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

                                 FORM 10-QSB/A

   X  Quarterly  Report  pursuant  to  Section  13  or  15(d) of the Securities
      Exchange Act of 1934
      For the fiscal quarter ended June  30, 2005

  ___ Transition  Report under Section 13 or 15(d) of the  Securities  Exchange
      Act of 1934.
      For the transition period from _____ to _____.

      Commission File No. 0-26669

                            Can-Cal Resources Ltd.
		----------------------------------------------
                (Name of Small Business Issuer in its charter)

               Nevada                                   88-0336988
   -------------------------------	   ------------------------------------
   (State or other jurisdiction of         (I.R.S. Employer Identification No.)
   incorporation or organization)

                  2500 Vista Mar Drive, Las Vegas, NV  89128
		  ------------------------------------------
                   (Address of principal executive offices)

                                (702)  243-1849
			  ---------------------------
                          (Issuer's telephone number)

                                      N/A
-------------------------------------------------------------------------------
(Former name, former  address  and  former  fiscal  year, if changed since last
                                    report)

Check whether the issuer (1) filed all reports required  to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months  (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
                                                 	Yes  [X]      No   [ ]


                     APPLICABLE ONLY TO CORPORATE ISSUERS

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

                Class                         Outstanding on August 11, 2005
   ------------------------------	      ------------------------------
   Common Stock, Par Value $.001.                    18,972,071

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

                                       1

<PAGE>





                          FORWARD LOOKING STATEMENTS


      Section  27A  of  the  Securities  Act  of 1933 and Section  21E  of  the
Securities Exchange Act of 1934 provide a "safe  harbor"  for  forward  looking
statements  that  are based on current expectations, estimates and projections,
and management's beliefs and assumptions.  Words such as "believes," "expects,"
"intends," "plans," "estimates," "may," "attempt," "will," "goal," "promising,"
or variations of such  words  and  similar expressions are intended to identify
such forward-looking statements. These  statements are not guarantees of future
performance and involve certain risks and  uncertainties which are difficult or
impossible  to  predict.  Therefore, actual outcomes  and  results  may  differ
materially  from what  is  expressed  or  forecasted  in  such  forward-looking
statements. The  Company  undertakes  no  obligation  to  update  publicly  any
forward-looking statement whether as a result of new information, future events
or otherwise.

      Such  risks  and  uncertainties  include,  but  are  not  limited to, the
availability  of   metal  ore;  negative  or  inconsistent  test  results,  the
existence of precious metals in the  metal ore available to the Company  in  an
amount  which  permits  their  production  on  an economic basis; the Company's
ability to drill holes and properly test and assay  samples, and its ability to
locate  and  acquire  mineral  properties  which contain sufficient  grades  of
precious metals and/or minerals; the Company's ability to sell a portion or all
of  any  of  its  properties  to  larger mining companies,  or  to  enter  into
agreements with larger mining companies  to  explore  and  possibly develop its
properties;  to produce precious metals on a commercial basis,  the  prices  of
precious metals;  obtaining a mill or refinery to extract precious metals on an
economic basis; the  ability  to maintain the facilities it currently utilizes;
obtain permitting requirements  for  any  mining and milling operations and pay
the costs thereof; have good title to claims  and  equipment; and the Company's
ability to obtain financing necessary to maintain its operations.

                                       2

<PAGE>





                                   CONTENTS



                                                                       PAGE NO.

