SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
DC 20549





FORM
10-Q








x QUARTERLY REPORT UNDER
SECTION 13 OR 15(d) OF THE


SECURITIES
EXCHANGE ACT OF 1934





For
the nine month period ended September 30, 2008





o TRANSITION REPORT UNDER
SECTION 13 OR 15(d) OF THE


SECURITIES
EXCHANGE ACT OF 1934





For the
transition period from __________ to __________





Commission
file number:  000-52482





GEORGIA
INTERNATIONAL MINING CORP.


(Exact
name of Small Business Issuer as Specified in its Charter)





Nevada
            20-2308107(State
      or Other Jurisdiction
            (I.R.S.
      Employerof
      Incorporation or
            IdentificationOrganization)
            Number)





2601
      E. Turquoise Drive, Phoenix, AZ 85028(Address
      of registrant's principal executive
offices)





Tel:
602-206-3582


(Issuer’s
Telephone Number, Including Area Code)





Check
whether the Issuer (1) filed all reports required to be filed by Section 13 or
15(d) of the Exchange Act during the past 12 months (or for such shorter period
that the Registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.





Yes x         
No o





Indicate
by check mark whether the Issuer is a shell company (as defined by Rule 12b-2 of
the Exchange Act).




Yes x         
No o





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





Common,
$.001 par value per share: 8,265,300outstanding as of November
13, 2008.








GEORGIA
INTERNATIONAL MINING CORP.


TABLE OF CONTENTS






PART I - FINANCIAL
      INFORMATION
            1Item 1.
            Financial Statements
            1Item 2.
            Management’s Discussion and Analysis or Plan of
      Operation
            12Item 3.
            Quantitative and Qualitative Disclosures about Market
      Risks
            16Item 4.
            Controls and Procedures
            16Item 4T.
            Controls and Procedures
            17PART II - OTHER
      INFORMATION
            17Item 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
            18SIGNATURES
            19


































Table of Contents




PART I - FINANCIAL INFORMATION




Item 1.    Financial
Statements.







GEORGIA
INTERNATIONAL MINING CORPORATION





CONSOLIDATED


FINANCIAL
STATEMENTS


For
the Nine Months ended September 30, 2008





INDEX
TO


CONSOLIDATED
FINANCIAL STATEMENTS











Balance Sheet
            Page
            F-1Statement of Operations
            Page
            F-2Statement of Changes in Cash Flows
            Page
            F-3Notes to the Financial Statements
            Page
            F-4 to F10






















Page
1
 Table of Contents




GEORGIA
      INTERNATIONAL MINING CORPORATION(An
      Exploration Stage Company)Consolidated
      Balance SheetSeptember
      30, 2008(US
      Dollars)September
      30
            
            
            December
      31,2008
            
            
            2007(unaudited)
            
            
            (audited)AssetsCurrent:Cash
      on hand
            
            $
            2,915
            
            
            $
            3,580Accounts
      receivable
            
            
            250
            
            
            
            250Prepaid
      expenses and deposits (Note 3)
            
            
            -
            
            
            
            8,7663,166
            
            
            
            12,596Mineral
      Property (Note 4)
            
            
            7,038
            
            
            
            7,038$
            10,204
            
            
            $
            19,634LiabilitiesCurrent:Amounts
      Payable
            
            $
            2,500
            
            
            $
            1,799Due
      to related parties   (Note 5)
            
            
            122,927
            
            
            
            114,425Total
      Liabilities
            
            
            125,427
            
            
            
            116,224Stockholders
      Equity and DeficitCapital
      stock, $0.001 par value, 70,000,000 sharesauthorized, 8,265,300
      issued and outstanding
            
            
            14,730
            
            
            
            14,730-
            
            
            
            -Deficit,
      per Exhibit “B”
            
            
            (129,953
            )
            
            
            (111,320
            )-
            
            
            
            -Total
      Equity
            
            
            (115,223
            )
            
            
            (96,590
            )$
            10,204
            
            
            $
            19,634Continuing
      operations (Note 1)The
      accompanying notes are integral part of these financial
      statementsF-1





Page
2
 Table of Contents




GEORGIA
      INTERNATIONAL MINING CORPORATION(An
      Exploration Stage Company)Consolidated
      Statement of OperationsFor
      the Nine Months Ended September 30, 2008(US
      Dollars)(Unaudited)September
      30,
                2008
              
              
              September
      30,
                2007
              
              
              September
      30,
                2008
              
              
              September
      30,
                2007
              
              
              Cumulative
      From January 19, 2005 (Date of Inception)
                to
      September 30,nine
      months
              
              
              nine
      months
              
              
              three
      months
              
              
              three
      months
              
              
              2008Revenue
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -
              
              
              $
              -General
      and administrative expenses
              
              
              (18,633
              )
              
              
              (21,158
              )
              
              
              (4,937
              )
              
              
              (9,862
              )
              
              
              (94,953
              )Operating
      Loss
              
              
              (18,633
              )
              
              
              (18,633
              )
              
              
              (4,937
              )
              
              
              (9,862
              )
              
              
              (94,953
              )Other
      ItemsWritedown
      of mineral property
              
              
              -
              
              
              
              35,000
              
              
              
              -
              
              
              
              -
              
              
              
              35,000Net
      Loss
              
              $
              (18,633
              )
              
              $
              (56,158
              )
              
              $
              (56,158
              )
              
              $
              (56,158
              )
              
              $
              (129,953
              )Net
      loss per weighted-average share -Basic
      and fully diluted
              
              $
              (0.002
              )
              
              $
              (0.007
              )
              
              $
              (0.007
              )
              
              $
              (0.007
              )Weighted
      average number of common shares outstanding:Basic
      and fully diluted
              
              
              8,200,000
              
              
              
              8,200,000
              
              
              
              8,200,000
              
              
              
              8,200,000The
      accompanying notes are an integral part of these financial
      statementsF-2


