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UNITED STATES

FORM 10-QSB

x



Commission File Number 000-30965

KLONDIKE STAR MINERAL
CORPORATION

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(Exact name of small
Business Issuer as specified in its charter)



|**Delaware**                             | **91-1980708**                   
|---------------------------------------- | ---------------------------------
|(State or other jurisdiction of          | (IRS Employer Identification No.)
|incorporation or organization)           |                                  
|                                         |                                  
|2009 Iron Street                         |                                  
|**Bellingham, Washington**               | **98225**                        
|(Address of principal executive offices) | (Postal or Zip Code)             



Issuer's telephone number, including area code:

None

(Former name, former address and former fiscal year end, 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 Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the issuer was required to file such
reports), and (2) has been subject to such filing requirements for the past 90
days

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

State the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 2,000,000 shares of Series
A, convertible, and 23,607,800 shares of common stock, both $0.0001 par value
outstanding as of November 30, 2005.

Transitional Small Business Disclosure Format (check one):  Yes



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PART 1 - FINANCIAL INFORMATION

Item 1. Financial Statements

The accompanying unaudited financial statements have been prepared in
accordance with the instructions to Form 10-QSB and Item 310 (b) of Regulation
S-B, and, therefore, do not include all information and footnotes necessary for
a complete presentation of financial position, results of operations, cash
flows, and stockholders' equity in conformity with generally accepted accounting
principles. In the opinion of management, all adjustments considered necessary
for a fair presentation of the results of operations and financial position have
been included and all such adjustments are of a normal recurring nature.
Operating results for the three months ended November 30, 2005 are not
necessarily indicative of the results that can be expected for the year ending
February 28, 2006.



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KLONDIKE STAR MINERAL CORPORATION

(An Exploration Stage Company)

Condensed Notes to the Financial
Statements

November 30, 2005




NOTE 1 - DESCRIPTION OF BUSINESS



Klondike Star Mineral Corporation (hereinafter "the Company")
is engaged in mineral exploration in the Yukon Territory, Canada. The Company
was originally incorporated in 1999 under the laws of the State of Delaware. The
Company was also registered in the Yukon Territory, Canada effective June 22,
2004. The Company maintains offices in Bellevue, Washington and Whitehorse,
Yukon Territory.



The Company was originally incorporated as Cyberbiz, Inc.,
later changed its name to Urbanfind, Inc. and again in 2004 changed its name to
Klondike Star Mineral Corporation. The Company's fiscal year-end is the last
calendar day of February.



Historically, the Company has been principally engaged in an
internet-based business. Upon its acquisition of certain mining claims in
December 2003, the Company began a new exploration stage as a minerals
exploration company.



As the Company is in the exploration stage, it has not
realized any revenues from its planned operations.



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES



The foregoing unaudited interim financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-QSB and
Regulation S-B as promulgated by the Securities and Exchange Commission ("SEC").
Accordingly, these financial statements do not include all of the disclosures
required by generally accepted accounting principles in the United States of
America for complete financial statements. These unaudited financial statements
should be read in conjunction with the audited financial statements for the year
ended February 28, 2005. In the opinion of management, the unaudited interim
financial statements furnished herein include all adjustments, all of which are
of a normal recurring nature, necessary for a fair statement of the results for
the interim period presented. Operating results for the nine-month period ended
November 30, 2005 are not necessarily indicative of the results that may be
expected for the year ending February 28, 2006.



This summary of significant accounting policies is presented
to assist in understanding the financial statements. The financial statements
and notes are representations of the Company's management, which is responsible
for their integrity and objectivity. These accounting policies conform to
accounting principles generally accepted in the U.S. and have been consistently
applied in the preparation of the financial statements.



Accounting Methods

The Company's financial statements are prepared using the
accrual basis of accounting in accordance with accounting principles generally
accepted in the United States of America.



Mineral Exploration and Development Costs

All exploration expenditures are expensed as incurred.
Significant property acquisition payments for active exploration properties are
capitalized. If no minable ore body is discovered, previously capitalized costs
are expensed in the period the property is abandoned. Expenditures to develop
new mines, to define further mineralization in existing ore bodies, and to
expand the capacity of operating mines, are capitalized and amortized on a units
of production basis over proven and probable reserves.



Should a property be abandoned, its capitalized costs are
charged to operations. The Company charges to operations the allocable portion
of capitalized costs attributable to properties sold. Capitalized costs are
allocated to properties sold based on the proportion of claims sold to the
claims remaining within the project area.