PART I.     FINANCIAL INFORMATION

ITEM 1.     FINANCIAL STATEMENTS

            Condensed Balance Sheet (unaudited)                         4

            Condensed Statements of Operations (unaudited)              5

            Condensed Statement of Stockholders' Deficit (unaudited)    6

            Condensed Statements of Cash Flows (unaudited)              7

            Notes to Condensed Financial Statements (unaudited)      8-10

ITEM 2.	    Changes in Securities				       11

ITEM 3.     Controls and Procedures                                    11

PART II.    OTHER INFORMATION

ITEM 1.     Legal Proceedings

ITEM 2.     Changes in Securities                                      12

ITEM 3.     Defaults Upon Senior Securities                            12

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

ITEM 5.     Other information

ITEM 6.     Exhibits and Reports on Form 8-K                           12

            Signatures                                                 13

            Certifications                                          14-15


                                       3

<PAGE>











PART 1

ITEM 1 FINANCIAL STATEMENTS

                             CAN-CAL RESOURCES LTD.
                            CONDENSED BALANCE SHEET
                                  (UNAUDITED)

<TABLE>
<CAPTION>
                                     ASSETS

								 June 30, 2005
								---------------
<S>				<C>					<C>

Current assets
  Cash			 					$	109,300
  Accounts receivable							  5,500
  Other current assets							  1,900
								---------------
	Total current assets						116,700

Fixed assets, net							 22,700

Other assets, net							 10,600
								---------------
Total assets				 			$	150,000
								===============
LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
  Accounts payable and accrued liabilities			$	608,700
  Due to stockholder			12,700
  Notes payable-related parties - current portion			400,300
								---------------
	Total current liabilities		 		      1,021,700
								---------------

Total liabilities						      1,021,700

Commitments and contingencies						     --

Stockholders' deficit
  Preferred stock; $0.001 par value; 10,000,000 shares
	authorized, no shares issued an outstanding			     --
  Common stock; $0.001 par value; 100,000,000 shares
	authorized, 18,972,071 shares issued and outstanding	 	 19,000
  Additional paid-in capital					      5,821,300
  Accumulated deficit						     (6,712,000)
								---------------
	Total stockholders' deficit				       (871,700)
								---------------

Total liabilities and stockholders' deficit			$	150,000
								===============


</TABLE>

                 See Accompanying Notes to Financial Statements

                                       4
<PAGE>





                             CAN-CAL RESOURCES LTD.
                       CONDENSED STATEMENTS OF OPERATIONS
                                  (UNAUDITED)



<TABLE>
<CAPTION>

					Three Months Ended June 30,		Six Months Ended June 30,
					2005		2004			2005		2004
					-----------------------------		------------------------------
<S>					<C>			<C>			<C>

Material sales			 	$	2,900 	$	9,400 		$	11,400 	$	15,100

Cost of sales			 		4,800 		5,100	 		 9,400 		 8,200
					-------------	-------------		--------------	--------------
	Gross profit		 	       (1,900)		4,300	 		 2,000 		 6,900

General and administrative expenses	      165,900 	      160,500	 	       298,800 	       347,800
					-------------	-------------		--------------	--------------
Loss from operations			     (167,800)	     (156,200)		      (296,800)	      (340,900)

Other income (expense)
  Rental revenue				5,600 	       11,600	 		11,300 		21,300
  Confessional Judgement		       26,500	 	   --	 		26,500	 	    --
  Interest expense			      (15,100)	      (22,000)		       (30,300)	      (328,400)
					-------------	-------------		--------------	--------------
Loss before provision for income taxes	     (150,800)	     (166,600)		      (289,300)	      (648,000)

Provision for income taxes			   --	 	   --		 	    --	 	    --
					-------------	-------------		--------------	--------------
Net loss				$    (150,800)	$    (166,600)		$     (289,300)	$     (648,000)
					=============	=============		==============	==============
Basic and diluted loss per common share	$	(0.01)	$	(0.01)		$	 (0.02)	$	 (0.04)
					=============	=============		==============	==============
Basic and diluted weighted average
	common shares outstanding	   18,865,079 	   16,095,500	 	    18,972,071 	    15,135,600
					=============	=============		==============	==============

</TABLE>

                 See Accompanying Notes to Financial Statements

                                       5

<PAGE>







                             CAN-CAL RESOURCES LTD.
                  CONDENSED STATEMENT OF STOCKHOLDERS' DEFICIT
                                  (UNAUDITED)