Page
3
 Table of Contents


GEORGIA
      INTERNATIONAL MINING CORPORATION(An
      Exploration Stage Company)Consolidated
      Statement of Changes in Cash FlowsFor
      the Nine Months Ended September 30, 2008(US
      Dollars)(Unaudited)September
      30,
                2008
              
              
              September
      30,
                2007
              
              
              Cumulative
      From January 19, 2005 (Date of Inception) to September 30,
                2008Operating
      activities:Net
      (Loss), per Exhibit “B”
              
              $
              (18,633
              )
              
              
              (56,158
              )
              
              $
              (129,953
              )Net
      change in non-cash working capitalSubscriptions
      receivable
              
              $
              -
              
              
              
              (250
              )
              
              
              (250
              )Prepaid
      expenses
              
              
              8,766
              
              
              
              (19,166
              )
              
              
              -Accounts
      payable
              
              
              701
              
              
              
              (4,062
              )
              
              
              2,500Writedown
      of mineral property
              
              
              -
              
              
              
              35,000
              
              
              
              35,000Cash
      flows (used in) operating activities
              
              
              (9,166
              )
              
              
              (44,636
              )
              
              
              (92,702
              )Investing
      activity:Purchase
      of mineral properties
              
              
              -
              
              
              
              (7,038
              )
              
              
              (42,038
              )Cash
      flows (used in) investing activities
              
              
              -
              
              
              
              (7,038
              )
              
              
              (42,038
              )Financing
      activities:Loans
      from related parties
              
              
              8,503
              
              
              
              47,390
              
              
              
              122,926Common
      shares issued
              
              
              -
              
              
              
              6,530
              
              
              
              14,730Cash
      flows from financing activities
              
              
              8,503
              
              
              
              53,920
              
              
              
              137,656-
              
              
              
              -
              
              
              
              -Net
      increase ( decrease)  in cash
              
              
              -664
              
              
              
              2,246
              
              
              
              2,914Cash,
      beginning of period
              
              
              3,580
              
              
              
              1,615
              
              
              
              -Cash,
      end of period
              
              $
              2,914
              
              
              $
              3,861
              
              
              $
              2,914The
      accompanying notes are an integral part of these financial
      statementsF-3





Page
4
 Table of Contents




GEORGIA
INTERNATIONAL MINING CORPORATION


(An
Exploration Stage Company)


Notes to Consolidated Financial Statements


For
the Nine Months Ended September 30, 2008


(Unaudited)





1.      
Exploration Stage Company





Georgia
International Mining Corporation (“the “Company”) was incorporated under the
laws of the State of Nevada on January 19, 2005 with authorized common stock of
70,000,000 shares at $0.001 par value.  Georgia was organized for the
purpose of conducting mining exploration, developing mining sites and producing
minerals to the consumer markets. The Company has not presently determined
whether its properties contain mineral reserves that are economically
recoverable.




These
consolidated financial statements have been prepared on a going concern basis,
which implies the Company will continue to realize its assets and discharge its
liabilities in the normal course of business. The Company has not generated any
revenues since inception and has never paid any dividends and is unlikely to pay
dividends or generate earnings in the immediate or foreseeable future. The
continuation of the Company as a going concern is dependent upon the continued
financial support from its shareholders, the ability of the Company to obtain
necessary equity financing to continue operations and to determine the
existence, discovery and successful exploitation of economically recoverable
reserves in its resource properties, confirmation of the Company’s interests in
the underlying properties, and the attainment of profitable operations. As at
September 30, 2008, the Company has a working capital deficit of $122,261 and
has accumulated losses of $129,953 since inception. These consolidated financial
statements do not include any adjustments to the recoverability and
classification of recorded asset amounts and classification of liabilities that
might be necessary should the Company be unable to continue as a going concern.
These factors raise substantial doubt regarding the Company’s ability to
continue as a going concern.





2.      
Summary of Significant Accounting Policies




a)      
Basis of Presentation and Consolidation




These
consolidated financial statements and related notes are presented in accordance
with accounting principles generally accepted in the United States, and are
expressed in US dollars. These consolidated financial statements include the
accounts of the Company and its wholly owned subsidiary, E G Gold Mines Canada,
Inc. (“E G Gold”), a company incorporated in the Province of British Columbia,
Canada, on December 13, 2006. All intercompany transactions and balances have
been eliminated. The Company’s fiscal year end is December 31.




b)      
Interim Financial Statements




The
unaudited interim consolidated financial statements have been prepared in
accordance with accounting principles generally accepted in the United States
for interim financial information, and are presented in United States dollars.
Accordingly, they do not include all of the information and footnotes required
by generally accepted accounting principles for complete financial statements.
The unaudited interim consolidated financial statements have been prepared in
accordance with the accounting principles and policies described in the
Company’s annual consolidated financial statements for the year ended
December 31, 2007, and should be read in conjunction with those statements.
In the opinion of management, all adjustments (consisting of normal and
recurring accruals) considered necessary for fair presentation of the Company’s
financial position, results of operations and cash flows have been included.
Operating results for the nine month period ended September 30, 2008 are not
necessarily indicative of the results that may be expected for the year ended
December 31, 2008.








