds were advanced to the
Company to form its  subsidiary.  A total of $147 in US dollars was advanced for
this purpose.  Since all funds advanced are due on demand,  this amount has been
classified as a liability in the accompanying financial statements. The officers
of the  Company  also  submit  expense  reports on a regular  basis of  expenses
incurred on behalf of the  Company in the normal  performance  of their  duties.
These  payable to the officers for  unreimbursed  expenses  totaled $0 and $0 in
Canadian funds at March 31, 2007 and December 31, 2006, respectively.

Interest on the notes payable for the quarter ended March 31, 2007, was $325 and
$1,314 for the year ended  December 31, 2006.  As of March 31, 2007 and December
31, 2006, the officer advances were $26,130 and $29,128, including $0 and $1,314
in accrued interest, respectively.



NOTE 6. COMPREHENSIVE INCOME


Accumulated other comprehensive income consists of the following:

<TABLE>
<CAPTION>


                                                         March 31, 2007        Dec. 31, 2006
                                                         ______________        _____________
<S>                                                      <C>                   <C>

       Foreign currency translation adjustment           $       (4,432)       $      (4,295)
                                                         ==============        =============

The components of other  comprehensive  income for the three-month  period ended
March 31, 2007 and the year ended December 31, 2006:


                                                         March 31, 2007        Dec. 31, 2006     Inception to date
                                                         ______________        _____________     _________________

       Foreign currency translation adjustment           $         (137)       $      (1,297)    $          (4,432)
                                                         ==============        =============     =================

</TABLE>


                                      F-7


<PAGE>


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

The following discussion regarding the Company and our business and operations
contains "forward-looking statements." These statements consist of any statement
other than a recitation of historical fact and can be identified by the use of
forward-looking terminology such as "may," "expect," "anticipate," "estimate" or
"continue" or its negative or other variations or comparable terminology. All
forward-looking statements are necessarily speculative and there are certain
risks and uncertainties that could cause actual events or results to differ
materially from those referred to in such forward-looking statements.

PLAN OF OPERATION

The Company was incorporated in June of 1998 under the name of "Madison-Taylor
General Contractors, Inc." and intended to engage as a general contractor for
constructing temporary buildings at exploratory mining locations. Madison-Taylor
General Contractors, Inc. was unable to implement the business and remained
inactive from 1998 until 2004. The Company commenced operations under its
current name in April of 2004. After implementing the Company's current plan of
operation, the Company has relied on advances and contributions of capital of
approximately $28,100 from our principal stockholders, an additional shareholder
loan of $25,000 and proceeds of approximately $144,000 from the sale of a 20%
interest in one of the Company's claims (Bulls Eye), the sale of a 15% interest
in another claim (Bronco), and a further sale of 15% in another claim
(Woodmountain North) to support its limited operations. The Company has also
entered into a private placement agreement whereby the Company issued 200,000
Regulation S Common shares in exchange for $50,000. As of March 31, 2007, the
Company had approximately $12,064 of cash. The Company will need additional
equity or debt financing of up to $2,000,000 to fully implement its planned
exploration program.

GEOLOGICAL REPORT: SOUTHERN SASKATCHEWAN

The Company has several specific exploration objectives:

(1) To locate one or more Kimberlite/Lamproite pipes, dykes or sills;
(2) To determine whether the Kimberlite/Lamproite contains Diamonds; and
(3) To determine if the diamond-bearing pipe could be the source of an
    economically viable mine.

Even if the Company locates Kimberlite, the finding of diamonds in Kimberlite is
rare and the finding of a commercial grade of diamonds is rarer.

We believe that exploration is by its very nature is evolutionary. Each
subsequent step is based on the foundation established by previous results. Even
then, diverse factors affect the process. Weather and seasons influence when
work can be commissioned. Previous results determine the direction for future
exploration and the availability of funds dictates what work can be budgeted for
each phase of exploration.

The Company has completed its initial phase of work on the Scout Lake properties
and now intends to continue the initial phase of work on some of its other
properties in the Wood Mountain District. The results at our Scout Lake
properties do not warrant spending further time and money at this location.
Phase one work should consist of a ground magnetometer survey at approximately
500 meter line-spacing. At the same time, surface samples should be taken of
till for heavy mineral evaluation. About 50 samples would cover the grid area
satisfactorily. If results warrant, a few lines of gravimetric surveying could
be done. Two or three RC drill holes (about 500 meter) would then test the
anomaly.