<TABLE>
<CAPTION>

                                             Common Stock
                                       ------------------------    Additional                     Total
                                        Number of                   Paid-in      Accumulated    Stockholders'
                                         Shares        Amount        Capital       Deficit       Deficit
                                       -----------  ----------   ------------   ------------   -------------

<S>					<C>		<C>		<C>			<C>

Balance December 31, 2004		17,860,026  $	17,900	 $  5,591,300 	$ (6,422,700)  $    (813,500)

Common shares issued for cash		   707,500 	   700 	      140,800 		  -- 	     141,500

Common warrant shares issued for cash	    50,000 	   100 	       10,900 		  -- 	      11,000

Common shares  issued for services	    30,795 	    -- 		6,300 		  -- 	       6,300

Warrants granted for services			-- 	    -- 		2,200 			       2,200

Common shares issued for cash		     5,000 	    -- 		1,100	 	  -- 	       1,100

Common shares  issued for services	   318,750 	   300 	       68,700 		  -- 	      69,000

Net loss					-- 	    -- 		   -- 	    (289,300)	    (289,300)
                                       -----------  ----------   ------------   ------------   -------------

Balance June 30, 2005			18,972,071 	19,000 	    5,821,300 	  (6,712,000)	    (871,700)
				       ===========  ==========	 ============	============   =============

</TABLE>

                 See Accompanying Notes to Financial Statements

                                       6

<PAGE>





                             CAN-CAL RESOURCES LTD.
                       CONDENSED STATEMENTS OF CASH FLOWS
                                  (UNAUDITED)


<TABLE>
<CAPTION>



								     Six Months Ended June 30,
								 -------------------------------
								 2005		  2004
								 ---------------  --------------
<S>			<C>						<C>		<C>

Cash flows from operating activities:
  Net loss							 $	(289,300) $	(648,000)
  Adjustments to reconcile net loss to net
    cash used by operating activities:
  Stock based compensation						  77,500 	  46,700
  Depreciation and amortization						   2,300 	  15,600
  Interest expense for warrants granted					      -- 	 277,300
  Deemed interest expense						      -- 	  17,600
  Changes in operating assets and liabilities:
  Change in accounts receivable						     300 	  (1,700)
  Change in other assets						  (1,100)
  Change in accounts payable and accrued expenses			 100,700 	 150,900
								 ---------------  --------------
	Net cash used by operating activities				(109,600)	(141,600)

Cash flows from investing activities:
  Purchase of fixed assets						       - 	  (6,000)
								 ---------------  --------------
	Net cash provided (used) by investing activities		       - 	  (6,000)

Cash flows from financing activities:
  Change in due to stockholder						    (300)	  (2,200)
  Proceeds from issuance of common stock				 153,600 	 246,800
  Proceeds from advances for stock purchases				      -- 	  21,000
  Proceeds from borrowing on notes payable-related parties		      -- 	   6,000
  Change on notes payable related parties				  (3,000)	 (52,000)
								 ---------------  --------------
	Net cash provided by financing activities		 	 150,300 	 219,600
								 ---------------  --------------
Net increase (decrease) in cash						  40,700 	  78,000

Cash, beginning of period						  68,600 	  17,400
								 ---------------  --------------
Cash, end of period						 $	 109,300  $	  89,400
								 ===============  ==============
Supplemental disclosure of cash flow information:
  Cash paid for income taxes					 $	      --  $	      --
								 ===============  ==============
  Cash paid for interest					 $	  30,354  $	      --
								 ===============  ==============
Schedule of non-cash financing activities:
  Issuance of common stock for satisfaction of accounts payable
	and accrued liabilities					 $	      --  $	 225,600
								 ===============  ==============
  Issuance of common stock for principal payment on
	notes payable-related parties				 $	      --  $	  82,700
								 ===============  ==============
  Issuance of common stock for receivable			 $	      --  $	  10,000
								 ===============  ==============
  Issuance of common stock in satisfaction of advances for
	stock purchases						 $	      --  $	  21,000
								 ===============  ==============
  Issuance of common stock for conversion of convertible note
	payable-related party, including accrued interest of	 $	      --  $	  99,700
								 ===============  ==============
  Issuance of common stock for services				 $	  77,500
								 ===============  ==============
  Accrued interest added to principal on notes payable				  $	      --
								 ===============  ==============


