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, 2007

[ ]  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                (IRS Employer Identification No.)
of incorporation or organization)

1 Edith Place, Coolum Beach, Queensland, 4573 Australia
-------------------------------------------------------
(Address of principal executive offices)

+61 4111-56177
--------------
(Issuer's Telephone Number)

30 Ledgar Road, Balcatta, WA 6021 Australia
-------------------------------------------
(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 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 [ ]

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

YES [ ] NO [X]

     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: 49,968,522 shares of Common Stock
were  outstanding  as  of  August  17,  2007.

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" and 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.


                                      INDEX

                                                                      Page No.
                           PART I Financial Information

Item 1. Financial Statements

    Consolidated Balance Sheets --                                        3
    June 30, 2007 (unaudited) and December 31, 2006 (audited)

    Interim Consolidated Statements of Operations (unaudited)             4
    Three and Six months Ended June 30, 2007 and 2006; and for the
    period from October 10, 1995 (Inception) to June 30, 2007

    Interim Consolidated Statements of Cash Flows (unaudited)             5
    Six months Ended June 30, 2007 and 2006; and for the
    period from October 10, 1995 (Inception) to June 30, 2007

    Notes to Interim Consolidated Financial Statements(unaudited)         6

Item 2. Management's Discussion and Analysis or Plan of Operation         8

Item 3. Controls and Procedures                                           14

                           PART II Other Information

Item 1. Legal Proceedings                                                 14

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds       14

Item 3. Defaults Upon Senior Securities                                   14

Item 4. Submission of Matters to a Vote of Security Holders               15

Item 5. Other Information                                                 15

Item 6. Exhibits                                                          15

Signatures                                                                18


                                       2
<PAGE>
Item  1.  Financial  Statements

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

Consolidated Balance Sheets
June 30, 2007 and December 31, 2006
(Expressed in U.S. Dollars)                                          June 30     December 31
                                                                        2007           2006
                                                                  (unaudited)      (audited)
--------------------------------------------------------------------------------------------
<S>                                                             <C>            <C>

ASSETS
Current assets
  Cash                                                          $    286,383   $    278,091
  Prepaid expenses and other assets                                   21,610         42,579
--------------------------------------------------------------------------------------------
Total current assets                                                 307,993        320,670

Equipment, net                                                       115,586        102,801
--------------------------------------------------------------------------------------------
Total assets                                                    $    423,579   $    423,471
============================================================================================


LIABILITIES AND STOCKHOLDERS' EQUITY  (DEFICIENCY)

Current liabilities
  Accounts payable and accrued expenses                         $    856,803   $    870,302
  Accounts payable - related party                                    37,827         35,371
  Loans payable                                                      750,000        250,000
--------------------------------------------------------------------------------------------
Total current liabilities                                          1,644,630      1,155,673
============================================================================================


Stockholders' Equity (Deficiency)
Common stock
  Authorized:
    50,000,000 common shares, with par value $0.001 each
  Issued and outstanding:
    45,968,522 (December 31, 2006 - 45,468,522) common shares         45,968         45,468
Common stock issuable, 4,000,000 shares                            1,000,000              -
Additional paid-in capital                                         9,387,387      9,137,887
Accumulated deficit during the exploration stage                 (11,577,980)    (9,911,865)
Accumulated other comprehensive income (loss)                        (76,426)        (3,692)
--------------------------------------------------------------------------------------------
Stockholders' Equity (deficiency)                                 (1,221,051)      (732,202)
--------------------------------------------------------------------------------------------
Total liabilities and stockholders' equity (deficiency)         $    423,579   $    423,471
============================================================================================
</TABLE>

The accompanying notes are an integral part of these financial statements


                                       3
<PAGE>
<TABLE>
<CAPTION>
AURORA GOLD CORPORATION
(An exploration stage enterprise)
                                                            Cumulative
Interim Consolidated 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
                                                                  2007            2007            2006          2007          2006
----------------------------------------------------------------------------------------------------------------------------------
<S>                                                  <C>                <C>             <C>             <C>           <C>

Expenses
  Administrative and general                         $        992,974   $      52,117   $      73,513   $    89,126   $   108,662
  Depreciation and amortization                                65,148           3,080             314         5,581           627
  Imputed interest on loan payable - related party              1,560               -               -             -             -
  Interest, bank charges and
    foreign exchange loss                                      89,106          14,892           1,202        24,592        12,598
  Professional fees - accounting and legal                    818,855          65,214          45,606       104,737        93,383
  Property search and negotiation                             225,198               -               -             -             -
  Salaries and consulting fees                              1,286,529          71,853          51,886       152,247        78,568
----------------------------------------------------------------------------------------------------------------------------------
                                                            3,479,370         207,156         172,521       376,283       293,838
Exploration expenses                                        7,890,124         557,815       1,147,291     1,289,832     1,575,561
Write-off of mineral property costs                           172,981               -               -             -             -
----------------------------------------------------------------------------------------------------------------------------------
                                                           11,542,475         764,971       1,319,812     1,666,115     1,869,399
----------------------------------------------------------------------------------------------------------------------------------

Other income (loss)
  Gain on disposition of subsidiary                           216,474               -               -             -             -
  Interest income                                              22,353               -               -             -             -
  Gain on sale of rights to the Matupa agreement,
    net of expenses of $138,065                                80,237               -               -             -             -
  Realized (loss) on investments                              (37,971)              -               -             -             -
  Operating (loss) of Spun-off operations                    (316,598)              -               -             -             -
----------------------------------------------------------------------------------------------------------------------------------
                                                              (35,505)              -               -             -             -
----------------------------------------------------------------------------------------------------------------------------------
Net (loss) for the period                            $    (11,577,980)  $    (764,971)  $  (1,319,812)  $(1,666,115)  $(1,869,399)
==================================================================================================================================

Earnings (loss) per share
  - basic and diluted                                                   $       (0.02)  $       (0.03)  $     (0.04)  $     (0.04)
==================================================================================================================================