<PAGE>


Phase 1 - Initial Wood Mountain Evaluation

- Ground Magnetometer - 1 month Instrument Rental              1,800
- 50 Sample Collections - Processing @ $50 each                2,500
- Gravimetric Survey - Instrument Rental                         600
- Chemical Analysis - 50 @ $10 each                              500
- Personnel - Geologist 2 weeks @ $300/day                     4,200
- Personnel - Assistant 2 weeks @ $200/day                     2,800
- Accommodation - $100/day x 2                                 2,800
- Transportation - Truck Rental, Maintenance                   2,000
       Engineering & Supervision
- Engineering & Supervision                                    2,000
- Contingencies approximately 5%                                 900

Phase 1 Total                                                $20,100

Phase Two - Regional Program

The regional program of exploration is being proposed to locate kimberlite
diatremes. At present, we have regional to detailed heavy mineral anomalies and
regional to detailed magnetic anomalies. Unfortunately, the heavy mineral
dispersion is too widespread and the magnetic anomalies are too numerous to
allow reasonable drill target selection. The following systematic approach may
help us to alleviate this problem:

Regional Structural Study

Kimberlite pipe emplacement is governed by deep-seated structures that penetrate
stable Archean Cratons and allow the rapid rise of lower mantle ultramafic
magmas through diamond-bearing strata. Some of the major structures in southern
Saskatchewan are known, but it appears that a satellite imagery interpretation,
in particular of radar data, would be of value to us.

Regional Heavy Mineral Study

Heavy mineral data is already available to us from the government and other
available for purchase proprietary surveys. However, a large proportion of the
area of our interest remains without data.

It is proposed that a detailed heavy mineral survey be conducted over the area
with one sample being taken per township to start. The usual method of
processing heavy mineral samples, which includes, washing, sizing, gravity
separation by jig, tables or heavy liquids, microscopic hand-picking and
microprobe analysis would be prohibitively expensive. Therefore, the following
processing methodology is suggested:

(a) Sample till or stream sediments (about 20 kg).
(b) Wash and sieve sample in the field or nearby portable equipment to obtain a
    clean, sized fraction suitable for hydrosizing.
(c) Use a laboratory-sized elutriator (hydrosizer) to obtain a sized, heavy
    mineral fraction. Adjust density to retain all indicator minerals.
(d) Analyze for chromium and nickel and other trace elements by total fusion and
    ICP. This will provide an indicator for ultramafic rocks.
(e) Plot results and evaluate for trends.
(f) Some detailed HM testing, - microprobing grain-picking.

Wood Mountain Formation Study

Heavy minerals including standard indicator minerals and micro-diamonds have
been recovered from the unconsolidated sand and gravel deposits of the Wood
Mountain formation. We believe that a heavy mineral study of this formation and
a paleo-current study should be undertaken. The samples should be processed in
the same manner as in the "Regional Heavy Mineral Study."

Compilation of Geophysical Data

(a)  Aeromagnetic
(b)  Ground magnetic
(c)  Gravimetric
(d)  Seismic


<PAGE>


G.I.S. Compilation of all Data

A G.I.S. (Geographic Information Systems) compilation of the following data
should be undertaken in order to select the best drill targets:

(a)  Bedrock Geology
(b)  Surficial Geology (i.e. land surface to approximately 5 feet below)
(c)  Our HM Surveys
(d)  Government surveys
(e)  Federal-provincial geochem and HM
(f)  Aeromagnetic Data surveys
(g)  Gravity Data
(h)  Seismic Data
(i)  Ground Magnetic Data
(j)  Cratonic Age Data
(k)  Satellite Radar Imagery Interpretation

Phase 2 - Regional Program

Regional Structural Study
- Satellite Photos - 10 @ $200 each                                       2,000
- Interpretation - 10 hours @ $500                                        5,000
  - Digitizing                                                            3,000