</TABLE>


                 See Accompanying Notes to Financial Statements

                                       7
<PAGE>



                             CAN-CAL RESOURCES LTD
                    NOTES TO CONDENSED FINANCIAL STATEMENTS
                                  (UNAUDITED)





1. .  BASIS OF PRESENTATION

   The  accompanying  unaudited  financial  statements have  been  prepared  in
   accordance with Securities and Exchange Commission  requirements for interim
   financial statements. Therefore, they do not include  all of the information
   and footnotes required by accounting principles generally  accepted  in  the
   United  States  for  complete financial statements. The financial statements
   should be read in conjunction  with  the  Form  10-KSB  for  the  year ended
   December 31, 2004 of Can-Cal Resources Ltd ("the Company").

   The  interim  financial  statements  present  the  condensed  balance sheet,
   statements  of operations, stockholders' deficit and cash flows  of  Can-Cal
   Resources Ltd.   The  financial  statements have been prepared in accordance
   with accounting principles generally accepted in the United States.

   The  interim  financial  information   is  unaudited.   In  the  opinion  of
   management,  all  adjustments  necessary to  present  fairly  the  financial
   position as of June 30, 2005 and  the  results  of operations and cash flows
   presented  herein have been included in the financial  statements.   Interim
   results are not necessarily indicative of results of operations for the full
   year.

   The preparation  of  financial  statements  in  conformity  with  accounting
   principles  generally  accepted in the United States 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 financial statements and the reported amounts of  revenues  and
   expenses during the reporting period. Actual results could differ from those
   estimates.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

   Reclassification  -  Certain  prior  year balances have been reclassified to
   conform  to the current year presentation,  which  have  no  effect  on  net
   income.

3. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES

ACCOUNTS PAYABLE  AND  ACCRUED  LIABILITIES CONSIST OF THE FOLLOWING AS OF JUNE
            30, 2005:

      Accrued interest                                     $  187,900
      Accrued officers salary payables                        230,200
      Accounts payable                                         60,500
      Accrued payroll taxes                                   111,400
      Unearned revenues                                        18,700
							   ----------
                                                           $  608,700
							   ==========







                                       8

<PAGE>

4. NOTES PAYABLE-RELATED PARTIES

   Notes payable consisted of the following as of  June 30, 2005:

      Note payable to a stockholder, secured by real property,
      bearing interest at 16.0% per annum, interest only payments
      payable in semi-annual payments, maturing November 2005
      (Note:  The Company is in default of interest payments
      totaling  $168,000 but is currently negotiating forbearance
      on collection of the interest)                       		$300,000

      Note payable to a stockholder, unsecured, bearing interest
      at 7.5% per annum, maturing June 2006                      	  31,600

      Note payable to a stockholder, secured by real property,
      bearing interest at 8.0% per annum, maturing August 2005   	  31,400

      Note payable to a stockholder, secured by real property,
      bearing interest at 8.0% per annum, maturing July 2005     	  29,000

      Note payable to an stockholder, secured by real property,
      bearing interest at 8.0% per annum, maturing November 2005  	   8,300
									--------

      Current portion (amounts due within one year)        		$400,300
									========

                                       9

<PAGE>




5.    STOCK AND WARRANTS FOR SERVICES

   During the six months ended June 30, 2005, the Company issued 349,545 shares
   of the Company's common stock  to  individuals  and  corporations for
   services approximating $77,500.  In addition, the Company  granted  warrants
   to purchase an additional 13,575 shares of the Company's common stock to one
   of  the  individuals.   The  warrants  were  fully vested upon grant with an
   exercise price of $0.25 per share, expire in two  years,  and were valued at
   approximately $2,200 using the Black Scholes pricing model.