Mineral Properties

Costs of acquiring mineral properties are capitalized by
project area upon purchase of the associated claims. Costs to maintain the
mineral rights and leases are expensed as incurred. When a property reaches the
production stage, the related capitalized costs will be amortized, using the
units of production method on the basis of periodic estimates of ore reserves.

Mineral properties are periodically assessed for impairment
of value and any diminution in value is charged to operations at the time of
impairment. Should a property be abandoned, its unamortized capitalized costs
are charged to operations. The Company charges to operations the allocable
portion of capitalized costs attributable to properties sold. Capitalized costs
are allocated to properties abandoned or sold based on the proportion of claims
abandoned or sold to the claims remaining within the project area.



Use of Estimates

The preparation of financial statements in accordance with
generally accepted accounting principles requires the use of estimates and
assumptions that affect the reported amounts of assets and liabilities,
disclosure of contingent assets and liabilities known to exist as of the date
the financial statements are published, and the reported amounts of revenues and
expenses during the reporting period. Uncertainties with respect to such
estimates and assumptions are inherent in the preparation of the Company's
financial statements; accordingly, it is possible that the actual results could
differ from these estimates and assumptions which could have a material effect
on the reported amounts of the Company's financial position and results of
operations.



Going Concern

As shown in the financial statements, the Company incurred a
net loss of approximately $7,460,000 for the nine months ended November 30, 2005
and has an accumulated deficit of approximately $40,194,000 since inception of
the Company's exploration stage (December 8, 2003). The Company currently has no
revenues and no operating mining properties.



These factors indicate that the Company may be unable to
continue in existence. The financial statements do not include any adjustments
related to the recoverability and classification of recorded assets, or the
amounts and classification of liabilities that might be necessary in the event
the Company cannot continue in existence. Management's plans include actively
seeking additional capital and management believes that new properties can
ultimately be developed to enable the Company to continue its operations.
However, there are inherent uncertainties in mining operations and management
cannot provide assurances that it will be successful in its endeavors.



The Company's management believes that it will be able to
generate sufficient cash from public or private debt or equity financing for the
Company to continue to operate based on current expense projections of
$4,000,000 for fiscal 2006. The Company has approximately $1,240,000 in cash at
November 30, 2005.





NOTE 3 - PROPERTY AND EQUIPMENT



Capital assets are recorded at cost. Depreciation is
calculated using the straight-line method over three to five years. The
following is a summary of property, equipment, and accumulated depreciation at
November 30, 2005:

|                                                             |   |           |                          |        
|------------------------------------------------------------ | - | --------- | ------------------------ | -------
|                                                             |   | Cost      | Accumulated Depreciation
|Depreciable Fixed Assets:                                    |   |           |                          |        
|Leasehold improvements                                       | $ | 283,177   | $                        | 61,840 
|Movable structures                                           |   | 501,405   |                          | 143,296
|Trailers                                                     |   | 40,484    |                          | 14,169 
|Trucks                                                       |   | 140,664   |                          | 35,591 
|All-terrain vehicles                                         |   | 69,687    |                          | 30,114 
|Equipment                                                    |   | 98,160    |                          | 25,952 
|Furniture and fixtures                                       |   | 12,550    |                          | 2,406  
|Computer equipment                                           |   | 24,875    |                          | 9,526  
|Computer software                                            |   | 12,780    |                          | 3,823  
|Pack horses                                                  |   | 14,573    |                          | 2,913  
|                                                             |   |           |                          |        
|Total                                                        |   | 1,198,355 | $                        | 329,630
|Less: Accumulated Depreciation                               |   | (329,630) |                          |        
|Total Depreciable
    Property, Plant and
    Equipment, net |   | 868,725   |                         
|Non Depreciable Fixed Assets:                                |   |           |                          |        
|Gold samples                                                 |   | 56,010    |                          |        
|Total Fixed Assets                                           | $ | 924,735   |                          |        



Total depreciation expense for the nine months ending
November 30, 2005 and November 30, 2004 is $256,841 and 45,655 respectively.





NOTE 4 - RELATED PARTY TRANSACTIONS



On occasion, the Company's shareholders pay corporate
expenses and/or provide services to the Company. These related party payables,
which are unsecured and non-interest bearing, are due on demand and totaled
$58,166 and $50,000 at November 30, 2005 and February 28, 2005, respectively.