F-4





Page
5
 Table of Contents




GEORGIA
INTERNATIONAL MINING CORPORATION


(An
Exploration Stage Company)


Notes
to Consolidated Financial Statements


For
the Nine Months Ended September 30, 2008


(Unaudited)







2.      
Summary of Significant Accounting Policies (continued)




c)      
Use of Estimates




The
preparation of these consolidated financial statements in conformity with U.S.
generally accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of the consolidated
financial statements and the reported amounts of revenues and expenses during
the reporting period. The Company regularly evaluates estimates and assumptions
related to donated expenses, and deferred income tax asset valuations. The
Company bases its estimates and assumptions on current facts, historical
experience and various other factors that it believes to be reasonable under the
circumstances, the results of which form the basis for making judgments about
the carrying values of assets and liabilities and the accrual of costs and
expenses that are not readily apparent from other sources. The actual results
experienced by the Company may differ materially and adversely from the
Company’s estimates. To the extent there are material differences between the
estimates and the actual results, future results of operations will be
affected.




d)      
Cash and Cash Equivalents




The
Company considers all highly liquid instruments with maturity of three months or
less at the time of issuance to be cash equivalents.




e)      
Basic and Diluted Net Income (Loss) Per Share




The
Company computes net income (loss) per share in accordance with SFAS No. 128,
"Earnings per Share"
(SFAS 128). SFAS 128 requires presentation of both basic and diluted earnings
per share (EPS) on the face of the income statement. Basic EPS is computed by
dividing net income (loss) available to common shareholders (numerator) by the
weighted average number of shares outstanding (denominator) during the period.
Diluted EPS gives effect to all dilutive potential common shares outstanding
during the period including stock options, using the treasury stock method, and
convertible preferred stock, using the if-converted method. In computing diluted
EPS, the average stock price for the period is used in determining the number of
shares assumed to be purchased from the exercise of stock options or warrants.
Diluted EPS excludes all dilutive potential shares if their effect is
anti-dilutive.




f)      
Financial Instruments




The fair
values of cash, investments, accounts payable, accrued liabilities, amounts due
to shareholders and amounts due to related parties, approximate their carrying
values due to the immediate or short-term maturity of these financial
instruments.  Foreign currency transactions are primarily undertaken
in Canadian dollars. The financial risk is the risk to the Company’s operations
that arise from fluctuations in foreign exchange rates and the degree of
volatility to these rates.  Currently, the Company does not use
derivative instruments to reduce its exposure to foreign currency
risk.









F-5


Page
6
 Table of Contents


GEORGIA
INTERNATIONAL MINING CORPORATION


(An
Exploration Stage Company)


Notes
to Consolidated Financial Statements


For
the Nine Months Ended September 30, 2008


(Unaudited)




2.      
Summary of Significant Accounting Principles (continued)




g)      
Foreign Currency Transactions/Balances




The
Company’s functional currency is the United States dollar. The consolidated
financial statements of the Company are translated to United States dollars in
accordance with SFAS No. 52 “Foreign Currency Translation”
(“SFAS No. 52). Monetary assets and liabilities denominated in foreign
currencies are translated using the exchange rate prevailing at the balance
sheet date. Gains and losses arising on translation or settlement of foreign
currency denominated transactions or balances are included in the determination
of income. Foreign currency transactions are primarily undertaken in Canadian
dollars. The Company has not, to the date of these consolidated financials
statements, entered into derivative instruments to offset the impact of foreign
currency fluctuations.




The
functional currency of the wholly owned subsidiary is the Canadian dollar. The
financial statements of the subsidiary are translated to United States dollars
in accordance with SFAS No. 52 using period-end rates of exchange for assets and
liabilities, and average rates of exchange for the year for revenues and
expenses. Translation gains (losses) are recorded in accumulated other
comprehensive income (loss) as a component of stockholders’ equity. Foreign
currency transaction gains and losses are included in current
operations.




h)      
Mineral Property Costs





The
Company is primarily engaged in the acquisition, exploration and development of
mineral properties.


Mineral
property acquisition costs are capitalized in accordance with EITF 04-2 when
management has determined that probable future benefits consisting of a
contribution to future cash inflows have been identified and adequate financial
resources are available or are expected to be available as required to meet the
terms of property acquisition and budgeted exploration and development
expenditures.  Mineral property acquisition costs are expensed as
incurred if the criteria for capitalization are not met.  In the event
that mineral property acquisition costs are paid with Company shares, those
shares are valued at market at the time the shares are due.





Mineral
property exploration costs are expensed as incurred. When mineral properties are
acquired under option agreements with future acquisition payments to be made at
the sole discretion of the Company, those future payments, whether in cash or
shares, are recorded only when the Company has made or is obliged to make the
payment or issue the shares.  Because option payments do not meet the
definition of tangible property under EITF 04-2, all option payments are
expensed as incurred.





When it
has been determined that a mineral property can be economically developed as a
result of establishing proven and probable reserves and pre feasibility, the
costs incurred to develop such property are capitalized.  Estimated
future removal and site restoration costs, when determinable are provided over
the life of proven reserves on a units-of-production basis.  Costs,
which include production equipment removal and environmental remediation, are
estimated each period by management based on current regulations, actual
expenses incurred, and technology and industry standards.  Any charge
is included in exploration expense or the provision for depletion and
depreciation during the period and the actual restoration expenditures are
charged to the accumulated provision amounts as incurred.







F-6


Page
7
 Table of Contents




GEORGIA
INTERNATIONAL MINING CORPORATION


(An
Exploration Stage Company)


Notes
to Consolidated Financial Statements


For
the Nine Months Ended September 30, 2008


(Unaudited)





2.      
Summary of Significant Accounting Principles (continued)





i)      
Long-Lived Assets




In
accordance with SFAS No. 144, “Accounting for the Impairment or Disposal of
Long-Lived Assets”, the Company tests long-lived assets or asset groups for
recoverability when events or changes in circumstances indicate that their
carrying amount may not be recoverable. Circumstances which could trigger a
review include, but are not limited to: significant decreases in the market
price of the asset; significant adverse changes in the business climate or legal
factors; accumulation of costs significantly in excess of the amount originally
expected for the acquisition or construction of the asset; current period cash
flow or operating losses combined with a history of losses or a forecast of
continuing losses associated with the use of the asset; and current expectation
that the asset will more likely than not be sold or disposed significantly
before the end of its estimated useful life.