6.    COMMITMENTS AND CONTINGENCIES

      Operating leases - The Company operates from two leased  facilities;  one
in Nevada under a non-cancelable operating lease and one in New Jersey which is
cancelable with a 3 month notice following the first 6 months.  The leases call
for   a  monthly base rent of approximately $1,500 and $1,000 which ends during
September  2005  and  June  2005,  respectively.   Future minimum lease payment
through the term of the lease in 2005 total $12,000.


7. GOING CONCERN

      The Company incurred a net loss of approximately  $289,300  for  the  six
months  ended  June  30,  2005.   The  Company's current liabilities exceed its
current assets by approximately $905,000  as  of  June 30, 2005.  These factors
create substantial doubt about the Company's ability  to  continue  as  a going
concern.  The Company's management  plans to continue to fund its operations in
the  short  term  with  a  combination of debt and equity financing, as well as
revenue from operations in the long term.

   The ability of the Company  to  continue  as a going concern is dependent on
   additional sources of capital and the success  of  the  Company's plan.  The
   financial statements do not include any adjustments that  might be necessary
   if the Company is unable to continue as a going concern.


8. SUBSEQUENT EVENTS

   During July 2005 the Company decided that following extensive  consultation,
   and based on the Company's due diligence review, that it will not proceed on
   its  proposed  joint  venture  with  Minera  Apolo  S.A. de  C.V. ("Minera")
   otherwise known as the "Pinos Project". The Pinos project  consisted  of  29
   gold and silver concessions located in Pinos, Zacatecas State, Mexico.


                                       10
<PAGE>



ITEM 2.  CHANGES IN SECURITIES

       During the three months ended  June 30, 2005, we issued to  Minera Apolo
SA  de CV, a Mexican corporation,  two share certificates for restricted voting
common  stock  of the Company in connection with a Joint Venture Agreement.that
has now been terminated  as  follows:  107,143 shares at $0.224 per share for a
value of $24,000 and 111,607 shares  at  $0.224 per share for a  total value of
$25,000.
This transaction was authorized on April 7, 2005.

     During this period, we further issued  to  Jeffrey  Whitford,  a  Canadian
resident,   for   investment  relation  services   performed, 100,000 shares of
restricted voting common stock at a price of $0.20 for a value of $20,000. This
transaction was authorized on April 21, 2005

   During this period, we also issued Stuart Cameron  5000 shares of restricted
voting   common  stock  at  $0.20  per  share  and  5000  restricted   warrants
exerciseable  at   $0.25_  per  share  for  cash  consideration  of $1000. This
transaction was authorized on June 20, 2005.

     These  securities  were  issued to the Canadian and Mexican residents,  in
  reliance on the exemption from registration available under Regulation S, and
  to one U.S. resident, in reliance  on  the exemption provided by Section 4(2)
  of the 1933 Act.

       No commissions were paid in connection with these transactions


ITEM 3.CONTROLS AND PROCEDURES

      In  the  90  day period before the filing of this report, the  certifying
officer  of the Company  has  evaluated  the  effectiveness  of  the  company's
disclosure  controls  and procedures.  These disclosure controls and procedures
are those controls and  other  procedures  we  maintain,  which are designed to
insure that all of the information required to be disclosed  by  the company in
all its periodic reports filed with the SEC is recorded, processed,  summarized
and  reported, within the time periods specified in the SEC's rules and  forms.
Disclosure  controls  and  procedures include, without limitation, controls and
procedures designed to ensure  that information required to be disclosed by the
company in its reports filed or  submitted under the Securities Exchange Act of
1934 is accumulated and communicated  to  company management, as appropriate to
allow management to make timely decisions regarding required disclosure.

      Subsequent to the date when the disclosure  controls  and procedures were
evaluated,  there  have  not  been  any  significant  changes in the  company's
disclosure controls or procedures or in other factors that  could significantly
affect  such controls or procedures.  No significant deficiencies  or  material
weaknesses  in  the  controls  or  procedures  were  detected, so no corrective
actions needed to be taken.