Effective June, 2004, the Company signed an agreement for the
right of occupancy of a barn and property from one of the directors of the
Company and his spouse ("the Owner"), for the shelter of pack horses and an
office. The right of occupancy term is five years, renewable yearly thereafter.
Rent is $1 per month. Prior to the expiration of the right of occupancy, the
Owner may require the Company at the Company's sole cost and expense, to remove
any alterations, installations, additions or improvements made by the Company.
At the expiration of the lease, the Owner is obligated to pay to the occupier
the fair market value of the buildings less 75 % and shall be entitled to pay
such sum over a 20 year period in equal monthly installments without interest.



Leaseholds improvements, which total approximately $283,000
as of November 30, 2005, have been made to the barn and office.

NOTE 5 - PREFERRED STOCK



The Company is authorized to issue 20,000,000 shares of
$0.0001 par value preferred stock. Each preferred share is convertible to 10
common shares of common stock, non-cumulative and non-dividend bearing. The
Company's board of directors will determine the specific features of each
additional issuance of preferred shares. At November 30, 2005 and February 28,
2005, the Company had 2,000,000 shares of preferred convertible stock issued and
outstanding.



NOTE 6 - COMMON STOCK



The Company is authorized to issue 80,000,000 shares of
$0.0001 par value common stock. Each holder of common stock has one,
non-cumulative vote per share on all matters voted upon by the shareholders. At
November 30, 2005 and February 28, 2005, the Company had 23,607,800 and
21,779,800 shares of common stock outstanding, respectively.



During the year ended February 29, 2004, the Company issued
3,800,000 shares at $1.25 per share of its common stock in connection with the
acquisition of certain mining claims in the Dawson Mining District of Yukon
Territory in Canada. Also, during the year ended February 29, 2004, the Company
sold in a private placement 1,040,000 shares of its common stock at $2.50 per
share for cash and subscriptions receivable of approximately $2,600,000.



During the year ended February 29, 2004, certain Company
shareholders elected to forgive $31,500 of unsecured, long-term debt bearing
interest at 10% per annum. The shareholders also elected to forgive $5,756 of
accrued interest on the debt and $16,156 of accounts payable owed them. The
aggregate amount of $53,412 for shareholder forgiveness has been recorded as a
contribution of capital on the Company's statement of stockholders' equity.



During the year ended February 28, 2005, the Company sold
through private placements 1,090,000 shares of its common stock at $2.50 per
share for total net cash proceeds of $2,371,607.



During the year ended February 28, 2005 the Company issued
200,000 shares of common stock having an intrinsic value of $2.50 per share for
a total value of $500,000 as part of a mineral rights acquisition agreement.



During the three months ended May 31, 2005, the Company sold
through private placements 260,000 shares of its common stock at $2.50 per share
for a total net cash proceeds of $575,921.



During the three months ended August 31, 2005, the Company
sold through private placements 998,000 shares of its common stock at $2.50 per
share for a total net cash proceeds of $2,200,460.



During the three months ended November 30, 2005, the Company
sold through private placements 560,000 shares of its common stock at $2.50 per
share for a total net cash proceeds of $1,437,468 and 10,000 shares of common
stock at $2.75 for a total net cash proceeds of $27,500.



From inception as an exploration stage company, the Company
has paid commissions on sale of stock in the amount of $788,737.



NOTE 7 - STOCK-BASED COMPENSATION AND STOCK OPTIONS



During the year ended February 29, 2004, the Company's board
of directors approved the Stock Compensation Plan, subsequently renamed the
"2003 Stock Incentive Plan for Employees" ("the 2003 plan") to allow up to
2,800,000 shares of company stock to be issued. This plan enables the Company to
grant stock options to directors, officers, employees and eligible consultants
of the Company. With a duration of 10 years, the plan may be modified without
shareholders' approval. During the period ended November 30, 2005, the Company
amended the 2003 Stock Incentive Plan for Employees, and authorized a
post-effective amendment to the Statement of Form S-8 Securities.



During the period ended November 30, 2005, the Company's
board of directors approved the 2005 Stock Incentive Plan for Consultants and
Advisors ("the 2005 Stock Incentive Plan") to allow up to 2,800,000 shares of
company stock to be issued. This plan enables the Company to grant stock options
to eligible consultants and advisors of the Company. The 2005 plan has a
duration of 10 years and may be modified without shareholders' approval.