Recoverability
is assessed based on the carrying amount of the asset and its fair value which
is generally determined based on the sum of the undiscounted cash flows expected
to result from the use and the eventual disposal of the asset, as well as
specific appraisal in certain instances. An impairment loss is recognized when
the carrying amount is not recoverable and exceeds fair value.




j)      
Comprehensive Loss




SFAS No.
130, “Reporting Comprehensive
Income” establishes standards for the reporting and display of
comprehensive loss and its components in the financial statements. As at
February 28, 2007, the Company’s only component of comprehensive loss was
foreign currency translation adjustments.




k)      
Income Taxes




Potential
benefits of income tax losses are not recognized in the accounts until
realization is more likely than not. The Company has adopted SFAS No. 109 “Accounting for Income Taxes”
as of its inception. Pursuant to SFAS No. 109 the Company is required to compute
tax asset benefits for net operating losses carried forward. Potential benefit
of net operating losses have not been recognized in these financial statements
because the Company cannot be assured it is more likely than not it will utilize
the net operating losses carried forward in future years.




l)      
Stock-based Compensation




Prior to
January 1, 2006, the Company accounted for stock-based awards under the
recognition and measurement provisions of Accounting Principles Board Opinion
No. 25, “Accounting for Stock
Issued to Employees” using the intrinsic value method of accounting,
under which compensation expense was only recognized if the exercise price of
the Company’s employee stock options was less than the market price of the
underlying common stock on the date of grant. Effective January 1, 2006, the
Company adopted the fair value recognition provisions of SFAS No. 123R “Share Based Payments”, using
the modified retrospective transition method. The Company has not issued any
stock options or share based payments since its inception. Accordingly, there
was no effect on the Company’s reported loss from operations, cash flows or loss
per share as a result of adopting SFAS No 123R.








F-7


Page
8
 Table of Contents




GEORGIA
INTERNATIONAL MINING CORPORATION


(An
Exploration Stage Company)


Notes
to Consolidated Financial Statements


For
the Nine Months Ended September 30, 2008


(Unaudited)






m)      
Recent Accounting Pronouncements





The
Company adopted Statement of Position No. 98-5 (“SOP 98-5”), “Reporting the
Costs of Start-Up Activities.” SOP 98-5 requires that all non-governmental
entities expense the cost of start-up activities, including organizational costs
as those costs are incurred.





The
Company adopted Statement of Financial Accounting Standards (“FAS”) No. 130,
“Reporting Comprehensive Income”. FAS No.130 requires that the components and
total amounts of comprehensive income be displayed in the financial statements.
Comprehensive income includes net income and all changes in equity during a
period that arises from non-owner sources, such as foreign currency items and
unrealized gains and losses on certain investments in equity securities. The
Company’s components of comprehensive income (loss) consist of a net
loss.





In
December 1999, The United States Securities and Exchange Commission


("SEC")
issued Staff Accounting Bulletin No. 101 ("SAB 101"), "Revenue Recognition in
Financial Statements."  SAB 101 summarized certain of the SEC's views
regarding the application of generally accepted accounting principles to revenue
recognition in financial statements. In June 2000, the SEC amended SAB 101 to
require companies with fiscal years beginning after December 15, 1999 to
implement the provisions of SAB 101 no later than the fourth fiscal quarter. The
Company adopted the provisions of SAB


101 at
its inception. The Company does not believe that the adoption has any material
effect on its financial statements.




In
February 2007, the Financial Accounting Standards Board (FASB) issued SFAS No.
159, “The Fair Value Option
for Financial Assets and Financial Liabilities – Including an Amendment of FASB
Statement No. 115”.  This statement permits entities to choose
to measure many financial instruments and certain other items at fair value.
Most of the provisions of SFAS No. 159 apply only to entities that elect the
fair value option. However, the amendment to SFAS No. 115 “Accounting for Certain Investments
in Debt and Equity Securities” applies to all entities with
available-for-sale and trading securities. SFAS No. 159 is effective as of the
beginning of an entity’s first fiscal year that begins after November 15, 2007.
Early adoption is permitted as of the beginning of a fiscal year that begins on
or before November 15, 2007, provided the entity also elects to apply the
provision of SFAS No. 157, “Fair Value Measurements”. The
adoption of this statement is not expected to have a material effect on the
Company's financial statements.




In
September 2006, the Financial Accounting Standards Board (“FASB”) issued SFAS
No. 158, “Employers’ Accounting for Defined Benefit Pension and Other
Postretirement Plans – an amendment of FASB Statements No. 87, 88, 106, and
132(R)”. This statement requires employers to recognize the overfunded or
underfunded status of a defined benefit postretirement plan (other than a
multiemployer plan) as an asset or liability in its statement of financial
position and to recognize changes in that funded status in the year in which the
changes occur through comprehensive income of a business entity or changes in
unrestricted net assets of a not-for-profit organization. This statement also
requires an employer to measure the funded status of a plan as of the date of
its year-end statement of financial position, with limited exceptions. The
provisions of SFAS No. 158 are effective for employers with publicly traded
equity securities as of the end of the fiscal year ending after December 15,
2006. The adoption of this statement is not expected to have a material effect
on the Company's future reported financial position or results of
operations.






F-8


Page
9
 Table of Contents


GEORGIA
INTERNATIONAL MINING CORPORATION


(An
Exploration Stage Company)


Notes
to Consolidated Financial Statements


For
the Nine Months Ended September 30, 2008


(Unaudited)




2.      
Summary of Significant Accounting Principles (continued)




m)      
Recent Accounting Pronouncements (continued)




In
September 2006, the FASB issued SFAS No. 157, “Fair Value Measurements”. The
objective of SFAS No. 157 is to increase consistency and comparability in fair
value measurements and to expand disclosures about fair value measurements. SFAS
No. 157 defines fair value, establishes a framework for measuring fair value in
generally accepted accounting principles, and expands disclosures about fair
value measurements. SFAS No. 157 applies under other accounting pronouncements
that require or permit fair value measurements and does not require any new fair
value measurements. The provisions of SFAS No. 157 are effective for fair value
measurements made in fiscal years beginning after November 15, 2007. The
adoption of this statement is not expected to have a material effect on the
Company's future reported financial position or results of
operations.




