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

                                   FORM 10-QSB
(Mark One)
[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

     For the quarterly period ended June 30, 2005
                                    -------------

[_]  TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT

     For the transition period from _ _ _ _ _ _ _ _ _ _ to _ _ _ _ _ _ _ _ _ _

     Commission file number 0-24393
                            -------

AURORA GOLD CORPORATION
-----------------------
(Exact name of small business issuer as specified in its charter)


Delaware                                                     13-3945947
--------                                                     ----------
(State or other jurisdiction of incorporation or             (IRS Employer
    organization)                                            Identification No.)


238 West 4th Street, Suite 2, North Vancouver, B.C., Canada V7M 1H7
-------------------------------------------------------------------
(Address of principal executive offices)

(604) 687-4432
--------------
(Issuer's Telephone Number)

3540 West 41st Avenue, Suite 204, Vancouver, BC Canada V6N 3E6
--------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)

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

YES [X]  NO [_]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS

Check, whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15 (d) of the Exchange Act after the distribution of
securities under a plan confirmed by court.

YES [_]  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: 23,193,522 shares of Common Stock
were  outstanding  as  of  June  30,  2005.

Transitional  Small  Business  Disclosure  Format  (check  one);

YES [_]  NO [X]


<PAGE>
                             AURORA GOLD CORPORATION

This quarterly report contains statements that plan for or anticipate the future
and  are  not  historical facts. In this Report these forward looking statements
are  generally  identified  by  words  such  as "anticipate," "plan," "believe,"
"expect,"  "estimate,"  and the like. Because forward looking statements involve
future  risks  and  uncertainties,  these  are  factors  that could cause actual
results  to  differ  materially  from  the  estimated  results.  These risks and
uncertainties  are  detailed  in  Part  1  -  Financial  Information  -  Item 1.
"Financial Statements," Item 2. "Management's Discussion and Analysis or Plan of
Operation."

The  Private  Securities  Litigation  Reform Act of 1995, which provides a "safe
harbor"  for  such  statements,  may  not  apply  to  this  Report.

<TABLE>
<CAPTION>
                                      INDEX

<S>         <C>                                                  <C>
                                                                 Page No.
PART I.     Financial Information

Item 1.     Financial Statements
            Balance Sheets --                                           3
            June 30, 2005 and December 31, 2004

            Statements of Operations --                                 4
            Six-months Ended June 30, 2005

            Statements of Cash Flows --                                 5
            Six-months Ended June 30, 2005

            Notes to Consolidated Financial Statements                  6

Item 2.     Management's Discussion and Analysis of
            Financial Condition and Results of Operations               9

Item 3.     Controls and Procedures                                    12

PART II.    Other Information

Item 1.     Legal Proceedings                                          13

Item 2.     Changes in Securities                                      13

Item 3.     Defaults Upon Senior Securities                            13

Item 4.     Submission of Matters to a Vote of Security Holders        13

Item 5.     Other Information                                          13

Item 6.     Exhibits and Reports on Form 8-K                           13

Signatures                                                             14
</TABLE>


                                        2
<PAGE>
<TABLE>
<CAPTION>
AURORA GOLD CORPORATION
(An exploration stage enterprise)

Balance Sheets
June 30, 2005 and December 31, 2004
(Expressed in U.S. Dollars)                                   June 30     December 31
(Unaudited)                                                      2005            2004
-------------------------------------------------------------------------------------
<S>                                                       <C>           <C>
ASSETS
Current
  Cash                                                    $       127   $      1,275
  Receivables                                                  21,618            200
-------------------------------------------------------------------------------------
Total current assets                                           21,745          1,475

Equipment                                                       1,764          3,937
-------------------------------------------------------------------------------------
Total assets                                              $    23,509   $      5,412
=====================================================================================


LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

Liabilities

Current
  Accounts payable and accrued liabilities                $    40,920   $     29,354
  Accounts payable - related party                                  -        121,942
  Loan payable - related party                                      -         39,000
-------------------------------------------------------------------------------------
Total liabilities                                              40,920        190,296
=====================================================================================


Stockholders' Equity (Deficiency)
Share capital
  Authorized:
    50,000,000 common shares, with par value $0.001 each
  Issued:
    23,193,522 (2004 - 19,534,431) common shares               23,193         19,534
Additional paid-in capital                                  3,943,662      3,786,321
Accumulated (deficit)                                      (3,984,266)    (3,990,739)
-------------------------------------------------------------------------------------
Stockholders' equity (deficiency)                             (17,411)      (184,884)
-------------------------------------------------------------------------------------
Total liabilities and stockholders' equity (deficiency)   $    23,509   $      5,412
=====================================================================================
</TABLE>

The accompanying notes are an integral part of these financial statements


                                        3
<PAGE>
<TABLE>
<CAPTION>
AURORA GOLD CORPORATION
(An exploration stage enterprise)