Weighted average number of
  common shares outstanding
  - basic and diluted                                                      46,835,189      44,218,522    46,201,855    41,862,966
==================================================================================================================================
</TABLE>

The accompanying notes are an integral part of these financial statements


                                       4
<PAGE>
<TABLE>
<CAPTION>
AURORA GOLD CORPORATION                                                     Cumulative
(An exploration stage enterprise)                                            October 10    Six months    Six months
                                                                       1995 (inception)         Ended         Ended
Consolidated Statements of Cash Flows (Unaudited)                            to June 30       June 30       June 30
(Expressed in U.S. Dollars)                                                        2007          2007          2006
-------------------------------------------------------------------------------------------------------------------
<S>                                                                   <C>                <C>           <C>
Cash flows from operating activities
Net loss for the period                                               $    (11,577,980)  $(1,666,115)  $(1,869,399)
  Adjustments to reconcile net loss to
    net cash used in operating activities:
      - depreciation and amortization                                           65,148         5,581           627
      - compensation on stock options                                          720,500             -             -
      - expenses satisfied with issuance of common stock                       673,800             -             -
      - expenses satisfied with transfer of marketable securities               33,903             -             -
      - imputed interest on loan payable - related party                         1,560             -             -
      - write-off of mineral property costs                                    172,981             -             -
      - adjustment for spin-off of Aurora Metals (BVI) Limited                 316,498             -             -
      - realized loss on investments                                            37,971             -             -
      - gain on sale of rights to Matupa agreement, net of expenses            (80,237)            -             -
Changes in assets and liabilities:                                                   -
    - (increase) decrease in receivables                                      (206,978)            -             -
    - (increase) decrease in prepaid expenses and other assets                 (21,610)       20,969             -
    - (decrease) increase in accounts payable
      and accrued expenses                                                   1,434,787       (11,043)         (128)
-------------------------------------------------------------------------------------------------------------------
Net cash used in operating activities                                       (8,429,657)   (1,650,608)   (1,868,900)
-------------------------------------------------------------------------------------------------------------------


Cash flows from investing activities
  Purchase of equipment                                                       (183,672)      (18,366)            -
  Proceeds on disposal of equipment                                             14,449             -             -
  Proceeds from disposition of marketable securities                            32,850             -             -
  Acquisition of mineral property costs                                       (172,981)            -             -
  Payment for incorporation cost                                               (11,511)            -             -
-------------------------------------------------------------------------------------------------------------------
Net cash used in investing activities                                         (320,865)      (18,366)            -
-------------------------------------------------------------------------------------------------------------------


Cash flows from financing activities
  Proceeds from common stock issued or issuable,
    less issuance costs                                                      8,292,339     1,250,000     3,900,000
  Loan proceeds from related party                                              39,000             -             -
  Loan proceeds                                                                781,992       500,000             -
-------------------------------------------------------------------------------------------------------------------
Net cash provided by financing activities                                    9,113,331     1,750,000     3,900,000
-------------------------------------------------------------------------------------------------------------------


Effect of exchange rate changes on cash and cash equivalents                   (76,426)      (72,734)            -
-------------------------------------------------------------------------------------------------------------------
Increase in cash and cash equivalents                                          286,383         8,292     2,031,100
Cash and cash equivalents, beginning of period                                       -       278,091       164,189
-------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period                              $        286,383   $   286,383   $ 2,195,289
===================================================================================================================
</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  GOING  CONCERN

     Aurora  Gold  Corporation  ("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's  focus is on the exploration and development of
     its  exploration  properties located in the Tapajos Gold Province, State of
     Par  ,  Brazil.  The  Company has not yet determined whether its properties
     contain  mineral  reserves that may be economically recoverable and has not
     generated  any  operating  revenues  to  date.

     These  consolidated  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  Company  has  incurred  recurring  operating  losses  since
     inception,  has  not generated any operating revenues to date and used cash
     of  $1,668,708  from  operating  activities  in  2007. The Company requires
     additional funds to meet its obligations and maintain its operations. These
     conditions  raise substantial doubt about the Company's ability to continue
     as  a  going concern. Management's plans in this regard are to raise equity
     financing  through  private or public equity investment in order to support
     existing  operations  and  expand  its business. There is no assurance that
     such  additional funds will be available to the Company when required or on
     terms acceptable to the Company. These consolidated financial statements do
     not  include  any  adjustments  that  might  result  from this uncertainty.

2.   SIGNIFICANT  ACCOUNTING  POLICIES

     (a)  Principles  of  Accounting

          The  interim  period  consolidated  financial  statements  have  been
          prepared  by  the Company pursuant to the rules and regulations of the
          U.S.  Securities  and  Exchange Commission (the "SEC") and include the
          accounts  of  the Company and its wholly-owned subsidiary, Aurora Gold
          Minera  o  Ltda  ("Aurora  Gold  Mineracao").  Collectively,  they are
          referred  to  herein  as  "the  Company".  Significant  inter-company
          accounts  and  transactions have been eliminated. Aurora Gold Minera o
          was incorporated on October 27, 2005. Certain information and footnote
          disclosures  normally  included  in  consolidated financial statements
          prepared  in  accordance with accounting principles generally accepted
          in  the  United States have been condensed or omitted pursuant to such
          SEC  rules  and regulations. The interim period consolidated financial
          statements  should  be  read  together  with  the audited consolidated
          financial  statements and accompanying notes included in the Company's
          consolidated  audited financial statements for the year ended December
          31,  2006.  In  the opinion of the Company, the unaudited consolidated
          financial  statements  contained  herein  contain  all  adjustments
          (consisting  of a normal recurring nature) necessary to present a fair
          statement  of  the  results  of  the  interim  periods  presented.

     (b)  Accounting  Estimates

          The  preparation  of  financial  statements  in  conformity  with
          generally  accepted  accounting  principles  in  the  United States of
          America  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.

     (c)  Comprehensive  income

          The  Company  has  adopted  the  Statement  of  Financial  Accounting
          Standards  No.  130  (SFAS 130), Reporting Comprehensive Income, which
          establishes  standards  for  reporting  and  display  of comprehensive
          income, its components and accumulated balances. The Company discloses
          this information on its Consolidated Statement of Stockholders' Equity
          (Deficiency).  Comprehensive  income  comprises  equity  except  those
          resulting  from  investments  by  owners  and distributions to owners.