                                       11
<PAGE>




                             PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS

      On June 6, 2005, the Company settled a lawsuit against  a former law firm
to collect a judgment rendered for the law firm's theft of Company  funds  from
its attorney trust account.

      The  judgment  amount  owed  to  the  Company  as  of August 31, 2004 was
$88,793.  The  amount  received under the settlement was $40,000.  The  Company
received $26,506.11 after payment of contingency collection and attorney fees.

ITEM 2.  CHANGES IN SECURITIES

      During the three months  ended  June 30, 2005, we issued to  Minera Apolo
SA de CV, a Mexican corporation,   two share certificates for restricted voting
common stock of the Company in connection  with  a Joint Venture Agreement.that
has now been terminated as follows:  107,143 shares  at  $0.224 per share for a
value of $24,000 and 111,607 shares at $0.224 per share for  a   total value of
$25,000. This transaction was authorized on April 7, 2005.

     During  this  period,  we  further  issued to Jeffrey Whitford, a Canadian
resident,   for  investment relation services   performed,  100,000  shares  of
restricted voting common stock at a price of $0.20 for a value of $20,000. This
transaction was authorized on April 21, 2005

   During this  period, we also issued Stuart Cameron 5000 shares of restricted
voting  common  stock   at   $0.20  per  share  and  5000  restricted  warrants
exerciseable at  $0.25 _  per share for cash consideration of $1000. This
transaction was authorized on June 20, 2005.

     These securities were issued  to  the  Canadian  and Mexican residents, in
  reliance on the exemption from registration available under Regulation S, and
  to one U.S. resident, in reliance on the exemption provided  by  Section 4(2)
  of the 1933 Act.

      No commissions were paid in connection with these transactions


ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

The  Company  is in default of its semi-annual interest payment of $24,000  for
2002, 2003 ,  2004  and the first two quarters of 2005 (a total of $168,000) on
a  note  payable of $300,000,  but  is  currently  negotiating  forbearance  on
collection of the interest.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5. OTHER INFORMATION

 The Company  and  its  wholly owned Mexican subsidiary, Sierra Madre Resources
S.A. de C.V. ("SMR"), announced  on  July  18,  2005  that  following extensive
consultation, and based on the Company's due diligence review,  that  it  would
not  proceed  on  its  proposed  joint  venture  with Minera Apolo S.A. de C.V.
("Minera") otherwise known as the "Pinos Project".  The Pinos project consisted
of 29 gold and silver concessions located in Pinos, Zacatecas State, Mexico.

The  Company's  decision  is  consistent with its joint venture  agreement  and
letter of intent with Minera.   Both  the  Agreement  and  the LOI contained an
option  whereby  the  Company had a 90-day period to conduct due  diligence  it
deemed  appropriate  before  electing  to  proceed  with  the  exploration  and
exploitation of the concessions.   Minera was paid an initial 107,143 shares of
the Company's restricted common stock,  equivalent  to $24,000 in equity. Based
on  the Company's decision not to proceed with the Pinos  Project,  Minera  was
paid  an  additional  111,607  shares of the Company's restricted common stock,
equivalent to $25,000 in equity.


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

      (a)   Exhibits.                                                  Page No.


            31    Certifications Pursuant to Section 302
                  of the Sarbanes-Oxley Act of 2002....................      50

            32    Certifications pursuant to Section 1350 of
                  Chapter 63 of Title 18 of the United States Code.....      51

      (b)   Reports on  Form 8-K

            July 21, 2005 Form 8-K of the Company filed with the SEC  reporting
	    the Company's termination  of  two  option  agreements  to  acquire
	    mining  rights  in  the  Pinos  District  of  Mexico with a private
	    Mexican company, Minera Apolo S.A. de C.V.



                                       12
<PAGE>




                                  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.