Regional Heavy Mineral Study
- Sample collection - 600 samples @ $15 each                              9,000
- Vehicle  - FWD - 3 months @ $2,000/month                                6,000
- Detail Sample Collection - 1000 samples @ $15 each                     15,000
- Initial Processing                                                     24,000
- Washer/Sieve rental - 3 months @ $2,000/month                           6,000
- Sample Bags - 1,600 20Kg bags @ $1 each                                 1,600
- Sample Bags - 1,600 2Kg bags @ $1 each                                  1,600
- Elutriation (Hydraulic Separation of HM) - 1600 @ $18.75 each          30,000
- ICP (Induced Coupled Polarization) (total) - 1600 @ $10 each           16,000
- Digitizing                                                              3,000

Regional Surficial Geology Study
- Data Interpretation                                                     4,000
- Digitizing                                                              3,000

Compilation of Geophysical Data
- Data Collection                                                         2,500
- Data Interpretation                                                     5,000
- Digitizing                                                              4,000

G.I.S. Compilation
- Additional Data Collection                                              5,000
- Data Interpretation                                                     5,000
- Digitizing                                                              5,000

Engineering & Supervision
- Engineering & Supervision                                              15,000
- Contingencies approximately 5%                                          7,800

Phase 2 Total                                                          $178,500

Phase Three - Drilling and Confirmation

The goal of this phase will be to locate anomalous areas by the use of ground
magnetic surveys, and to prioritize each for test drilling.

Gravimetric Surveys will be completed over the ground magnetic anomalies - 1 or
2 lines per anomaly. Test Drilling will then be conducted to test the best
targets.

Phase 3 - Drilling and Confirmation

Ground Magnetic Surveys
- Instrument Rental - 3 months @ $1,600/month                             4,800
- Field computer Rental - 3 month @ $300/month                              900
- Operator/Assistant - 70 Days @ $300/day                                21,000

Gravimetric Survey
- Instrument Rental - 3 months @ $1,600/month                             3,000
- Operator/Assistant - 70 Days @ $300/day                                21,000
- Surveying                                                               6,000

Test Drilling
- 5,000 ft. @ $10                                                        50,000
- Cutting Analysis - 50 samples @ $500 each                              25,000

Engineering & Supervision
- Engineering & Supervision                                              13,000
Contingencies approximately 5%                                            6,700


<PAGE>


Phase 3 Total                                                          $151,400

24 Month Exploration Budget on new and future claims

The Company intends to option additional property by way of claim staking or
acquiring companies with promising mineral claims in the area of Southern
Saskatchewan and Northern Montana
________________________________________________________________________________

Planned Exploration on future Claims           Year 1            Year 2
________________________________________________________________________________

Claim Staking/property acquisition             50,000            50,000
________________________________________________________________________________

Property Exploration Expenditures             500,000           650,000
________________________________________________________________________________

                                             $550,000          $700,000
________________________________________________________________________________

The Company's business plan for the year 2007 will consist of further
exploration on the properties over which we hold mineral exploration claims and
options. As part of Phase Two, the Company also plans to continue staking
strategically important areas as more information becomes available with respect
to the geology of Southern Saskatchewan. The Company intends to use third party
contractors to collect soil samples, process and analyze the results, plot drill
targets, drill the identified targets and other exploration related work. The
Company completed its drill program at Scout Lake in 2005. The results of the
drill program do not warrant spending further time and money at this location.
The main thrust of our program will now be in the Val Marie area of the Wood
Mountain district in Southern Saskatchewan. As of May 15, 2007 the Company
has 56 mineral claims in Southern Saskatchewan.

The combination of numerous indicator minerals (pyrope garnets and chrome
diopsides) and magnetic anomalies make this area a prime target. The indicator
mineral suite is identical chemically to that of the Fort a la Corne district.
An early drilling program is anticipated for this area. Additional targets in
the Wood Mountain district and other areas will also be investigated. Keating
analysis of existing geophysical data over the Company's claim holdings has
identified 6 potential diamond targets, including the 3 targets that were
previously designated as high priority drill targets. Preliminary investigation
of these targets will be carried out to assess the possibility of diamond
deposits existing on the Company's properties.

The Company estimates that we will require approximately $2,000,000 Canadian to
conduct its full exploration program over a two year period. This amount will be
used to pay for prospecting and geological mapping, airborne surveys, lodging
and food for workers, transportation of workers to and from the work sites,
fuel, pick-up truck rentals, assays, drilling, equipment rental, additional
claim staking, and supervision.