                                       6
<PAGE>
2.   SIGNIFICANT  ACCOUNTING  POLICIES  (CONT'D)

     (c)  Comprehensive  income  (cont'd)

          Accumulated  other  comprehensive  income  consists  entirely  of
          foreign currency translation adjustments at June 30, 2007 and December
          31,  2006.

<TABLE>
<CAPTION>
                                                        Three Months Ended             Six Months Ended
                                                                   June 30,                    June 30,
                                                        2007          2006          2007          2006
-------------------------------------------------------------------------------------------------------
<S>                                                <C>         <C>           <C>           <C>
Net Loss                                           $(764,971)  $(1,319,812)  $(1,666,115)  $(1,869,399)
Unrealized loss on available-for-sale investments          -       (28,892)            -       (15,433)
Foreign currency translation adjustment              (52,267)            -       (72,734)             -
-------------------------------------------------------------------------------------------------------
Comprehensive loss                                 $(817,238)   (1,348,704)   (1,738,849)   (1,884,832)
-------------------------------------------------------------------------------------------------------
</TABLE>


     (d)  Earnings  (Loss)  Per  Share

          Earnings  (loss)  per  share  is  computed  by  dividing net income or
          loss  available  to common stockholders by the weighted average number
          of  common  shares outstanding during the year. Diluted loss per share
          takes  into  consideration  common  shares outstanding (computed under
          basic  earnings  per share) and potentially dilutive securities and is
          equivalent  to  basic  loss  per  share  for the 2007 and 2006 periods
          because  there are no potentially dilutive securities outstanding. For
          purposes  of  earnings  per share computations, shares associated with
          common  stock  issuable  are included as outstanding as of the date of
          receipt  of  cash  for  the  shares.

3.   EQUIPMENT

<TABLE>
<CAPTION>
----------------------------------------------------
                           June 30,     December 31,
                               2007             2006
----------------------------------------------------
<S>                       <C>         <C>
Vehicles                  $  78,305   $      70,570
Office equipment             48,550          41,726
Furniture and fixtures       17,834          13,167
----------------------------------------------------
                            144,689         125,463
Accumulated depreciation    (29,103)        (22,662)
----------------------------------------------------
                          $ 115,586   $     102,801
====================================================
</TABLE>

     The  majority  of  equipment  held  at  June 30, 2007 and December 31, 2006
     is  located  in  Brazil.

4.   LOANS PAYABLE

     The  loans  payable  bear  interest  at  6%  per annum, are due on December
     31,  2007  and  are  unsecured.

5.   COMMON  STOCK

     In  March  2007  the  Company  completed  a  private  placement  to  a
     non-affiliated  offshore  investor  of  500,000 common shares of the common
     stock of the Company for net proceeds of $250,000 pursuant to the exemption
     from  registration  requirements  of  the Securities Act of 1933 as amended
     afforded  by  Regulation  S  as  promulgated  by  the  Act.

     In  July  2007  the  Company  completed  a  private  placement  to
     non-affiliated  offshore investors of 4,000,000 common shares of the common
     stock  of  the  Company  for  net  proceeds  of  $1,000,000 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 proceeds
     for  these  shares  were received prior to June 30, 2007 and thus the total
     proceeds  of  $1,000,000  are  classified  as  common  stock  issuable  in
     stockholders' equity on the condensed consolidated balance sheet as of June
     30,  2007.

6.   RELATED  PARTY  TRANSACTIONS

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

     a.   During  the  six  months  ended  June  30,  2007  Consulting  Fees  of
          $94,729  (June  30,  2006  -  $  19,012) were incurred to directors of
          the Company  and  its  subsidiary.  The  transactions were recorded at
          the exchange  amount,  being  the  value  established and agreed to by
          the related  parties.


                                       7
<PAGE>
7.   SUBSEQUENT  EVENTS

     a.   The Company's  shareholders  approved  the  amendment  to  the
          Company's  Certificate  of  Incorporation  to  increase  the number of
          Authorized shares from 50,000,000 to 100,000,000 at the Company's July
          27,  2007  Annual  General  Meeting.

     b.   The Company's  shareholders  ratified  and  approved  the  Company's
          2007  Incentive  Stock Option Plan at the July 27, 2007 Annual General
          Meeting.

     c.   On August  6,  2007,  2,300,000  stock  options  were  granted  to
          directors at $0.26 per share. The term of these options is five years.
          The  options are exercisable at any time from the grant date up to and
          including the 6th day of August 2012. The Company is still determining
          the  fair value of these stock options. Given they are fully vested on
          the  date  of  grant, the Company will expense  them in full in August
          2007.

--------------------------------------------------------------------------------


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

(A)  GENERAL

This  portion  of  the  Quarterly  Report  provides  management's discussion and
analysis of the financial condition and results of operations to enable a reader
to  assess  material changes in financial condition and results of operations as
at and for the three and six month periods ended June 30, 2007, in comparison to
the  corresponding  prior-year  period.  This MD&A is intended to supplement and
complement  the  unaudited  interim  consolidated financial statements and notes
thereto,  prepared  in  accordance  with  US  GAAP,  for the three and six month
periods ended June 30, 2007 and 2006 (collectively, the "Financial Statements"),
which  are included in this Quarterly Report. The reader is encouraged to review
the Financial Statements in conjunction with your review of this MD&A. This MD&A
should  be  read  in  conjunction  with  both  the  annual  audited consolidated
financial statements for the year ended December 31, 2006 and the related annual
MD&A  included  in  the  December  31,  2006  Form  10-KSB  on  file with the US
Securities  and  Exchange  Commission. Certain notes to the Financial Statements
are  specifically  referred  to  in this MD&A and such notes are incorporated by
reference  herein.  All  dollar  amounts  in this MD&A are in US dollars, unless
otherwise  specified.