During the year ended February 28, 2005, the Company granted
options, under the 2003 plan, to purchase a total of 1,200,000 shares of common
stock to its employees and directors at $1.00 per share. During the period ended
November 30, 2005, the Company amended the terms of the stock options granted to
employees and directors to allow the options to fully vest upon award. During
the period ended November 30, 2005, the Company granted options to purchase a
total of 30,000 shares of common stock to an employee at $2.50 per share. These
shares are fully vested and exercisable over a five year term. The Company
recognized employee compensation expense of $2,793,010 during the nine months
ended November 30, 2005 for all vested options. In accordance with Statement of
Financial Accounting Standards No. 123, the fair value of the options granted
was estimated using the Black-Scholes Option Price Calculation. The following
assumptions were made to value the stock options:





|Risk-free
    Interest Rate |  | 4.5%   
|--------------------------- |  | -------
|Expected Life               |  | 5 years
|Expected
    Volatility     |  | 22.7%  





The Black-Scholes option valuation model was developed for
use in estimating the fair value of traded options, which are fully
transferable.



In addition, option valuation models require the input of
subjective assumptions including the expected stock price volatility. Because
the Company's employee stock options have characteristics significantly
different from those of traded options and because changes in the subjective
input assumptions can materially affect the fair value estimate, in management's
opinion, the existing models do not necessarily provide a reliable single
measure of the fair value of its employee stock options.



Following is a summary of the status of the stock options
during the nine months ended November 30, 2005:



|                                                                                             |  | Number of Shares Under Option |  |  | Weighted Average Exercise Price
|-------------------------------------------------------------------------------------------- |  | ----------------------------- |  |  | -------------------------------
|Outstanding February 28, 2005                                                                |  | 1,200,000                     |  |  | $1.00                          
|Granted                                                                                      |  | 30,000                        |  |  | 2.50                           
|Exercised                                                                                    |  | nil                           |  |  | nil                            
|Rescinded or expired                                                                         |  | nil                           |  |  | nil                            
|Outstanding at November 30, 2005                                                             |  | 1,230,000                     |  |  | $1.04                          
|Exercisable at November 30, 2005                                                             |  | 1,230,000                     |  |  | $1.04                          
|Weighted average fair value of options granted during the
    period ended November 30, 2005 |  |                               |  |  | $1.19                          





NOTE 8 - COMMITMENTS AND CONTINGENCIES



Consulting Agreements

On December 28, 2004 the Company entered into an agreement
with LSE AG to provide business development and investor relation services.
During the year ended February 28, 2005, the Company paid a retainer fee of
$150,000 and an additional $50,000 against the contract. During the nine months
ended November 30, 2005, the Company recognized the retainer fee as a charge
against operations. Per the agreement, the Company had intended to distribute
1,400,000 share options at $1.00 to LSE AG. During the period ended November 30,
2005, this offer to distribute share options was cancelled. As of November 30,
2005, LSE AG has not acquired any of the options.



On January 4, 2005, the Company entered into a consulting
agreement with Image Point Design ("IPD") to provide project management for
media and investor relation services. Under the terms of the agreement, the
Company will pay IPD up to a maximum of $81,000. Termination of the contract is
at the Company's sole discretion. In addition, the Company agreed to issue
100,000 shares at $2.50 per share as follows: 50,000 shares issued upon
signature of contract and 50,000 shares to be issued no earlier than June 1,
2005. During the period ended November 30, 2005, the Company amended the share
option offer to comply with the Company's 2005 Stock Incentive Plan.



During the quarter ended November 30, 2005, the Company
approved the granting of 300,000 share options at $2.50 per share for future
investor relations services.



During the period ended November 30, 2005, the Company issued
a private placement memorandum to issue 4,000,000 shares of common stock at
$2.75 per share with one warrant attached to each share to purchase an
additional share at a minimum conversion price of $3.50. Each warrant must be
exercised within one year from date of the original investment.



The Company also issued a private placement memorandum to
issue 7,272,727 shares of common stock at $2.75 per share with one warrant
attached to each share to purchase an additional four shares at a minimum
conversion price equal to the greater of $2.75 or 75% of the highest closing
price of the common stock as reported on the Over-the-Counter-Bulletin-Board
during the period from when the investor purchased the shares and exercised the
warrants. Each warrants must be exercised within five years from the date of the
original investment.