                                                           Cumulative
Statements of Operations                                   October 10    Three months    Three months    Six months     Six months
(Expressed in U.S. Dollars)                          1995 (inception)           Ended           Ended         Ended          Ended
(Unaudited)                                                to June 30         June 30         June 30       June 30        June 30
                                                                 2005            2005            2004          2005           2004
----------------------------------------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>             <C>             <C>           <C>
General and administrative expenses
  Administrative and general                         $        701,741   $       7,438   $       7,174   $     9,675   $    12,402
  Depreciation and amortization                                53,189           1,087           1,034         2,173         1,807
  Imputed interest on loan payable - related party              1,560               -               -             -             -
  Interest, bank charges and
    foreign exchange loss (gain)                               43,051             304             115           (56)          553
  Professional fees - accounting and legal                    366,914             643           1,955         1,117         1,955
  Property search and negogiation                             189,304           3,903           3,450         3,903        13,382
  Salaries and consulting fees                                944,097          30,000               -        30,000             -
----------------------------------------------------------------------------------------------------------------------------------
                                                            2,299,856          43,375          13,728        46,812        30,099
Exploration expenses                                        1,464,492               -               -         2,036         1,969
Writeoff of mineral property costs                            172,981               -               -             -             -
----------------------------------------------------------------------------------------------------------------------------------
                                                            3,937,329          43,375          13,728        48,848        32,068
----------------------------------------------------------------------------------------------------------------------------------
Other income (loss)
  Gain on disposition of subsidiary                           216,474               -               -             -             -
  Interest income                                              22,353               -               -             -             -
  Finders fees                                                 63,590          63,590               -        63,590             -
  (Loss) on sale of investments                               (32,756)         (8,269)              -        (8,269)            -
  Operating (loss) of Spun-off operations                    (316,598)              -               -             -             -
----------------------------------------------------------------------------------------------------------------------------------
                                                              (46,937)         55,321               -        55,321             -
----------------------------------------------------------------------------------------------------------------------------------
Net (loss) for the period                                  (3,984,266)         11,946         (13,728)        6,473       (32,068)
==================================================================================================================================
Earnings (loss) per share
  - basic and diluted                                                   $        0.00   $       (0.00)  $      0.00   $     (0.00)
==================================================================================================================================
Weighted average number of
  common shares outstanding
  - basic and diluted                                                      19,981,653      19,518,409    19,981,653    19,518,409
==================================================================================================================================
</TABLE>

The accompanying notes are an integral part of these financial statements


                                        4
<PAGE>
<TABLE>
<CAPTION>
AURORA GOLD CORPORATION
(An exploration stage enterprise)

                                                                      Cumulative
Statements of Cash Flows                                              October 10    Six Months     Six Months
(Expressed in U.S. Dollars)                                     1995 (inception)         Ended          Ended
(Unaudited)                                                           to June 30       June 30        June 30
                                                                            2005          2005           2004
-------------------------------------------------------------------------------------------------------------
<S>                                                             <C>                <C>           <C>
Cash flows from (used in) operating activities
  Net income (loss) for the period                              $     (3,984,266)  $     6,473   $   (32,068)
  Adjustments to reconcile net loss to
    net cash used in operating activities:
      -depreciation and amortization                                      53,189         2,173         1,807
      -compensation on stock options                                     720,500             -             -
      -expenses satisfied with common stock                              658,300       161,000             -
      -imputed interest on loan payable - related party                    1,560             -             -
      -writeoff of mineral property costs                                172,981             -             -
      -adjustment for spin-off of Aurora Metals (BVI) Limited            316,498             -             -
      -loss on sale of investments                                        24,487             -             -
Changes in assets and liabilities:
    -(increase) decrease in receivables                                 (228,596)      (21,418)        1,996
    -increase (decrease) in accounts payable                             459,077      (110,376)       (5,844)
-------------------------------------------------------------------------------------------------------------
Net cash flow used in operating activities                            (1,806,270)       37,852       (34,109)
-------------------------------------------------------------------------------------------------------------

Cash flows from (used in) investing activities
  Purchase of equipment                                                  (57,891)            -        (2,508)
  Proceeds on disposal of equipment                                       14,449             -             -
  Acquisition of mineral property costs                                 (172,981)            -             -
  Payment for incorporation cost                                         (11,511)            -             -
-------------------------------------------------------------------------------------------------------------
Net cash flow used in investing activities                              (227,934)            -        (2,508)
-------------------------------------------------------------------------------------------------------------

Cash flows from financing activities
  Proceeds from issuance of common stock
    less issuance costs                                                2,002,339             -             -
  Loan proceeds from related party                                             -       (39,000)       22,500
  Loan proceeds                                                           31,992             -             -
-------------------------------------------------------------------------------------------------------------
Net cash flow provided by financing activities                         2,034,331       (39,000)       22,500
-------------------------------------------------------------------------------------------------------------

Increase (decrease) in cash and cash equivalents                             127        (1,148)      (14,117)
Cash and cash equivalents, beginning of period                                 -         1,275        15,327
-------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period                        $            127   $       127   $     1,210
=============================================================================================================
Supplemental cash flow information:
    Interest paid in cash                                                          $         -   $         -
    Income taxes paid in cash                                                      $         -   $         -
-------------------------------------------------------------------------------------------------------------
</TABLE>

The accompanying notes are an integral part of these financial statements


                                        5
<PAGE>
     Notes  to  Interim  Consolidated  Financial  Statements  (Unaudited)
     --------------------------------------------------------------------

1.  Nature  of  Business  and  Continuance  of  Operations

     The  Company  was formed on October 10, 1995 under the laws of the State of
     Delaware  and is in the business of location, acquisition, exploration and,
     if  warranted,  development  of mineral properties. The Company has not yet
     determined  whether  its  properties  contain  mineral reserves that may be
     economically  recoverable.