In June
2006, the Financial Accounting Standards Board (FASB) issued FASB Integration
No. 48, “Accounting for Uncertainty in Income Taxes, an interpretation of FASB
Statements No. 109” (FIN 48). FIN 48 clarifies the accounting for uncertainty in
income taxes by prescribing a two-step method of first evaluating whether a tax
position has met a more likely than not recognition threshold and second,
measuring that tax position to determine the amount of benefit to be recognized
in the financial statements. FIN 48 provides guidance on the presentation of
such positions within a classified statement of financial position as well as on
de-recognition, interest and penalties, accounting in interim periods,
disclosure, and transition. FIN 48 is effective for fiscal years beginning after
December 15, 2006. The adoption of this standard is not expected to have a
material effect on the Company’s results of operations or financial
position.





In March
2006, the FASB issued SFAS No. 156, "Accounting for Servicing of Financial
Assets, an amendment of FASB Statement No. 140, Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities". This
statement requires all separately recognized servicing assets and servicing
liabilities be initially measured at fair value, if practicable, and permits for
subsequent measurement using either fair value measurement with changes in fair
value reflected in earnings or the amortization and impairment requirements of
Statement No. 140. The subsequent measurement of separately recognized servicing
assets and servicing liabilities at fair value eliminates the necessity for
entities that manage the risks inherent in servicing assets and servicing
liabilities with derivatives to qualify for hedge accounting treatment and
eliminates the characterization of declines in fair value as impairments or
direct write-downs. SFAS No. 156 is effective for an entity's first fiscal year
beginning after September 15, 2006. The adoption of this statement is not
expected to have a material effect on the Company's future reported financial
position or results of operations.




The FASB
has issued SFAS No. 155 “Accounting for Certain Hybrid
Financial Instruments” and SFAS No. 156 “Accounting for Servicing of
Financial Assets”, but they will not have any relationship to the
operations of the Company. Therefore a description and its impact for each on
the Company’s operations and financial position have not been
disclosed.




n)      
Reclassifications




Certain
reclassifications have been made to the prior year’s consolidated financial
statements to conform to the current period’s presentation.





3.      
Prepaid Expenses





In March
15, 2007 the Company prepaid $20,000 for transfer agency fees for a period of
one year.  As of September 30, 2008, $20,000 has been allocated to
transfer agent expenses. The Company also issued $5,000 to TD Canada Trust as a
deposit for the corporate visa during the period ended September 30,
2008.







F-9


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10
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GEORGIA
INTERNATIONAL MINING CORPORATION


(An
Exploration Stage Company)


Notes
to Consolidated Financial Statements


For
the Nine Months Ended September 30, 2008


(Unaudited)





4.      
Mineral Property Interest





On July
30, 2005 Georgia signed an option agreement with Firstline Environmental
Solutions Inc, A Florida Corporation “FESI” to purchase three mineral claims
numbers; 506335, 506336 and 506337 located in the Cariboo District, British
Columbia. The claims are part of the Burns Group Mineral Claim that, encompass
3,900 hectare or 12,000 acres. The option price is $285,000 of which, $35,000
was paid upon signing the agreement and the remaining balance of $250,000 is
payable on two installments (i) $125,000 due on June 30, 2007 and (ii) $125,000
due on June 2008.





The
agreement stipulates that Georgia must commence mineral exploration on the
properties as soon its securities are listed on a public market, and will have
one year from that date to complete its exploration program on the three mineral
claims. FESI may cancel this agreement and Georgia will not be entitled to
recover its $35,000 investment in the event that Georgia does not complete the
exploration by June 30, 2007.





On June
30, 2007, the option to purchase the three mineral claims expired as the Company
was unable to pay the installment of $125,000, due June 30, 2007 and complete
its required exploration program on the claims. Pursuant to the option
agreement, the Company will not be entitled to recover its initial $35,000
investment in said claims, and the amount has been written off in the financial
statements.





On
January 8, 2007 the Company’s wholly owned subsidiary, E G Gold Mines Inc.
entered into an agreement with the President to acquire 100% of his rights to
mineral claim #204547 which is located approximately 40 miles south of Wells,
British Columbia, Canada.  The claim is situated in the Cariboo
Mountains and contains 25 cells (approximately 1,500 acres) of gold mining
property





The
purchase price is $7,038 USD ($8,010 CDN) which is the same amount the President
paid for the claim on original acquisition including the $10 CDN registration
fee. The parties have signed a promissory note whereby the full amount of $7,038
is due on demand, has no specific terms of repayment, is non-interest bearing
and is unsecured





5.      
Related Party Transactions





During
the period ended September 30, 2008 the Company’s President and Director loaned
the Company $122,927 (December 31, 2007: $114,425) to finance working
capital.  The loan does not bear any interest and no specific
repayment date.





All loans
are recorded at face value and are expected to be paid during the 2008 fiscal
year.  As such, these loans are recorded as current
liabilities.





6.      
Common Stock





In March
2007, the Company authorized subscription agreements for 65,300 common shares at
$0.10 per share pursuant to the issuer’s Registration Statement filed on Form
SB-2 which became effective February 14, 2007. The proceeds of $6,530 were
deposited in April 2007 and the shares were issued April 18, 2007.













F-10





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





The
following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our financial statements and the
related notes thereto contained elsewhere in this Form 10-Q.





SEC Rule
405 under the Securities Exchange Act defines a "shell company" as a registrant
with no or nominal operations and no or nominal assets or just assets consisting
entirely of cash.  A shell company is required to identify itself as such
on the cover page of its periodic SEC reports.  In the event of certain
corporate reorganizations effecting a change in control of the SEC reporting
company with an otherwise privately held company, a shell company is
required to make extensive additional disclosures regarding the shell company
and the privately held company whose objective may be to become an SEC
reporting, public company.  We have identified ourselves as a shell company
because of our limited operations and assets to date.  It is not our plan
or intention to seek out or entertain proposals for reorganization of our
company with any other company which would result in a change in control or
change in our business objective of being a successful mining
company.   The point at which a potential shell company's operations
and assets would no longer be considered nominal is not defined in the Rule and
has not been clarified by any SEC pronouncements or judicial
interpretations.  We intend to re-evaluate our operations and assets as
well as any additional legal clarification prior to the filing of every report
to determine if it is appropriate to change our self determined
status.