For  the  purposes  of  preparing  this  MD&A,  we  consider  the materiality of
information. Information is considered material if: (i) such information results
in,  or  would  reasonably be expected to result in, a significant change in the
market  price  or  value of Aurora Gold Corporation's shares; or (ii) there is a
substantial likelihood that a reasonable investor would consider it important in
making  an  investment decision or if it would significantly alter the total mix
of  information available to investors. Materiality is evaluated by reference to
all  relevant  circumstances,  including  potential  market  sensitivity.

This  document  contains  numerous  forward-looking  statements  relating to our
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  we believe 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  our  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.
We  disclaim  any  intent or obligation to update publicly these forward-looking
statements,  whether as a result of new information, future events or otherwise.

We  are  a  mineral  exploration  company  engaged  in  the exploration of base,
precious  metals  and  industrial minerals worldwide. We were incorporated under
the  laws  of  the  State of Delaware on October 10, 1995, under the name "Chefs
Acquisition  Corp."


                                       8
<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF OPERATION (CONT'D)

We  have  no revenues, have sustained losses since inception, have been issued a
going  concern  opinion by our auditors and rely upon the sale of our securities
to fund operations. We will not generate revenues even if any of our exploration
programs  indicate  that  a  mineral  deposit  may  exist  on  our  properties.
Accordingly,  we will be dependent on future financings in order to maintain our
operations  and continue our exploration activities. Funds raised in fiscal 2007
and 2006 were used for exploration of our properties and general administration.

(B)  SIGNIFICANT  DEVELOPMENTS  DURING  THE  SIX  MONTHS ENDED JUNE 30, 2007 AND
SUBSEQUENT  EVENTS

During  2007 we have been evaluating our property holdings in order to determine
whether  to  implement  exploration  programs  on  our existing properties or to
acquire  interests  in  new  properties.

In  February  2007 the Company received proceeds of $500,000 from two loans. The
loans  bear  interest at 6% per annum, are unsecured and are due on December 31,
2007.

In  March  2007  the  Company  completed a private placement to a non-affiliated
offshore  investor  of  500,000 common shares of the common stock of the Company
for  net  proceeds  of  $250,000  pursuant  to  the  exemption from registration
requirements  of  the Securities Act of 1933 as amended afforded by Regulation S
as  promulgated  by  the  Act.

In  July  2007  the  Company  completed  a  private  placement to non-affiliated
offshore investors of 4,000,000 common shares of the common stock of the Company
for  net  proceeds  of  $1,000,000  pursuant  to the exemption from registration
requirements  of  the Securities Act of 1933 as amended afforded by Regulation S
as  promulgated  by  the  Act.

In  July  2007  the Company began the second phase of drilling at the Molly gold
project  on  the  Sao  Domingos  property.

During the first quarter of 2007 we signed an MOU covering the Comandante Araras
mineral  exploration  licence  located  in  the Municipality of Itaituba, in the
Tapajos  gold province of the State of Para, Brazil. The terms of the Comandante
Arara  MOU  provide  us  with a 60 day review period (the 60 day review does not
start  until  the  Vendor  converts  the licence into an exploration licence and
transfers title to the Company) to access the gold potential of the property for
the  sum  of  R$100,000 (payment will be made as soon as the Vendor converts the
licence  into  an  exploration licence and transfers title to the Company and is
not  owed until that time). If we decide to proceed with acquiring a 100 percent
interest  in  the  title  to the mineral rights then we would give notice to the
vendors  of  our  intention to acquire title to the mineral rights at least five
days  prior  to the expiration of the aforementioned period. We would then enter
into  an  Option  Agreement  with  the  property  Vendors for the Assignment and
transfer  of  the  mineral  rights.

(C)  EXPLORATION  AND  DEVELOPMENT

We  conduct  our  exploration  and property acquisition activities from our head
office,  which  is  located  at  1  Edith  Place, Coolum Beach, Queensland, 4573
Australia.  The  telephone  number  is  +61  4111-56177.  The  Field  office for
our  exploration activities in Brazil is located at Estrada Do Bis, 476, Bairro,
Bom Jardim, Itaituba, in the Tapajos gold province of the State of Para, Brazil.

Our  general  business strategy is to acquire mineral properties either directly
or  through the acquisition of operating entities.  Our continued operations and
the  recoverability of mineral property costs is dependent upon the existence of
economically  recoverable  mineral reserves, confirmation of our interest in the
underlying properties, our ability to obtain necessary financing to complete the
development  and  upon  future  profitable  production.

We  are currently concentrating our exploration activities in Brazil and Canada.
We  are  also  examining  data  relating  to  the potential acquisition of other
exploration  properties  in  Mexico  and  South  America.


                                       9
<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF OPERATION (CONT'D)

(C)  EXPLORATION  AND  DEVELOPMENT  (CONT'D)

Since  1996 we have acquired and disposed of a number of properties. We have not
been  successful  in any of our exploration efforts to establish reserves on any
of  the  properties  that  we owned or in which we have or have had an interest.

We currently have an interest in seven projects located in Tapajos gold province
in  Para  State,  Brazil  and  one property located in British Columbia, Canada.

Our 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  our  mineral
exploration  and  development  activities  will  result  in  any  discoveries of
commercially viable bodies of mineralization. The long-term profitability of our
operations  will  be,  in  part, directly related to the cost and success of our
exploration  programs,  which  may  be  affected  by  a  number  of  factors.

We  have  conducted  only  preliminary  exploration  activities  to date and may
discontinue such activities and dispose of the properties if further exploration
work  is  not warranted. Our strategy is to concentrate our 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.

Our  seven properties located in the Tapajos gold province in Para State, Brazil
consist  of,  S  o Domingos, S o Jo o, Piranhas, Branca de Neve, Bigode, Santa L
cia  and  Comandante  Araras.

For  the three and six month periods ended June 30, 2007 we recorded exploration
expenses  of  $557,815  and  $1,289,832  (2006  -  $1,147,291  and  $1,575,561)
respectively.  The  following  is  a  breakdown  of  the exploration expenses by
property:  Brazil $557,815 and $1,287,657 (2006 - $1,147,291 and $1,573,316) and
Canada,  Kumealon  property  $0  and $2,175 (2006 - $0 and $2,245) respectively.