     These  financial statements have been prepared in accordance with generally
     accepted  accounting  principles  applicable  to  a  going  concern,  which
     contemplates  the realization of assets and the satisfaction of liabilities
     and  commitments  in  the  normal  course of business. The general business
     strategy of the Company is to acquire mineral properties either directly or
     through  the acquisition of operating entities. The continued operations of
     the  Company  and the recoverability of mineral property costs is dependent
     upon  the  existence  of  economically  recoverable  mineral  reserves,
     confirmation  of  the  Company's interest in the underlying mineral claims,
     the  ability  of  the Company to obtain necessary financing to complete the
     development and upon future profitable production. The Company has incurred
     recurring  operating  losses  and  requires  additional  funds  to meet its
     obligations  and maintain its operations. Management's plans in this regard
     are  to  raise  equity  financing  as  required.

     These  conditions  raise  substantial  doubt about the Company's ability to
     continue  as a going concern. These financial statements do not include any
     adjustments  that  might  result  from  this  uncertainty.

     The  Company  has  not  generated  any  operating  revenues  to  date.

2.  Basis  of  Presentation

     The  accompanying  unaudited  condensed  financial  statements  have  been
     prepared  in  accordance  with generally accepted accounting principles for
     interim financial information and with the instructions for Form 10-QSB and
     Item  310(b)  of  Regulation  S-B. Accordingly, they do not include all the
     information  and  footnotes  required  by  generally  accepted  accounting
     principles for complete financial statements. In the opinion of management,
     all  adjustments  (consisting  only  of  normal  recurring  adjustments)
     considered  necessary for a fair presentation have been included. Operating
     results  for  the three month and six month periods ended June 30, 2005 are
     not necessarily indicative of the results that may be expected for the year
     ended  December  31,  2005.

     The  balance  sheet  at December 31, 2004 has been derived from the audited
     financial  statements  at  that date. The consolidated financial statements
     and footnotes thereto included in the Aurora Gold Corporation Annual Report
     on  Form  10-KSB for the year ended December 31, 2004 should be reviewed in
     connection  with  these  condensed  consolidated  financial  statements.

3.  Significant  Accounting  Policies

     (a)  Accounting  Estimates

          The  preparation  of financial statements in conformity with 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 financial statements and the reported amounts of revenues
          and  expenses during the reporting period. Actual results could differ
          from  those  estimates  and  assumptions.

     (b)  Equipment

          Depreciation  is based on the estimated useful lives of the assets and
          is  computed using the straight-line method. Fixed assets are recorded
          at  cost.  Depreciation  is  provided over the following useful lives:


                                        6
<PAGE>
<TABLE>
<CAPTION>
<S>                                               <C>
               Computer equipment                 2 years
               Telecommunication equipment        5 years
               Office equipment                   5 years
</TABLE>


     (c)  Mineral  Properties  and  Exploration  Expenses

          Exploration  costs  are  charged  to operations as incurred until such
          time  that proven reserves are discovered. From that time forward, the
          Company  will capitalize all costs to the extent that future cash flow
          from  mineral  reserves  equals  or  exceeds  the  costs deferred. The
          deferred  costs will be amortized over the recoverable reserves when a
          property  reaches  commercial  production.  As  at  June  30, 2005 and
          December  31,  2004,  the  Company  did  not  have  proven  reserves.

          Costs  of  initial  acquisition  of mineral rights and concessions are
          capitalized  until  the properties are abandoned or the right expires.

          Exploration  activities conducted jointly with others are reflected at
          the  Company's  proportionate  interest  in  such  activities.

          Costs  related  to site restoration programs are accrued over the life
          of  the  project.

     (d)  Stock-Based  Compensation

          The  Company  has  adopted  the  fair  value  method of accounting for
          stock-based  compensation as recommended by the Statement of Financial
          Accounting  Standards  No.  123 (SFAS 123), Accounting for Stock-based
          Compensation.

          The  Company  did  not  grant  any  stock  options  during the period.

     (e)  Advertising  Expenses

          The  Company  expenses  advertising costs as incurred. The Company did
          not  incur  any advertising expenses for the six months ended June 30,
          2005  and  the  year  ended  December  31,  2004.

     (f)  Long-Lived  Assets  Impairment

          Long-lived  assets  are  reviewed  for  impairment  whenever events or
          changes  in circumstances indicate that the carrying amount may not be
          recoverable,  in accordance with the Statement of Financial Accounting
          Standards  No.  144  (SFAS  144),  Accounting  for  the  Impairment or
          Disposal  of Long-Lived Assets. An impairment loss would be recognized
          when  the  carrying  amount  of  an  asset  exceeds  the  estimated
          undiscounted  future cash flows expected to result from the use of the
          asset  and its eventual disposition. The amount of the impairment loss
          to  be  recorded  is  calculated by the excess of the asset's carrying
          value  over its fair value. Fair value is generally determined using a
          discounted  cash  flow  analysis.