The officers and directors have agreed to pay all costs and expenses of having
the Company comply with the federal securities laws (and being a public company)
should the Company be unable to do so. We estimate that these costs will be
approximately $20,000 per year. Our officers and directors have also agreed to
pay the other expenses of the Company, excluding those direct costs and expenses
of data gathering and mineral exploration, should the Company be unable to do
so. To implement our business plan, we will need to secure financing for our
business development. We have no source for funding at this time.

If we are unable to raise additional funds to satisfy our reporting obligations,
investors will no longer have access to current financial and other information
about our business affairs.

Additional funding to conduct either our full exploration program or a partial
exploration program will depend upon our ability to secure loans or obtain
either private or public financing. We have had some preliminary negotiations
for funding that have been unsuccessful and we currently have not undertaken any
further negotiations. There is no assurance that we will be able to obtain such
funding on any terms or terms acceptable to us and if adequate funds are not
available, we believe that our business development will be adversely affected.
Accordingly, there is no assurance that we will be able to continue in business.


<PAGE>


OFF-BALANCE SHEET ARRANGEMENTS

The Company does not have any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
stockholders.


ITEM 3. CONTROLS AND PROCEDURES.

We carried out an evaluation, under the supervision and with the participation
of our management, including our Chief Executive Officer and Chief Financial
Officer, of the effectiveness of our disclosure controls and procedures, as
defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934
as of the end of the period covered by this report. Based on that evaluation,
our Chief Executive Officer and Chief Financial Officer have concluded that our
disclosure controls and procedures as of March 31, 2007 were effective at a
level that provides reasonable assurance to ensure that information required to
be disclosed by us in reports that we file or submit under the Securities
Exchange Act of 1934 is recorded, processed, summarized and reported within the
time periods specified in the Securities and Exchange Commission's rules and
forms.

There have been no changes in our internal controls over financial reporting or
in other factors that could materially affect, or are reasonably likely to
affect, our internal controls over financial reporting during the quarter ended
March 31, 2007.


                                     PART II
                                OTHER INFORMATION


ITEM 1 - LEGAL PROCEEDINGS

None


ITEM 2 - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

There were no unregistered sales of equity securities during the three month
period ended March 31, 2007.


ITEM 3 - DEFAULTS BY THE COMPANY ON ITS SENIOR SECURITIES

None


ITEM 4 - SUBMISSION OF MATTER TO VOTE OF SECURITY HOLDERS

None


ITEM 5. OTHER INFORMATION.


BOARD MEETING.

Our board held one meeting during the current quarter, which was a special
meeting by written consent.


<PAGE>


AUDIT COMMITTEE.

Our board of directors has not established an audit committee. In addition, we
do not have any other compensation or executive or similar committees. We will
not, in all likelihood, establish an audit committee until such time as the
Company generates a positive cash flow of which there can be no assurance. We
recognize that an audit committee, when established, will play a critical role
in our financial reporting system by overseeing and monitoring management's and
the independent auditors' participation in the financial reporting process. At
such time as we establish an audit committee, its additional disclosures with
our auditors and management may promote investor confidence in the integrity of
the financial reporting process.

Until such time as an audit committee has been established, the full board of
directors will undertake those tasks normally associated with an audit committee
to include, but not by way of limitation, the (i) review and discussion of the
audited financial statements with management, and (ii) discussions with the
independent auditors the matters required to be discussed by the Statement On
Auditing Standards No. 61 and No. 90, as may be modified or supplemented.

Our board of directors consistent with our intent to enhance the reliability and
credibility of our financial statements, have submitted the financial statements
included in this Form 10-QSB to our independent auditor prior to the filing of
this report.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

There were no reports on Form 8-K filed during the quarter for which this report
is filed.

The following exhibits are filed with this report:

31.1 Certification of Chief Executive Officer.

31.2 Certification of Chief Financial Officer.

32.1 Section 906 Certification of Chief Executive Officer.

32.2 Section 906 Certification of Chief Financial Officer.


                                   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: May 15, 2007                 MADISON EXPLORATION, INC.


                                    BY: /s/ KEVIN M. STUNDER
                                        ________________________________________
                                            Kevin M. Stunder
                                            Chief Executive Officer and Director



                                    BY: /s/ JOEL HASKINS
                                        ________________________________________
                                            Joel Haskins
                                            Chief Financial Officer and Director