We have commenced reconnaissance exploration programs on each of the properties.
The  S  o  Domingos, S o Jo o, Piranhas, Branca de Neve, Bigode, Santa L cia and
Comandante  Araras  properties  are located in the southern part of the rich and
largely  unexplored  Tapajos  gold  province.

We  have  conducted  preliminary  investigations  of the Sao Joao property area,
which  has  confirmed  the  existence  of mineralised quartz veins and stockwork
systems  within  these Intrusive Granite Suites and we will continue to evaluate
the  property.  Subsequent  trenching  and  mapping  has  revealed  a  series of
mineralised  quartz  veins  and these are scheduled for drill testing during the
third  quarter  of  2007.

 At  the  Sao Domingos property a series of drill targets were generated to test
the  extent of surface mineralization on 4 anomalies.  The targets were selected
based  on  the  results  of the rock chip and geochem programs, conducted during
2005  and  2006.  Results  of  drilling  over  the  Fofoca  anomaly delineated a
mineralized  envelope,  the  Molly zone, which is currently open along strike in
both  east  and  west directions and also to depth.  The Molly zone is currently
under  review for a potential inferred resource estimate, and for evaluation for
further  test  work in the near future.  Other drilling at Sao Domingos targeted
potential  depth  extensions  of  water  canon and sluice operations by previous
local workers.  A reinterpretation of the initial results of this drilling, have
shown  that  a  more  controlled  nature of mineralization is apparent.  Further
subsurface exploration was initiated during early July 2007 to better understand
the  mineralizing  styles encountered. Additional exploration at Molly zone will
include  an  Induced  Polarization  (IP)  study  on the western extension of the
current  Molly zone.  The Company plans to complete drill testing of the initial
targets  at  the  Sao Joao project, and then return to Sao Domingo's property to
test  any  extension  to  the  west  of  the  current  Molly  zone  area.


                                       10
<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF OPERATION (CONT'D)

(C)  EXPLORATION  AND  DEVELOPMENT  (CONT'D)

During  the  second  quarter  of  2007 the Company completed construction of its
field  base  and  the  office  complex  at  the  Sao  Domingos  property.

Exploration  and development on the Sao Joao property continued to focus on soil
sampling  and  rock  chip  outcrop  sampling on the several quartz veins located
early  in  2006.  A series of trenches were cut to better test the continuity of
the mineralizing systems and enclosed quartz veins.  The results of the trenches
confirmed  the  high grades of the previous rock chip results, and that there is
significant  continuity  along  strike.  To  date,  5  veins have been noted and
target  generation  for  drill  testing  for  depth  and  strike  continuity was
completed  during  mid December.  Drilling is scheduled to begin on the property
during  the  third  quarter  of  2007.

Initial  rock chip and mapping was carried out on the Comandante Araras property
for  orientation  purposes  in  preparation for a more focused target generation
campaign  during  the  drilling  phase  at  the  neighboring  Sao Joao property.


ITEM 2. MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF OPERATION (CONT'D)

(D)  RESULTS  OF  OPERATIONS

Six  Months  Ended  June  30,  2007  versus  Six  Months  Ended  June  30,  2006

For  the  six  months  ended June 30, 2007 we recorded a net loss of $ 1,666,115
(2006  net  loss  -  $1,869,399)  or  $0.04  per  share  (2006  -  $0.04).

Expenses  -  For  the  six  months  ended  June 30, 2007 we recorded expenses of
$376,283 (2006 - $293,838). This amount includes, professional fees - accounting
$33,575  (2006  -  $25,031)  and  legal  $71,162  (2006  -  $68,352).

Exploration  expenditures  -  For the six months ended June 30, 2007 we recorded
exploration  expenses  of  $1,289,832  (2006  -  $1,575,561). The following is a
breakdown  of  the  exploration  expenses by property: Brazil $1,287,657 (2006 -
$1,573,316)  and  Canada,  Kumealon  property  $2,175  (2006  -  $2,245).

Depreciation  expense  -  For  the  six  months  ended June 30, 2007 we recorded
depreciation  expense  of  $5,581  (2006  -  $627).

(E)  CAPITAL  RESOURCES  AND  LIQUIDITY

June 30, 2007 versus December 31, 2006

At  June  30, 2007, we had cash of $286,383 (December 31, 2006 - $278,091) and a
working  capital  deficiency  of  $1,336,637  (December 31, 2006 working capital
deficiency  - $835,003) respectively. Total liabilities as of June 30, 2007 were
$1,644,630  as  compared  to  $1,155,673  at  December  31, 2006, an increase of
$488,957.  On  February  23,  2006 we completed a Private Placement of 8,000,000
common  shares  priced at USD $0.50 per share for total net consideration of USD
$3,890,000 to offshore investors, all of whom are non-affiliated pursuant to the
exemption  from  registration  requirements  of  the  Securities  Act of 1933 as
amended  afforded  by  Regulation  S  as promulgated by the Act. On December 29,
2006,  we  completed a Private Placement of 1,000,000 common shares at USD $0.50
per  share  for  net proceeds of $500,000 to offshore investors, all of whom are
non-affiliated  pursuant  to the exemption from registration requirements of the
Securities Act of 1933 as amended afforded by Regulation S as promulgated by the
Act. In March 2007 the Company completed a private placement to a non-affiliated
offshore  investor  of  500,000 common shares of the common stock of the Company
for  net  proceeds  of  $250,000  pursuant  to  the  exemption from registration
requirements  of  the Securities Act of 1933 as amended afforded by Regulation S
as  promulgated  by  the


                                       11
<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF OPERATION (CONT'D)

(E)  CAPITAL  RESOURCES  AND  LIQUIDITY  (CONT'D)

Act.  In  July  2007 the Company completed a private placement to non-affiliated
offshore investors of 4,000,000 common shares of the common stock of the Company
for  net  proceeds  of  $1,000,000  pursuant  to the exemption from registration
requirements  of  the Securities Act of 1933 as amended afforded by Regulation S
as  promulgated  by the Act. Following the closing of this private placement, we
had  49,968,522  common  shares  issued  and  outstanding.