     (g)  Accounting  for  Derivative  Instruments  and  Hedging  Activities

          The  Company  has  adopted  the  Statement  of  Financial  Accounting
          Standards No. 133 (SFAS 133) Accounting for Derivative Instruments and
          Hedging  Activities,  which  requires  companies  to  recognize  all
          derivative  contracts  as  either assets or liabilities in the balance
          sheet  and  to  measure  them at fair value. If certain conditions are
          met,  a  derivative  may  be  specifically  designated as a hedge, the
          objective  of which is to match the timing of gain or loss recognition
          on  the  hedging derivative with the recognition of (i) the changes in
          the  fair value of the hedged asset or liability that are attributable
          to  the  hedged  risk  or  (ii)  the  earnings  effect  of  the hedged
          forecasted  transaction.  For a derivative not designated as a hedging
          instrument,  the gain or loss is recognized in income in the period of
          change.


                                        7
<PAGE>
          Historically,  the  Company  has not entered into derivative contracts
          either  to  hedge  existing  risks  or  for  speculative purposes. The
          Company  does  not  anticipate that the adoption of the statement will
          have  a  significant  impact  on  its  financial  statements.

     (h)  Income  Taxes

          The  Company  has  adopted  the  Statement  of  Financial  Accounting
          Standards  No.  109  (SFAS  109),  Accounting  for income Taxes, which
          requires  the Company to recognize deferred tax liabilities and assets
          for  the  expected  future  tax  consequences of events that have been
          recognized  in the Company's financial statements or tax returns using
          the  liability method. Under this method, deferred tax liabilities and
          assets  are  determined based on the differences between the financial
          statement  carry amounts and tax bases of assets and liabilities using
          enacted  tax rates in effect in the years in which the differences are
          expected  to  reverse.

     (i)  Loss  Per  Share

          Earnings  (loss)  per  share  is  computed  using the weighted average
          number  of shares outstanding during the year. The Company has adopted
          Statement  of  Financial  Accounting  Standards  No.  128  (SFAS 128),
          Earnings Per Share. Diluted loss per share is equivalent to basic loss
          per  share  because  there  is  no  potential  dilutive  securities.

4  Fixed  Assets

<TABLE>
<CAPTION>
     -------------------------------------------------------------------
                                                 June 30    December 31
                                                  2005         2004
     -------------------------------------------------------------------
<S>                                             <C>        <C>
     Computer equipment                         $  2,508   $      2,508
     Telecommunication equipment                   1,875          1,875
     Office equipment                             13,583         13,583
     -------------------------------------------------------------------
                                                  17,966         17,966
     Accumulated depreciation and amortization   (16,202)       (14,029)
     -------------------------------------------------------------------
                                                $  1,764   $      3,937
     ===================================================================
</TABLE>

5  Common  shares  outstanding

     As at June 30, 2005, the Corporation's authorized capital stock consists of
     50,000,000  common  shares with a par value of $0.001 per share. There were
     23,193,522  common  shares  issued  and  outstanding  at  June  30,  2005.

6.  Stock  Options  Outstanding

     At  June  30,  2005  and  December  31,  2004  the  Company  had no options
     outstanding.

7.  Related  Party  Transactions

     Related  party  transactions  not  disclosed  elsewhere  in these financial
     statements  include:

     a)   During  the  six  month  period  ended  June  30,  2005,  salaries and
          consulting  fees  of  $30,000  (2004 - $0) were paid or are payable to
          directors.

     Except  as otherwise noted, these transactions are recorded at the exchange
     amount,  being  the value established and agreed to by the related parties.

8.  Reclassifications

     Certain  reclassifications of prior-year balances have been made to conform
     to  current  year  classifications.


                                        8
<PAGE>
ITEM 2.  MANAGEMENT'S' DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

(A)     General

     The Company is a mineral exploration company based in Vancouver, Canada and
     is  engaged  in  the  exploration  for  precious  metals.  The  Company was
     incorporated  under  the laws of the State of Delaware on October 10, 1995,
     under  the  name  "Chefs  Acquisition Corp." On August 20, 1996 the Company
     changed  its  name  to  Aurora Gold Corporation and is an exploration stage
     enterprise.

     This  document contains numerous forward-looking statements relating to the
     Company's  business. The United States Private Securities Litigation Reform
     Act  of  1995  provides  a  "safe  harbor"  for  certain  forward-looking
     statements. Operating, exploration and financial data, and other statements
     in  this document are based on information the company believes reasonable,
     but  involve significant uncertainties as to future gold and silver prices,
     costs,  ore  grades,  estimation  of  gold  and silver reserves, mining and
     processing  conditions, changes that could result from the Company's future
     acquisition  of  new mining properties or businesses, the risks and hazards
     inherent  in  the  mining  business  (including  environmental  hazards,
     industrial  accidents,  weather  or  geologically  related  conditions),
     regulatory  and permitting matters, and risks inherent in the ownership and
     operation  of, or investment in, mining properties or businesses in foreign
     countries.  Actual results and timetables could vary significantly from the
     estimates  presented.  Readers  are  cautioned not to put undue reliance on
     forward-looking  statements. The Company disclaims any intent or obligation
     to update publicly these forward-looking statements, whether as a result of
     new  information,  future  events  or  otherwise.