                                       CAN-CAL RESOURCES LTD.
                                       (REGISTRANT)



Date:  August 11, 2005

By:   /s/  Ronald D. Sloan
      --------------------
      RONALD D. SLOAN,
      Chief Executive Officer and
      President


                                       13
<PAGE>


                                    CERTIFICATION

      I, Ronald D. Sloan, certify that:

1.    I  have  reviewed  this  quarterly  report  on  Form  10-QSB/A of Can-Cal
      Resources Ltd.;

2.    Based on my knowledge, this quarterly report does not contain  any untrue
statement of a material fact or omit to state a material fact necessary to make
the  statements made, in light of the circumstances under which such statements
were made,  not misleading with respect to the period covered by this quarterly
report;

3.    Based on  my  knowledge,  the  financial  statements, and other financial
information included in this quarterly report, fairly  present  in all material
respects the financial condition, results of operations and cash  flows  of the
registrant as of, and for, the periods presented in this quarterly report;

4.    The  registrant's  other  certifying  officer  and  I are responsible for
establishing and maintaining disclosure controls and procedures  (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:

	a.  designed  such  disclosure  controls and procedures to ensure  that
      	    material information relating  to  the  registrant,  including  its
      	    consolidated  subsidiaries,  is  made  known to us by others within
      	    those  entities,  particularly  during the  period  in  which  this
      	    quarterly report is being prepared;

      	b.  evaluated the effectiveness of the registrant's disclosure controls
            and procedures as of a date within 90 days prior to the filing date
            of this quarterly report (the "Evaluation Date"); and

      	c.  presented  in  this  quarterly report  our  conclusions  about  the
            effectiveness of the disclosure  controls  and  procedures based on
            our evaluation as of the Evaluation Date;

5.    We  have  disclosed,  based  on  our  most  recent  evaluation,   to  the
registrant's auditors and board of directors:

      	a.  all significant deficiencies in the design or operation of internal
            controls  which could adversely affect the registrant's ability  to
            record, process,  summarize  and  report  financial  data  and have
            identified for the registrant's auditors any material weaknesses in
            internal controls; and

      	b.  any  fraud,  whether  or not material, that involves management  or
            other employees who have  a  significant  role  in the registrant's
            internal controls; and

6.    We  have  indicated  in this quarterly report whether or not  there  were
significant  changes in internal  controls  or  in  other  factors  that  could
significantly  affect  internal  controls  subsequent  to  the date of our most
recent evaluation, including any corrective actions with regard  to significant
deficiencies and material weaknesses.

DATED this 11th day of August, 2005.


By:   /s/  Ronald D. Sloan
      --------------------
      RONALD D. SLOAN,
      Chief Executive Officer and
      President

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                                                                     EXHIBIT 32


             CERTIFICATION PURSUANT TO SECTION 1350 OF CHAPTER 63
                     OF TITLE 18 OF THE UNITED STATES CODE

                            as adopted pursuant to

                 SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


      I,  Ronald  D.  Sloan,  the  chief  executive officer and chief financial
officer  of Can-Cal Resources Ltd., certify  that  (i)  the Quarterly Report on
Form 10-QSB/A for the quarter ended June 30, 2005, as filed by the Company with
the  Securities  and  Exchange  Commission, to which this Certification  is  an
Exhibit,  fully  complies  with  the  requirements  of  Section  13(a)  of  the
Securities Exchange Act of 1934, as amended; and (ii) the information contained
in  the  Form 10-QSB financial statements  fairly  presents,  in  all  material
respects,  the  financial  condition  and  results  of  operations  of  Can-Cal
Resources Ltd.


Date:  August 11, 2005

By:   /s/  Ronald D. Sloan
      --------------------
      RONALD D. SLOAN,
      Chief Executive Officer and
      President


This  certification  accompanies  this  Report  pursuant  to Section 906 of the
Sarbanes-Oxley  Act of 2002 and shall not be deemed filed by  the  Company  for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

A signed original  of  this  written statement required by Section 906 has been
provided to Can-Cal Resources  Ltd.  and  will be retained by Can-Cal Resources
Ltd. and furnished to the Securities and Exchange  Commission or its staff upon
request.


                                       15

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