Our  general  business strategy is to acquire mineral properties either directly
or  through  the  acquisition  of operating entities. Our consolidated financial
statements  have  been prepared in accordance with generally accepted accounting
principles  in  the  United  States of America and applicable to a going concern
which contemplates the realization of assets and the satisfaction of liabilities
and  commitments in the normal course of business. As discussed in note 1 to the
financial  statements, the Company has incurred recurring operating losses since
inception,  has  not  generated  any operating revenues to date and used cash of
$1,668,708  from  operating  activities in 2007. The Company requires additional
funds  to  meet  its  obligations  and  maintain its operations.  We do not have
sufficient  working  capital to (i) pay our administrative and general operating
expenses  through  December  31,  2007  and  (ii)  to  conduct  our  preliminary
exploration  programs.  Without cash flow from operations, we may need to obtain
additional  funds (presumably through equity offerings and/or debt borrowing) in
order,  if  warranted,  to  implement  additional  exploration  programs  on our
properties.  While we may attempt to generate additional working capital through
the  operation,  development,  sale or possible joint venture development of its
properties,  there  is  no  assurance that any such activity will generate funds
that  will  be  available  for  operations.  Failure  to  obtain such additional
financing  may result in a reduction of our interest in certain properties or an
actual foreclosure of its interest. We have no agreements or understandings with
any  person  as  to  such  additional  financing.

Our  exploration properties have not commenced commercial production and we have
no history of earnings or cash flow from its operations. While we may attempt to
generate  additional 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  YEAR  2007

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

We  will  concentrate  our  exploration  activities  on  the  Brazilian  Tapajos
properties  and  examine  data  relating  to  the potential acquisition or joint
venturing  of  additional  mineral  properties  in  either  the  exploration  or
development  stage  in  Brazil  and  other  South American countries. Additional
employees  will  be  hired  on a consulting basis as required by the exploration
properties.

Our  exploration  work  program in 2007 on the Brazilian Tapajos properties will
entail  surface  mapping  of  geology,  sampling  of  soils  on  a grid basis to
delineate geochemical anomalies, stream sediment sampling, geophysical surveying
and  drilling.

The  primary  focus  of  exploration during 2007 will be to calculate a resource
estimate  for  the  Sao Domingos and the Sao Joao properties.  Simultaneously we
will  map  in  detail  the other properties and follow on from the rock chip and
soil  sampling completed during 2006.  Drill target generation will be conducted
on  Bigode,  Piranhas,  Santa  Lucia,  Branca  de  Neve  and  Comandante  Araras
properties and a proposed drill program will be scheduled for late 2007 or early
2008.

During  the 3rd quarter of 2007, an initial inferred resource will be calculated
on  the  Molly  zone  located at the Fofoca occurrence based on initial drilling
results  on  the  Sao  Domingos  project.  This  resource  will be appraised and
further


                                       12
<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OR  PLAN  OF OPERATION (CONT'D)

(F)  PLANS  FOR  YEAR  2007  (CONT'D)

drilling  is scheduled later in 2007 to close up spacing and increase confidence
levels  for  a resource upgrade.  The resource is not yet closed off and further
drill  testing  of  the  East  and  West  strike potential will occur during the
resource  definition  phase  discussed  above.  Depth  potential  will  also  be
appraised  during  this  drilling  phase.

We  also  intend  to  map  in detail the other areas previously appraised at Sao
Domingos property to generate further drill targets.  The current interpretation
demonstrates  the  potential  of the Molly zone joining up to areas along strike
known  for  high grade rock chip samples. Initial exploration on these areas was
restricted  to  mapping  the  outcrop geology and spoils from shafts of previous
workers  in  order  to  confirm  lithologies  and  structural  trends  noted  on
government  maps.  Results  and  interpretations of the previous work, including
literature reviews, led to limited follow up drilling.  The drilling assisted in
the  subsurface  understanding  of  the  structures  and  mineralisation trends.
Currently  three  anomalous areas have been identified, from rock chip sampling,
mapping  and  drilling,  and warrant further investigation.  We have conducted a
soil  sampling  program,  and  further  rock  chip  sampling  programs  over the
anomalous areas and have drafted maps highlighting these anomalous areas.  These
anomalous areas have been ranked in order of geological understanding and degree
of  mineralisation  and  geological  confidence  and the Company intends to test
these  by  geophysical  and/or  drilling  methods.  The  results  from  the work
programs  have  assisted  us  in  understanding the 3 dimensional geology of the
area.

The  Company  also intends to complete a series of geophysics programs, adopting
ground  Induced  Polarization  (IP)  and  ground  Magnetics,  around the western
extension  of  the  Molly  zone.  If  these  Geophysical programs prove to be of
benefit to the geological understanding of the area, then the Company intends to
adopt  more  of  these  techniques  on  the  Company's  other  projects.

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.

We  are not planning to do any exploration work on the British Columbia Kumealon
limestone  property  in  2007.

(G)  APPLICATION  OF  CRITICAL  ACCOUNTING  POLICIES

The  accounting  policies  and  methods  we  utilize  in  the preparation of our
consolidated  financial  statements  determine  how  we  report  our  financial
condition  and  results  of  operations  and  may require our management to make
estimates  or  rely  on assumptions about matters that are inherently uncertain.
Our  accounting  policies  are  described  in  note  2  to our December 31, 2006
consolidated  financial  statements. Our accounting policies relating to mineral
properties  and exploration costs and depreciation and amortization of property,
plant  and  equipment  are  critical  accounting  policies  that  are subject to
estimates  and  assumptions  regarding  future  activities.

(H)  OFF-BALANCE  SHEET  ARRANGEMENTS  AND  CONTRACTUAL  OBLIGATIONS

We  do  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  our  financial  condition,  changes  in financial condition,
revenues  or expenses, results of operations, liquidity, capital expenditures or
capital  resources  that  have  not  been disclosed in our financial statements.