(B)     Significant developments during the six month period ended June 30, 2005
        and  Subsequent  Events

     In  March  2005  the Company signed an agreement with CCO Mineraco Ltda. to
     purchase  a  100%  interest  in the Matupa Gold Project located in northern
     Mato  Grosso State, Brazil. The Agreement also covers surface rights access
     for  both  exploration  and mining activity. The Agreement calls for Aurora
     Gold  to  pay  CCO  a  total of US $3,350,000 over a five and one-half year
     period. Under the terms of the Agreement the Company is required to pay CCO
     (a)  US  $20,000 on signing; (b) an additional US $50,000 on the four month
     anniversary  of  the  Agreement;  (c)  an additional US $80,000 on the nine
     month  anniversary  of  the Agreement; (d) an additional US $150,000 on the
     eighteen  month anniversary of the Agreement; and (e) additional escalating
     annual  payments  until  the  final  US  $1,300,000  payment is made on the
     sixty-sixth  month  anniversary  of  the  Agreement.  On  completion of the
     payment schedule, CCO is entitled to minimum advance royalty payments of US
     $240,000 per year. CCO will receive a 2.25% net smelter return royalty when
     the  property is in production. The Agreement can be terminated at any time
     after  a  30-day  notice  is  given.

     In  March  2005  the Company also signed a Right of First Refusal Agreement
     with  Neuer Kapital Corp. whereby the Company has granted to Neuer a 60-day
     Right  of  First  Refusal  to purchase all of Aurora Gold's interest in the
     Matupa Gold Project. Under the terms of the RFR Agreement with Neuer, Neuer
     on  the  date  that  is  the later of 10 business days (a) after receipt by
     Aurora  Gold  of  the  RFR  Exercise Notice and (b) receipt by Neuer of all
     final regulatory approvals, is required to: (a) pay Aurora Gold US $50,000;
     (b)  issue to Aurora Gold 150,000 common shares of Neuer; (c) pay to Aurora
     Gold  up  to US $20,000 of the direct out-of-pocket costs of Aurora Gold in
     connection  with  the  CCO / Aurora Matupa Agreement; and (d) pay to Aurora
     Gold  all  other payments paid by Aurora Gold to CCO up to the Closing Date
     in  connection with the CCO / Aurora Matupa Agreement. On the Closing Date,
     Aurora Gold will assign all of its rights, title and interest in and to the
     CCO  /  Aurora  Matupa  Agreement to Neuer. Within six months following the
     Closing  Date,  Neuer  has  agreed  to  pay to Aurora Gold an additional US
     $50,000  and  issue  an  additional  150,000  common  shares  of Neuer. The
     management  of  Neuer  anticipates  exercising  the  Right of First Refusal
     Agreement  with  Aurora  Gold  as  soon  as the legal due diligence work is
     completed  and  Neuer  gets final regulatory approval of the RFR Agreement.

     On  April 26, 2005 Neuer Kapital Corp. exercised the Right of First Refusal
     Agreement  with  Aurora  Gold.

     Aurora  Gold will pay a finders fee on the CCO / Aurora Matupa Agreement to
     a  private  United  Kingdom  citizen.


                                        9
<PAGE>
     In March 2005 the Company dropped its options with Full Medal Minerals Ltd.
     to  acquire  an interest in three mineral exploration properties located in
     the  State  of  Alaska,  United  States.  The  three  mineral  exploration
     properties  are  the  Lucky Shot Property in the Palmer Recording District,
     State  of Alaska, the Gunsite Property in the Talkeetna Recording District,
     State  of  Alaska  and  the  Zackly  Property  in  the  Talkeetna Recording
     District,  State  of  Alaska

     On  July  13,  2005 the Company completed a Private Placement of 13,000,000
     common  shares  priced  at USD $0.05 per share for a total consideration of
     USD $650,000 to non-affiliated offshore investors pursuant to the exemption
     from  registration  requirements  of  the Securities Act of 1933 as amended
     afforded  by  Regulation S as promulgated by the Act. The private placement
     was  offered between June 15, 2005 and July 13, 2005. Following the closing
     of  this private placement, the Company has 36,193,522 common shares issued
     and  outstanding.

     The Company continued to examine data relating to the potential acquisition
     of exploration properties in Mexico, South America and the United States of
     America.

(C)     Exploration  and  Development

     The  Company  conducts  exploration  activities  from  its  headquarters in
     Vancouver, Canada. The Company owns or controls unpatented mining claims in
     British  Columbia,  Canada.  The  Company's  strategy is to concentrate its
     investigations  into:  (i)  Existing  operations  where  an  infrastructure
     already  exists;  (ii)  Properties  presently  being  developed  and/or  in
     advanced  stages  of  exploration  which  have  potential  for  additional
     discoveries;  and  (iii)  Grass-roots  exploration  opportunities.