Forward-Looking
Statements


This
discussion contains forward-looking statements that involve risks and
uncertainties. All statements regarding future events, our future financial
performance and operating results, our business strategy and our financing plans
are forward-looking statements. In many cases, you can identify forward-looking
statements by terminology, such as “may”, “should”, “expects”, “intends”,
“plans”, “anticipates”, “believes”, “estimates”, “predicts”, “potential” or
“continue” or the negative of such terms and other comparable
terminology.  These statements are only predictions.  Known
and unknown risks, uncertainties and other factors could cause our actual
results to differ materially from those projected in any forward-looking
statements.  We do not intend to update these forward-looking
statements.





Overview


Georgia
International Mining Corp.  (referred to herein as the “Company”,
“we”, “us” and “our”) is primarily engaged in the mining business and the
purpose of the company is to explore minerals for commercial use. The main focus
is on the precious metal such as gold, diamond and silver. The secondary focus
will be on the prime industrial metals such as copper and zinc. The
mineralization focus is based on the market breadth and width for each type of
mineral. The precious metals are used to hedge against economic fluctuations and
for personal use, such as jewelry, and therefore its market is much greater then
the industrial metals which, depends on economic conditions related to the
manufacturing sector.





We will
be engaged in the exploration of potential commercial mineral deposits. The
current claims are without any known reserves.





Georgia
International Mining Corporation was incorporated on January 19, 2005 in the
State of Nevada. Upon formation, 8,200,000 shares were issued to twenty-two
investors, including our officers and director for $8,200 or $0.001 per share.
Our president and director, Mark Hague purchased 4,000,000 shares.  There
are no bankruptcy, receivership, or similar proceedings against the parent or
operating subsidiary.





On July
30, 2005 Georgia signed an option agreement with Firstline Environmental
Solutions Inc, A Florida Corporation “FESI” to purchase three mineral claims
numbers; 506335, 506336 and 506337 located in the Cariboo District, British
Columbia. The claims are part of the Burns Group Mineral Claim that, encompass
3,900


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12
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hectare
or 12,000 acres. The option price is $285,000 of which, $35,000 was paid upon
signing the agreement and the remaining balance of $250,000 is payable on two
installments (i) $125,000 due on June 30, 2007 and (ii) $125,000 due on June
2008.





The
agreement stipulates that Georgia must commence mineral exploration on the
properties as soon its securities are listed on a public market, and will have
one year from that date to complete its exploration program on the three mineral
claims. FESI may cancel this agreement and Georgia will not be entitled to
recover its $35,000 investment in the event that Georgia does not complete the
exploration by June 30, 2007.





On June 30, 2007, the option to
purchase the three mineral claims expired as the Company was unable to pay the
installment of $125,000, due June 30, 2007 and complete its required exploration
program on the claims. Pursuant to the option agreement, the Company will not be
entitled to recover its initial $35,000 investment in said claims, and the
amount has been written off in the financial statements.





On
December 13, 2006, Georgia International Mining Corporation incorporated a
British Columbia subsidiary named EG Mines Canada, Inc.  EG Mines
Canada, Inc. purchased a mining claim from the president of GIMC on January 8,
2007. The purchase price is the same value the President paid for the property
in the amount of $7,038.00 ($8,000 CDN plus $10 CDN registration fee). The
property claim number is 529404, in the Caribou Mountains, 40 miles south of
Wells.  The president, Mark Hague, accepted a promissory note in the
amount of $7.038.





Subsequently,
we have started the process of setting up an Ontario subsidiary in the name of
EG Mines (Ont) Inc.  The name was reserved and the incorporation
documents submitted.





From
December 13 to December 18, 2006, GIMC conducted a shareholder vote via
telephone to vote on a name change from Georgia International Mining Corporation
to Empire Gold Mines, Inc.  The company received 100% of the votes in
favour of the name change and will submit to the Nevada Secretary of State the
company’s amended articles during the fiscal year.





Our
accumulated deficit as of the period ended on September 30, 2008 was 129,953 and
as of December 31, 2007, the accumulated deficit was $111,320.  During
the period ended September 30, 2008, the deficit increased by
$18,633.  The discussion below provides an overview of our operations,
discusses our results of operations, our plan of operations and our liquidity
and capital resources.





The
following analysis of the results of operations and financial condition of the
company for the period ending September 30, 2008 should be read in conjunction
with the company’s consolidated financial statements, including the notes
thereto contained elsewhere in this form 10-Q. Our financial statements are
stated in United States Dollars and are prepared in accordance with United
States Generally Accepted Accounting Principles.




Discussion
of Operations & Financial Condition




During
the nine months ended September 30, 2008 the Company recorded a net loss of
$18,633 as compared to a loss of $21,158 for the nine months ended September 30,
2007. This is an decrease in the loss of approximately $2,525. The loss is
represents $0.0157 per common share on a cumulative basis since inception. The
Company has not yet generated any revenues from its Mineral Exploration Program.
Our ability to emerge from the exploration stage and conduct mining operations
is dependent, in large part, upon our raising additional equity
financing.


Page
13
 Table of Contents





Selected
financial information




September
      30, 2008
            
            
            September
      30, 2007Revenues
            
            Nil
            
            
            NilNet
      Loss
            
            $
            18,633
            
            
            $
            21,158Loss
      per share-basic and diluted (cumulative)
            
            $
            0.0157
            
            
            $
            0.007Total
      Assets
            
            $
            10,204
            
            
            $
            30,315Total
      Liabilities
            
            $
            125,427
            
            
            $
            115,610Cash
      dividends declared per share
            
            Nil
            
            
            Nil





As of
September 30, 2008, Georgia had total liabilities of $125,427 consisting of
$2,500 in accounts payable and accrued liabilities and $122,927 due to related
parties. Liabilities increased approximately $9,817 from September 30, 2007 due
to an increase in amounts due to related parties of $9,538 less a reduction in
accounts payables of $280.