(I)  QUALITATIVE  AND  QUANTITATIVE  DISCLOSURES  ABOUT  MARKET  RISK

Our  exposure  to market risk is confined to our cash equivalents and short-term
investments.  We  invest  in high-quality financial instruments; primarily money
market  funds,  federal  agency  notes,  and  US  Treasury obligations, with the
effective duration of the portfolio within one year which we believe are subject
to limited credit risk. We currently do not hedge interest rate exposure. Due to
the  short-term  nature  of  our investments, we do not believe that we have any
material  exposure  to  interest  rate  risk  arising  from  our  investments.


                                       13
<PAGE>
ITEM 3. CONTROLS  AND  PROCEDURES

We  maintain disclosure controls and procedures that are designed to ensure that
information  required  to be disclosed in our Securities Exchange Act reports is
recorded,  processed,  summarized and reported within the time periods specified
in  the  SEC's  rules  and  forms,  and that such information is accumulated and
communicated  to  our  management,  including  our President and Chief Executive
Officer  (Principal  Executive  Officer)  and Chief Financial Officer (Principal
Financial Officer), as appropriate, to allow timely decisions regarding required
disclosure.  In designing and evaluating the disclosure controls and procedures,
management  recognized  that  any  controls  and  procedures, no matter how well
designed  and  operated,  can provide only reasonable assurance of achieving the
desired  control  objectives,  as  ours  are  designed  to  do,  and  management
necessarily  was  required  to apply its judgment in evaluating the cost-benefit
relationship  of  possible  controls  and  procedures.

As  of  the  end  of  the  period  covered  by  this  report,  we carried out an
evaluation,  under the supervision and with the participation of our management,
including  our  President  and  Chief  Executive  Officer  (Principal  Executive
Officer)  and  Chief  Financial  Officer  (Principal  Financial  Officer) of the
effectiveness  of  the  design  and  operation  of  our  disclosure controls and
procedures,  as  defined  in  Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange  Act  of  1934.  Based  upon  that  evaluation, our President and Chief
Executive  Officer  (Principal  Executive  Officer)  and Chief Financial Officer
(Principal  Financial  Officer)  concluded  that,  as  of  June  30,  2007,  our
disclosure  controls  and  procedures  are  effective  in enabling us to record,
process,  summarize  and  report  information  required  to  be  included in our
periodic  SEC  filings  within  the  required  time  period.

During  the  period covered by this report, we initiated disclosure controls and
procedures  to  ensure conformity in the use of the accrual method of accounting
by  our  wholly-owned  Brazilian  subsidiary,  Aurora Gold Mineracao Ltda, as is
already  used by us and all of our operating subsidiaries. At December 31, 2006,
our  President  and  Chief  Executive  Officer  and  Chief Financial Officer had
determined  that  our  disclosure  controls  and  procedures were ineffective in
alerting them in a timely manner to material information relating to the Company
and  its  subsidiary  related  to  the  use of the cash versus accrual method of
accounting  as  it  relates  to  pre-adjusted  accounting  records  prior  to
consolidation  by  our  wholly-owned Brazilian subsidiary, Aurora Gold Mineracao
Ltda,  which  commenced  operations  during  the  2006  fiscal  year.

Except  as  set  forth above, there have been no changes in our internal control
over  financial reporting that occurred during the period covered by this Report
that  have  materially  affected, or are reasonably likely to materially affect,
our  internal  control  over  financial  reporting.


                           PART II. OTHER INFORMATION

ITEM 1. LEGAL  PROCEEDINGS

We  are  not  party  to  any litigation, and have no knowledge of any pending or
threatened  litigation  against  us.

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

In  March  2007  the  Company  completed a private placement to a non-affiliated
offshore  investor  of  500,000 common shares of the common stock of the Company
for  net  proceeds  of  $250,000  pursuant  to  the  exemption from registration
requirements  of  the Securities Act of 1933 as amended afforded by Regulation S
as  promulgated  by  the  Act.

In  July  2007  the  Company  completed  a  private  placement to non-affiliated
offshore investors of 4,000,000 common shares of the common stock of the Company
for  net  proceeds  of  $1,000,000  pursuant  to the exemption from registration
requirements  of  the Securities Act of 1933 as amended afforded by Regulation S
as  promulgated  by the Act. Following the closing of this private placement, we
had  49,968,522 common shares issued and outstanding. The funds will be used for
working  capital.

ITEM 3. DEFAULTS  UPON  SENIOR  SECURITIES

Not  Applicable


                                       14
<PAGE>
ITEM 4. SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

The Company held its Annual General Meeting on July 27, 2007. At the meeting one
shareholder  holding  24,000  shares was present in person and 16,814,852 shares
were  represented  by  proxy.

     The  holders  of  the  majority  of  the shares voting at the meeting voted
     for:

      1.  The election  of  Michael  Montgomery,  Lars  Pearl  and  Cameron
          Richardson  as  the  directors  of  the  Company,
      2.  The appointment  of  Peterson  Sullivan  PLLC,  as  the  independent
          registered  public  accounting  firm  for  the  Company,
      3.  The amendment  to  the  company's  Certificate  of  Incorporation  to
          increase  the  number  of  authorized  shares  of common stock from 50
          million  to  100  million,  and
      4.  The  approval  of  the  Company's  2007  Incentive  Stock  Option
          Plan.

ITEM 5. OTHER  INFORMATION

     None.