     The  Company  is  currently  concentrating  its  exploration  activities in
     Brazil,  Canada  and  the United States. The Company is also examining data
     relating  to  the  potential acquisition of other exploration properties in
     Mexico,  and  South  America.

     For  the  six  months  ended June 30, 2005 the Company recorded exploration
     expenses  of  $2,036  compared to $1,969 in fiscal 2004. The following is a
     breakdown of the exploration expenses by property: United States, Alaska $0
     (2004  -  $0); Brazil $20,000 less cost recovery of $20,000 (2004 - $0) and
     Canada,  Kumealon  property  $2,036  (2004  -  $1,969).

     The  Company's properties are in the exploration stage only and are without
     a known body of Mineral Reserves. Development of the properties will follow
     only  if satisfactory exploration results are obtained. Mineral exploration
     and  development involves a high degree of risk and few properties that are
     explored  are  ultimately  developed  into  producing  mines.  There  is no
     assurance that the Company's mineral exploration and development activities
     will  result  in  any  discoveries  of  commercially  viable  bodies  of
     mineralization.  The  long-term  profitability  of the Company's operations
     will  be,  in  part,  directly  related  to  the  cost  and  success of its
     exploration  programs,  which  may  be  affected  by  a  number of factors.

(D)     Results  of  Operations

(a)     Six  Months  Ended  June  30, 2005 (Fiscal 2005) versus Six Months Ended
        June  30,  2004  (Fiscal  2004)

     The  Company issued 0 common shares (2004 - 100,000) for cash of $0 (2004 -
     $25,000)  and  issued 3,659,091 (fiscal 2004 - 0) shares to settle debts of
     $161,000  (fiscal  2004  -  $0).

     The  Company  had no operating revenues for the six month period ended June
     30,  2005  (fiscal  2004  -  $0).

     For  the  six  months  ended  June  30, 2005 the Company recorded income of
     $6,473  or $0.00 per share, compared to a loss of $32,068 ($0.00 per share)
     in  2004.


                                       10
<PAGE>
     General  and  administrative expenses - For the six month period ended June
     30,  2005  the  Company  recorded  general  and  administrative expenses of
     $46,812  (fiscal  2004  -  $30,099).  The  fiscal  2005  amount  includes,
     professional  fees  - accounting $383 (fiscal 2004 - $1,955) and legal $734
     (fiscal  2004  -  $0).

     Exploration expenditures - For the six month period ended June 30, 2005 the
     Company  recorded  exploration  expenses  of  $2,036  compared to $1,969 in
     fiscal  2004.  The  following is a breakdown of the exploration expenses by
     property:  United  States,  Alaska $0 (2004 - $0); Brazil $20,000 less cost
     recovery  of $20,000 (2004 - $0) and Canada, Kumealon property $2,036 (2004
     -  $1,969);

     Amortization  expenditures  -  For the six month period ended June 30, 2005
     the  Company  recorded depreciation costs of $2,173 (fiscal 2004 - $1,807).

(b)     Six  Months  Ended  June  30, 2004 (Fiscal 2004) versus Six Months Ended
        June  30,  2003  (Fiscal  2003)

     The  Company  issued  100,000  common  shares for cash (fiscal 2003 - 0) of
     $25,000  (fiscal  2003  - 0) and issued 0 (fiscal 2003 - 746,750) shares to
     settle  debts  of  $0  (fiscal  2003  -  $37,336).

     The  Company  had no operating revenues for the six month period ended June
     30,  2004  (fiscal  2003  -  $0).

     For  the  six  months  ended  June  30, 2004 the Company recorded a loss of
     $32,068 or $0.00 per share, compared to a loss of $11,607 ($0.00 per share)
     in  2003.

     General  and  administrative expenses - For the six month period ended June
     30,  2004  the  Company  recorded  general  and  administrative expenses of
     $30,099  (fiscal  2003  -  $10,017).  The  fiscal  2004  amount  includes,
     professional  fees  - accounting $1,955 (fiscal 2003 - $1,206) and legal $0
     (fiscal  2003  -  $0).

     Exploration expenditures - For the six month period ended June 30, 2004 the
     Company  recorded  exploration  expenses  of  $1,969, compared to $1,595 in
     fiscal  2003.  The  following is a breakdown of the exploration expenses by
     property:  -  Canada,  Kumealon  property  $1,969  (fiscal  2003 - $1,595);

     Amortization  expenditures  -  For the six month period ended June 30, 2004
     the  Company  recorded depreciation costs of $1,807 (fiscal 2003 - $1,546).