During the quarter ended May 31, 2005, the Company acquired a
100% interest in placer leases in the Indian River and Montana Creek area, along
the southern edge of the Klondike gold fields. The agreement is subject to a
one-time payment of $28,300 for staking costs and a 10% royalty on future
production.

During the quarter ended May 31, 2005, the Company entered
into an agreement with a privately held company which received the first right
of refusal to purchase the majority of gold produced by Klondike Star from the
Klondike Mining District. The right of first refusal is subject to Klondike Star
proceeding through exploration, pre-feasibility, final feasibility and building
of a producing mine on mineral claims in the Klondike Mining District. In
consideration for such rights, the privately held company must purchase
1,000,000 shares of the Company's common stock at $2.50 per share by January 25,
2006. Further, subject to the execution of agreements giving effect to the
transactions contemplated in the agreement, the privately held company shall
receive the option to make further subscriptions for shares, subject to the same
terms and conditions, following completion of the subscription of the first
1,000,000 shares, as follows:

1,000,000 shares at $3.50 by January 25, 2007 
1,000,000 shares at $4.50 by January 25, 2008
1,000,000 shares at $5.50 by January 25, 2009 
1,000,000 shares at $6.50 by January 25, 2010

The shares are subscribed for pursuant to the provisions of
Section 4(2) of the Securities Act of 1933 and Rule 506 of Regulation D
promulgated by the Securities and Exchange Commission. The offered shares are
restricted shares under the Securities Act of 1933 and the Exchange Act of 1934
and Rule 144 under the Securities Act of 1933.

During the quarter ended May 31, 2005, the Company entered
into an agreement to acquire up to 75% interest in claims covering gold bearing
quartz pebble conglomerate in the Indian River area, along the southern edge of
the Klondike gold fields. The agreement requires cash payments totaling $145,000
over 5 years and certain work commitments to acquire a 55% interest. Producing a
bankable feasibility study and arranging project financing can earn a further
20% interest in the project.



During the quarter ended May 31, 2005, the Company entered
into an agreement to acquire up to 75% interest in certain claims covering an
epithermal gold target in the Tintina Gold Belt, Yukon, Canada. The agreement
requires cash payments to Klondike Gold Corp. (TSXV:KG) totaling $200,000 over 4
years and work commitments totaling $500,000 to acquire a 55% interest.
Producing a bankable feasibility study and arranging project financing can earn
a further 20% interest in the project.



During the quarter ended August 31, 2005, the Company entered
into an agreement to acquire up to 75% interest in certain claims covering
several copper-zinc and nickel-platinum group targets in the Kluane Mineral
Belt, Yukon, Canada. The agreement requires cash payments to Klondike Gold Corp.
(TSXV:KG) totaling $265,000 over 5 years and work commitments totaling
$2,225,000 to acquire a 55% interest. Producing a bankable feasibility study and
arranging project financing can earn a further 20% interest in the project.



Compliance with Environmental Regulations

The Company's mining activities are subject to laws and
regulations controlling not only the exploration and mining of mineral
properties, but also the effect of such activities on the environment.
Compliance with such laws and regulations may necessitate additional capital
outlays, affect the economics of a project, and cause changes or delays in the
Company's activities.

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Item 2. Management Discussion and Analysis.

Klondike Star Mineral Corporation is a mineral exploration company with
majority ownership in the largest mineral rights holding in the Dawson Mining
District of the Yukon, a territory of Canada. This holding includes, but is not
limited to, the areas referred to as the Lone Star Property and the Indian River
Property. In addition to this principal asset, the Company holds other strategic
interests in gold and base metal properties in the Yukon. These include the
Spice Property in the Watson Lake Mining District and the Ultra Property in the
Whitehorse Mining District.

The Company is engaged in mineral exploration, requiring studies and
research, conventional prospecting, excavation, diamond and auger drilling and
analysis of mineral samples, including bulk testing.

Klondike Star Mineral Corporation is presently conducting a
full-scale, multi-year exploration program on its hard-rock quartz claims
centered around the original Lone Star mine on Eldorado and Bonanza Creek. The
Company has opened a hard camp in close proximity to the Lone Star Property,
core shack and bulk sampling test mill. The camp facility has allowed the
operations to be consolidated with on-site administrative services. The assay
results from the summer exploration program are being released publicly as they
become available. A consolidated mineral assessment will be completed by spring
of 2006. Preparations are being made for a scoping study to lay the ground work
for a future mine pre-feasibility study.