Georgia's
current assets at September 30, 2008, consisted of $2,915 in cash which
decreased from $3,860 as of September 30, 2007, as well as $250.00 in accounts
receivable and $0.00 in prepaid expenses.  Total assets as of
September 30, 2008 were $10,204 with Mineral claims recorded at $7,038. Mineral
properties were reduced by $35,000 from $42,038 at December 31, 2007, due to a
write down of $35,000 for mineral claim options as discussed under the net loss
section.




Revenues




No
revenue was generated by the Company's operations during the nine months ended
September 30, 2008 nor since inception January 19, 2005.




Net
Loss




The
Company's expenses are reflected in the Statements of Operations under the
category of Expenses. To meet the criteria of United States generally accepted
accounting principles ("GAAP"), all exploration and general and administrative
costs related to projects are charged to operations in the year
incurred.





The
significant components of expense that have contributed to the operating loss of
$18,633 consist of accounting and audit, legal and transfer agent fees, in the
amounts of $6,201, $3,567 and $8,865 respectively.





Plan
of Operations


Our plan
of operations for the next twelve months is to raise the $1,000,000 capital as
per our SB2 filing and principally use the offering proceeds to finance the
drilling program and to provide working capital necessary to complete the
exploration and drilling phase for our mineral properties. There is no guarantee
we will raise all or any of the one million funds pursuant to the SB2 offering,
in which case we would have to reduce or cancel our drill program and therefore
lessen our chances to find valuable commercial deposits.





On
December 8, 2006 GIMC received confirmation for the name reservation of Empire
Gold Mines, Inc.  From December 13 to December 18, 2006, GIMC
conducted a shareholder vote via telephone to vote on a name change from Georgia
International Mining Corporation to Empire Gold Mines, Inc.  The
company received 100% of the votes in favour of the name change.  On
January 22, 2007, the company prepared and filed its amended Articles with the
State of Nevada changing the company name to Empire Gold Mines, Inc. The Company
expects to receive confirmation with stamped file copies in due
course.





On
December 13, 2006, Georgia International Mining Corporation incorporated a
British Columbia subsidiary named EG Gold Mines, Inc.  EG Gold Mines,
Inc. also purchased a mining claim from the president of GIMC on January 8,
2007. The purchase price is the same value the President paid for
the


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14
 Table of Contents


property
in the amount of $7.038.00 ($8,000 CDN plus $10 CDN registration fee). The
property claim number is 529404, in the Cariboo Mountains, 40 miles south of
Wells and in close proximity to the above noted three claims on the Burns Group
Mineral Claim.





Our
objective is to conduct exploration activities on our mineral claim to assess
whether the claim possesses any commercially viable gold
deposits.  Access to the claim is restricted to the period of June 1
to October 15 of each year due to snow in the area. This means that our
exploration activities are limited to a period of about four and a half months
per year.





We cannot
predict with certainty what revenues we can expect during the next twelve
months, and we believe that we probably will have enough revenue, when added to
our cash on hand, to pay our operating expenses for the next twelve months. We
anticipate that we will raise additional capital to expand our operations. We
cannot guarantee that we will be able to raise that capital, in which event; our
operations may be required to be curtailed.





Liquidity
and Capital Resources





Overview
– Quarter-ended September30, 2008


We had
cash of $2,915 as of September 30, 2008, compared to cash of $3,860 as of
September 30 2007. We had a working capital deficiency of $122,261as of
September 30, 2008, compared to a working capital deficiency of $92,333 as of
September 30, 2007.





Cash
and Working Capital


The
Company’s assets are recorded at the lower of cost or market value and the total
assets at September 30, 2008 were $10,204. The Company’s cash inflow has been
generated mainly from shareholder loans, short-term loans and issuance of common
stock with no recorded revenues since inception.





Management
continually reviews its overall capital and funding needs to ensure that the
capital base can support the estimated needs of the business. These reviews take
into account current business needs as well as the Company’s future capital
requirements. Based upon these reviews, to take advantage of strong market
conditions and to fully implement our expansion strategy, management believes
that the Company will continue to increase our net capital through the proceeds
from sales of our securities. The Company currently maintains minimal cash
balances and is funded by management and shareholder loans to satisfy monthly
cash requirements in the interim of raising external funding.





Cash
Used in Operating Activities


Cash used
in operating activities was $9,166 for the nine months ended September 30, 2008
compared to $42,635 for September 30, 2007. We funded the cash used in operating
activities primarily through shareholders loans and equity issues of our common
shares.





Investing
Activities


We undertook no investing activities
during the nine months ended September 30, 2008, while investing activities of $
7,038 for acquisition of the mineral claims discussed above were incurred during
the nine months ended September 30, 2007. We anticipate continuing to rely on
equity sales of our common shares in order to continue to fund our business
operations. Issuances of additional shares will result in dilution to our
existing shareholders.In March 2007, the Company authorized subscription
agreements for 65,300 common shares pursuant to the issuer’s Registration
Statement filed on Form SB-2 which became effective February 14, 2007. The total
proceeds of $6,530 were deposited in April 2007 and the shares were issued April
18, 2007.





We will
continue to have professional fees and those fees may increase because of our
reporting status and the required filings for requisite quarterly and annual
reports with the Securities and Exchange Commission. We expect that we will have
additional filings whereby our auditors may be required to prepare
further


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financial
reports.  We are aware that audit fees have generally increased as a
function of the increased reporting requirements mandated by the recently
enacted Sarbanes-Oxley Act. We are optimistic that our business activities will
increase, which will require auditing procedures over a greater transaction
base.