(E)     Capital  Resources  and  Liquidity

     At June 30, 2005 the Company had cash of $127 (2004 - $1,210) and a working
     capital  deficiency  of  $19,175  (fiscal 2004 working capital deficiency -
     $545)  respectively.  Total  liabilities  as  of June 30, 2005 were $40,920
     (fiscal 2004 - $1,955), an increase of $38,965. During the six month period
     ended June 30, 2005 the Company issued 0 common shares (2004 - 100,000) for
     cash  of  $0 (fiscal 2004 - $25,000) and issued 3,659,091 (fiscal 2004 - 0)
     shares to settle debts of $161,000 (fiscal 2004 - $0). During the six month
     period  ended  June 30, 2005 investing activities consisted of additions to
     mineral  properties  $0 (fiscal 2004 - $0) and additions to fixed assets $0
     (fiscal  2004  -  $2,508). For the six month period ended June 30, 2005 the
     Company  recorded net income of $6,473 ($0.00 per share), compared to a net
     loss  of $32,068 ($0.00 per share) in 2004 and a loss of $11,607 ($0.00 per
     share)  in  2003.

     The  Company  does  not  have  sufficient  working  capital  to (i) pay its
     administrative and general operating expenses through December 31, 2005 and
     (ii)  to  conduct  its  preliminary exploration programs. Without cash flow
     from operations, it may need to obtain additional funds (presumably through
     equity  offerings  and/or  debt  borrowing)  in  order,  if  warranted,  to
     implement  additional  exploration  programs  on its properties. Failure to
     obtain such additional financing may result in a reduction of the Company's
     interest  in  certain  properties or an actual foreclosure of its interest.
     The  Company has no agreements or understandings with any person as to such
     additional  financing.

     The  Company's  exploration  properties  have  not  commenced  commercial
     production and the Company has no history of earnings or cash flow from its
     operations.  While  the  Company  may  attempt  to  generate  additional


                                       11
<PAGE>
     working  capital through the operation, development, sale or possible joint
     venture  development  of  its property, there is no assurance that any such
     activity  will  generate  funds  that  will  be  available  for operations.

(F)     Plans  for  the  Years  2005  and  2006

     During  the  next  12  months the Company intends to raise additional funds
     through  equity  offerings  and/or  debt  borrowing  to  meet  its
     administrative/general  operating  expenses  and  to  conduct  work  on its
     exploration  property.  There  is,  of course, no assurance that it will be
     able  to  do  so.

     The  Company  will  concentrate  its exploration activities on the Kumealon
     limestone  property in British Columbia Canada and examine data relating to
     the  potential  acquisition  or  joint  venturing  of  additional  mineral
     properties  in either the exploration or development stage in the countries
     of Brazil, Mexico and the United States. Additional employees will be hired
     on  a  consulting  basis  as  required  by  the  exploration  projects.

     The  Company's  exploration  work  program  in 2005 on the British Columbia
     Kumealon  limestone  prospect  will  entail  surface  mapping  of  geology,
     sampling  of  soils  on  a  grid  basis to delineate geochemical anomalies,
     stream sediment sampling and geophysical surveying. The data assembled from
     this  work  will  be used to determine whether: (i) further exploration and
     diamond  core  drilling is warranted and if so the sites for initial holes;
     or  (ii)  whether  certain  claim  blocks  should  be  surrendered.

(G)     Application  of  Critical  Accounting  Policies

     The  preparation  of  its  consolidated  financial  statements requires the
     Company  to  use estimates and assumptions that affect the reported amounts
     of  assets  and liabilities as well as revenues and expenses. The Company's
     accounting  policies  are  described  in  note  2  to its December 31, 2004
     financial  statements.  The  Company's  accounting  policies  relating  to
     depreciation and amortization of property, plant and equipment are critical
     accounting policies that are subject to estimates and assumptions regarding
     future  activities.

     See  note  3(c)  Significant  Accounting  Policies - Mineral Properties and
     Exploration  Expenses  in the notes to the Interim Financial Statements for
     the  Company's  policy  on  exploration  costs  and  expenses.

     Generally accepted accounting principles require the Company to consider at
     the  end  of  each  accounting  period  whether  or  not  there has been an
     impairment  of  the  capitalized  property,  plant  and  equipment.  This
     assessment  is  based  on  whether factors that may indicate the need for a
     write-down  are  present.  If  the  Company  determines  there  has been an
     impairment,  then  the Company would be required to write-down the recorded
     value  of  its  property,  plant and equipment costs which would reduce the
     Company's  earnings  and  net  assets.

(H)     Off-balance  Sheet  Arrangements  and  Contractual  Obligations

     The Company does not have any off-balance sheet arrangements or contractual
     obligations  that  are  likely  to  have or are reasonably likely to have a
     material  current  or  future  effect on the Company's financial condition,
     changes  in  financial  condition,  revenues  or  expenses,  results  of
     operations,  liquidity, capital expenditures or capital resources that have
     not  been  disclosed  in  the  Company's  financial  statements.

(I)     Market  Risk  Disclosures

     The  Company  has  not  entered  into  derivative contracts either to hedge
     existing  risks  or  for  speculative  purposes.


ITEM 3.  Controls and Procedures

     The  principal  executive  and  principal financial officers of the Company
     have  evaluated the effectiveness of our disclosure controls and procedures
     as  of  the  end of the period covered by this report (evaluation date) and
     have concluded that the disclosure controls and procedures are adequate and
     effective  based  upon  their  evaluation  as  of  the  evaluation  date.


                                       12
<PAGE>
     There  were no significant changes in our controls or in other factors that
     could  significantly  affect these internal controls subsequent to the date
     of  the  most  recent  evaluation.