During the year, the scope and scale of year-round exploration activities are
being expanded. Interests in several other properties, including placer gold
potentials, are being advanced. For example, the winter auger drilling program
on the Indian River (placer) Property will drill twice as many holes as last
year. At the same time, through targeted initiatives total mineral claims and
leases held are increasing. The Company continuously examines opportunities to
strengthen the value and potential of its holdings.

Klondike Star Mineral Corporation is pursuing a specific business strategy.
This involves a long-term, systematic and results-oriented approach towards
exploration research supported by a scaled expansion of field operations.
Resources and effort are focused on carefully selected assets. The Company is
concurrently working to strengthen corporate governance, environment, and health
and safety policies and practices.

Along with developing a skilled labor force, building strong and productive
relationships with local contractors, suppliers and joint venture partners, the
Company has taken special steps to augment its capacity and cost-effectiveness.
For example, a leading Canadian university team has been engaged to support
fundamental mineral deposit research in the Dawson Mining District. Step-by-step
growth and development is building a strong and cost-effective foundation for
the Company's future.



Item 3. Control and Procedures



(a) Evaluation of Disclosure Controls and Procedures.

An evaluation made at the end of the period covered by this report was
performed under the supervision and with the participation of the Company's
president, chief executive officer ("CEO") and the chief financial officer
("CFO"), or persons performing similar functions, of the effectiveness of the
design and operation of the Company's disclosure controls and procedures to
insure that the Company records, processes, summarizes and reports in a timely
and effective manner the information required to be disclosed in reports filed
with or submitted to the Securities and Exchange Commission. Based on that
evaluation, the Company's management, including the CEO and CFO, concluded that
the Company's disclosure controls and procedures were effective in timely
bringing to their attention material information related to the Company required
to be included in the Company's periodic Securities and Exchange Commission
filings. Since the date of this evaluation, there have been no significant
changes in the Company's internal controls or in other factors that could
significantly affect those controls.

(b) Changes in Internal Controls Over Financial Reporting.

There have been no significant changes in internal control over financial
reporting that occurred during the fiscal period covered by this report that
have materially affected or are reasonably likely to materially affect the
Company's internal control over financial reporting.



PART 2 - OTHER INFORMATION

Item 1. Legal Proceedings

None

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



Item 3. Defaults upon Senior Securities

None

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

On November 29, 2005, a special meeting of the shareholders was held at
Bellevue, Washington. The current Board of Directors, consisting of Hans Boge
and Don Flinn, was re-elected to serve another term. The following matters were
discussed at the meeting:

1. A proposal to amend
  the Company's Articles of Incorporation to allow the Board of Directors the
  authority to approve splits of the Company's Common Stock at such future dates
  and under such terms at it deems necessary. 10,803,150 votes, or 52%, were
  cast in favor of this proposal. 1,500 votes, less than 1%, were cast against,
  and 100 votes abstained.
2. A proposal to give
  the Board of Directors authority to issue shares of the Company's preferred
  stock at such time and under such conditions as it deems necessary and without
  the need to seek additional shareholder approval. 10,804,510 votes, or 52%,
  were cast in favor; 140 votes, less than 1% were cast against, and 100 votes
  abstained.
3. A proposal to
  approve Williams & Webster, P.S. as the Company's independent auditors for the
  coming year. 10,804,550 votes, or 52%, were cast in favor; no votes were cast
  against, and 200 votes abstained.

For more detail regarding the above-referenced proposals,
please see the Company's definitive proxies filed on Schedule 14A, revised, as
filed with the Securities Exchange Commission on November 23, 2005.

Item 5. Other Information

None

Item 6. Exhibits and Reports on Form 8-K

Exhibits:

| | 31 | Certifications of Chief Executive Officer and
    Chief Financial Officer under Rule 13a-14(a)/15d-14(a) | Included
| | -- | -------------------------------------------------------------------------------------------------------- | --------
| | 32 | Certifications under Section 1350                                                                        | Included

Reports on Form 8-K: No current reports were filed during the quarter
ended November 30, 2005:

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SIGNATURES

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



KLONDIKE STAR MINERAL CORPORATION

Date  January 13, 2005

By:*/s/ Hans Boge*

Hans Boge, President

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