We expect
our other administrative expenses to increase in the next quarter as our legal
fees may increase as we further our strategic goals and additional advice and/or
opinions may be required.





Due to
the foregoing factors, our operating results are difficult to
forecast.  You should evaluate our prospects in light of the risk,
expenses and difficulties commonly encountered by comparable development-stage
companies in rapidly evolving markets.  We cannot assure you that we
will successfully address such risks and challenges.  In addition,
even though we have an operational business with revenues, we cannot assure you
that our revenues will increase or that we will become profitable in the
future.





Going
Concern


Our
financial statements have been prepared on a going concern basis, which assumes
the realization of assets and settlement of liabilities in the normal course of
business. Our ability to continue as a going concern is dependent upon our
ability to generate profitable operations in the future and/ or to obtain the
necessary financing to meet our obligations and repay our liabilities arising
from normal business operations when they become due. The outcome of these
matters cannot be predicted with any certainty at this time and raise
substantial doubt that we will be able to continue as a going concern. Our
financial statements do not include any adjustments to the amount and
classification of assets and liabilities that may be necessary should we be
unable to continue as a going concern.





Other
Information - Certain Relationships and Related Transactions


We intend
that any transactions between us and our officers, directors, principal
stockholders, affiliates or advisors will be on terms no less favorable to us
than those reasonably obtainable from third parties.  To date, several
related party transactions have taken place.





As of
September 30, 2008 the total amount owing to the president is $122,927 for
consideration/monies advanced to date.





Item 3.     Quantitative and Qualitative
Disclosures about Market Risks.




Georgia
Mining International Corp. currently invests its cash balances, in excess of its
current needs in an interest bearing checking account. The Company does not
invest for the purposes of trading in securities. Additionally, the company does
not have any significant market risk exposure at September 30,
2008.




Item 4.     Controls and
Procedures.




Management
has evaluated, with the participation of our Principal Executive Officer and
Principal Financial Officer, the effectiveness of our disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) as of the
end of the period covered by this report.  Based upon this evaluation,
our Principal Executive Officer and Principal Financial Officer concluded that,
as of the end of the period covered by this report, our disclosure controls and
procedures were effective to ensure that information required to be disclosed by
us in the reports we file or submit under the Exchange Act is recorded,
processed, summarized and reported within the time periods specified in the
Commission’s rules and forms.  There have been no significant changes
in our internal controls over financial reporting that occurred during the
fiscal quarter covered by this report that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.


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 Table of Contents




Item 4T.    Controls and
Procedures.




Evaluation
of Disclosure Controls and Procedures


The
Company maintains disclosure controls and procedures that are designed to ensure
that information required to be disclosed in the Company's Exchange Act reports
is recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms, and that such information is accumulated
and communicated to the Company's management, including its Chief Executive
Officer and Chief Financial Officer, as appropriate, to allow timely decisions
regarding required disclosure based closely on the definition of "disclosure
controls and procedures" in Rule 13a-15(e). The Company’s disclosure controls
and procedures are designed to provide a reasonable level of assurance of
reaching the Company’s desired disclosure control objectives. In designing and
evaluating the disclosure controls and procedures, management recognized that
any controls and procedures, no matter how well designed and operated, can
provide only reasonable assurance of achieving the desired control objectives,
and management necessarily was required to apply its judgment in evaluating the
cost-benefit relationship of possible controls and procedures. The Company’s
certifying officer has concluded that the Company’s disclosure controls and
procedures are effective in reaching that level of assurance.





As of the
end of the period being reported upon, the Company carried out an evaluation,
under the supervision and with the participation of the Company's management,
including the Company's Chief Executive Officer and the Company's Chief
Financial Officer, of the effectiveness of the design and operation of the
Company's disclosure controls and procedures. Based on the foregoing, our Chief
Executive Officer and Chief Financial Officer concluded that our disclosure
controls and procedures were effective.








PART II- OTHER INFORMATION




Item 1.     Legal Proceedings.




There are
no material pending legal proceedings to which the Company is a party or to
which any of its property is subject.




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




None.




Item 3.     Defaults Upon Senior
Securities.




None.




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




None.




Item 5.    Other Information.




On
September 15, 2008, the company filed a Form 8-K to announce the resignation of
Mark Hague and the appointment of Edmond Forister.





On
September 10, 2008, the Board of Directors of Georgia International Mining
Corporation (the “Company”) accepted Mr. Mark Hague’s resignation as director
and all positions held with the Company.  As a result, the Board of
Directors appointed Mr. Edmond Forister and Mr. Forister is Sole Officer and
Director.


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Mr.
Edmond Forister, 46, resident of Phoenix Arizona, in addition to his obligations
at Georgia Mining International Corporation, is employed with Home Depot Supply
in Phoenix, Arizona.  Mr. Foristet started with Home Depot in November
2001 and continues with Home Depot as the National Account
Manager.  Mr. Forister was officer and director of American Busing
Corporation (Giant Motor Sports OTCBB: GMOS) from December 2002 until January
2004. From November 2001 to February 2002 Mr. Forister was employed by Brady
Industries responsible for the Phoenix, Arizona and surrounding From January
1990 to September 2001 Mr. Forister was employed by Grainger Industrial Supply
as the Key Account Manager.


None




Item 6.     Exhibits.




31.1
            Certification of Principal Executive Officer and
      Principal Financial Officer  pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002 (Rules 13a-14 and 15d-14 of the Exchange
      Act)32.1
            Certification pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002 (18 U.S.C.
1350)

































Page
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SIGNATURES





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





GEORGIA INTERNATIONAL MINING
      CORP.
                (Registrant)Dated: 
      November
      13, 2008
              By:
              /s/ Edmond
      ForisterEdmond
      ForisterChief
      Executive Officer, (Principal
      Executive Officer) Chief Financial Officer, Chief Accounting Officer
      (Principal Financial Officer)




































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