                         PART 11.     OTHER INFORMATION

ITEM 1.   Legal  Proceedings

          The  Company  is  not party to any litigation, and has no knowledge of
          any  pending  or  threatened  litigation  against  it.

ITEM 2.   Changes  in  Securities

          During  the  three month period ended June 30, 2005 the Company issued
          3,659,091 (fiscal 2004 - 0) shares to settle debts of $161,000 (fiscal
          2004  -  $0).

ITEM 3.   Defaults  Upon  Senior  Securities

          Not  Applicable

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

          The  Company  held its Annual General Meeting on June 10, 2005. At the
          meeting  seven  shareholders  holding 9,752,164 shares were present in
          person  and  3,575,630  shares  were  represented  by  proxy.

          At  the  meeting  unanimous  approval  by a show of hands was given in
          respect  to:

     1.   The  election of Antonino Cacace, David Jenkins and Cameron Richardson
          as  the  directors  of  the  Company,

     2.   The  appointment  of  Moore Stephens Ellis Foster Ltd., as independent
          accountants  for  the  Company

     The proposal to consolidate the issued and outstanding common shares of the
     Company  on  the  basis  of every thirty common shares of the Company being
     consolidated  into  one  common  share  of  the  Company  was not approved.

ITEM 5.   Other  Information

          None.

ITEM 6.   Exhibits  and  Reports  on  Form  8-K

(a)     Exhibits:

3.1.1     Certificate  of  Incorporation*
3.1.2     Certificate  of  Amendment  to  the  Certificate  of  Incorporation*
3.1.3     Certificate  of  Restoration  and  Renewal  of  Certificate  of
          Incorporation*
3.2.1     By-laws*
3.2.2     Amended  and  Restated  By-laws*
13.1      Form  10-KSB  for  the  Year  Ended  December  31,  2004*
13.2      Form  10-QSB  for  the  Quarter  ended  March  31,  2005
16.       Letter  on  change  of  certifying  accountant*
31.1      Certification  of Chief  Executive Officer and Chief Financial Officer
          pursuant  to  Section  302  of  the  Sarbanes-Oxley  Act  of  2002
32.1      Certification  of  Chief Executive Officer and Chief Financial Officer
          pursuant  to  Section  906  of  the  Sarbanes-Oxley  Act  of  2002
99.1      Corporate  Governance  Principles*
--------


                                       13
<PAGE>
*  Previously  Filed

(b)     Reports on Form 8-K

     On  March  21, 2005 the Company filed a Current Report on Form 8-K pursuant
     to  Item  1.01 "Entry into a Material Definitive Agreement" to announce the
     signing  of  an  agreement with CCO Mineraco Ltda. of Belo Horizonte, Minas
     Gerais,  Brazil  to  purchase  a  100%  interest in the Matupa Gold Project
     located  in  northern Mato Grosso State, Brazil. and the signing of a Right
     of  First  Refusal Agreement with Neuer Kapital Corp. of Vancouver, British
     Columbia, Canada whereby the Company has granted to Neuer a 60-day Right of
     First  Refusal to purchase all of Aurora Gold's interest in the Matupa Gold
     Project.

     On  March  24, 2005 the Company filed a Current Report on Form 8-K pursuant
     to  Item  1.02 "Termination of a Material Definitive Agreement" to announce
     the  Company  had  dropped  its  options  with  Full Medal Minerals Ltd. to
     acquire  an interest in three mineral exploration properties located in the
     State  of  Alaska

     On June 16, 2005 the Company filed a Current Report on Form 8-K pursuant to
     Item  5.02  "Departure  of  Directors  or  Principal  Officers; Election of
     Directors;  Appointment  of  Principal  Officers" to announce that David E.
     Jenkins  has  resigned  his position as a director of the Company effective
     June  15,  2005  to  pursue  other  interests.

     On  July 5, 2005 the Company filed a Current Report on Form 8-K pursuant to
     Item  5.02  "Departure  of  Directors  or  Principal  Officers; Election of
     Directors;  Appointment of Principal Officers" to announce that Klaus Peter
     Eckhof  has  joined  the  Board  of  Directors'  of  the  Company.

     On July 13, 2005 the Company filed a Current Report on Form 8-K pursuant to
     Item 3.02 "Unregistered Sales of equity Securities" to announce the closing
     of  a Private Placement of 13,000,000 common shares priced at USD $0.05 per
     share  for  a total consideration of USD $650,000 offered to non-affiliated
     offshore investors pursuant to the exemption from registration requirements
     of  the  Securities  Act  of  1933  as  amended afforded by Regulation S as
     promulgated by the Act. This private placement was offered on June 15, 2005
     and  closed  on  July  13,  2005.

================================================================================


                                   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.

                                         Aurora Gold Corporation
                                         -----------------------
                                         Registrant

Date:  August 9, 2005               BY:  /s/ Cameron Richardson
       --------------                    ----------------------
                                         Cameron Richardson
                                         Director and President

Date:  August 9, 2005               BY:  /s/ Antonino Cacace
       --------------                    -------------------
                                         Antonino Cacace
                                         Director


                                       14