ITEM 6. EXHIBITS

<TABLE>
<CAPTION>
<S>      <C>
3.1.1    Certificate of Incorporation incorporated by reference to the registration statement on Form 10SB filed on June
         4, 1998 (SEC File No. 000-24393 98720970). *

3.1.2    Certificate of Amendment to the Certificate of Incorporation incorporated by reference to the registration
         statement on Form 10SB filed on June 4, 1998 (SEC File No. 000-24393 98720970).*

3.1.3    Certificate of Restoration and Renewal of Certificate of Incorporation incorporated by reference to the
         registration statement on Form 10SB filed on June 4, 1998 (SEC File No. 000-24393 98720970). *

3.2.1    By-laws incorporated by reference to the registration statement on Form 10SB filed on June 4, 1998 (SEC File
         No. 000-24393 98720970). *

3.2.2    Amended and Restated By-laws incorporated by reference to the registration statement on Form 10SB filed on
         June 4, 1998 (SEC File No. 000-24393 98720970). *

10.1.1   Consulting Agreement between Hans W. Biener of SupplyConsult GbR and Aurora Gold Corporation
         incorporated by reference to the registration statement on Form SB filed on  December 16, 2005 (SEC File No.
         333-130379 051269300). *

10.1.2   Confidentiality Agreement between Hans W. Biener of SupplyConsult GbR and Aurora Gold Corporation
         incorporated by reference to the registration statement on Form SB filed on December 16, 2005 (SEC File No.
         333-130379 051269300). *

10.2.1   Assignment of Novo Porto and Santa Clara Memorandum of Understanding to Aurora Gold Corporation
         incorporated by reference to the registration statement on Form SB filed on December 16, 2005  (SEC File No.
         333-130379 051269300). *

10.2.2   Novo Porto Memorandum of Understanding Corporation incorporated by reference to the registration statement
         on Form SB filed on December 16, 2005 (SEC File No. 333-130379 051269300). *

10.2.3.  Declaration of Translator for translation of Porto Novo Memorandum of Understanding from Portuguese to
         English Corporation incorporated by reference to the registration statement on Form SB filed on December 16,
         2005 (SEC File No. 333-130379 051269300). *


                                       15
<PAGE>
10.2.4   Novo Porto Option Agreement incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC File
         No. 000-24393-06715925). *

10.2.5   Declaration of Translator for translation of Novo Porto Option Agreement from Portuguese to English
         Corporation incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC File No. 000-24393-
         6715925). *

10.2.6   Santa Clara Memorandum of Understanding incorporated by reference to the registration statement on Form SB
         filed on December 16, 2005 (SEC File No. 333-130379 051269300). *

10.2.7   Declaration of Translator for translation of Santa Clara Memorandum of Understanding from Portuguese to
         English Corporation incorporated by reference to the registration statement on Form SB filed on December 16,
         2005 (SEC File No. 333-130379 051269300). *

10.3.1   Assignment of Ouro Mil Memorandum of Understanding to Aurora Gold Corporation incorporated by reference
         to the registration statement on Form SB filed on December 16, 2005 (SEC File No. 333-130379 051269300). *

10.3.2   Ouro Mil Memorandum of Understanding Corporation incorporated by reference to the registration statement on
         Form SB filed on December 16, 2005 (SEC File No. 333-130379 051269300). *

10.3.3   Declaration of Translator for translation of Ouro Mil Memorandum of Understanding from Portuguese to English
         Corporation incorporated by reference to the registration statement on Form SB filed on December 16, 2005
         (SEC File No. 333-130379 051269300). *

10.3.4   Ouro Mil Option Agreement incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC File
         No. 000-24393-06715925). *

10.3.5   Declaration of Translator for translation of Ouro Mil Option Agreement from Portuguese to English incorporated
         by reference to the Form 10-KSB filed on March 28, 2006 (SEC File No. 000-24393-06715925). *

10.4.1   Assignment of Sao Domingos Memorandum of Understanding to Aurora Gold Corporation incorporated by
         reference to the registration statement on Form SB filed on December 16, 2005 (SEC File No. 333-130379
         051269300). *

10.4.2   Sao Domingos Memorandum of Understanding Corporation incorporated by reference to the registration
         statement on Form SB filed on December 16, 2005 (SEC File No. 333-130379 051269300). *

10.4.3   Declaration of Translator for translation of Sao Domingos Memorandum of Understanding from Portuguese to
         English incorporated by reference to the registration statement on Form SB filed on December 16, 2005 (SEC
         File No. 333-130379 051269300). *

10.4.4   S o Domingos Option Agreement incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC
         File No. 000-24393-06715925). *

10.4.5   Declaration of Translator for translation of S o Domingos Option Agreement from Portuguese to English
         incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC File No. 000-24393-06715925). *

10.5.1   Santa Isabel Option Agreement incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC
         File No. 000-24393-06715925). *

10.5.2   Declaration of Translator for translation of Santa Isabel Option Agreement from Portuguese to English
         incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC File No. 000-24393-06715925). *


                                       16
<PAGE>
10.6.1   S o Jo o Option Agreement incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC File
         No. 000-24393-06715925). *

10.6.2   Declaration of Translator for translation of S o Jo o Option Agreement from Portuguese to English
         incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC File No. 000-24393-06715925). *

10.7.1   Piranhas Memorandum of Understanding incorporated by reference to the Form 10-KSB filed on March 28,
         2006 (SEC File No. 000-24393-06715925).  *

10.7.2   Declaration of Translator for translation of Piranhas Memorandum of Understanding from Portuguese to
         English incorporated by reference to the Form 10-KSB filed on March 28, 2006 (SEC File No. 000-24393
         06715925). *

10.8.1   Branca de Neve Memorandum of Understanding incorporated by reference to the Form 10-QSB filed on July
         26, 2006 (SEC File No. 000-24393-06981489). *

10.8.2   Declaration of Translator for translation of Branca de Neve Memorandum of Understanding from Portuguese to
         English incorporated by reference to the Form 10-QSB filed on July 26, 2006 (SEC File No. 000-24393-
         6981489). *

10.9.1   Bigode Memorandum of Understanding incorporated by reference to the Form 10-QSB filed on July 26, 2006
         (SEC File No. 000-24393-06981489). *

10.9.2   Declaration of Translator for translation of Bigode Memorandum of Understanding from Portuguese to English
         incorporated by reference to the Form 10-QSB filed on July 26, 2006 (SEC File No. 000-24393-06981489). *

10.10.1  Santa Lucia Memorandum of Understanding incorporated by reference to the Form 10-QSB filed on July 26,
         2006 (SEC File No. 000-24393-06981489). *

10.10.2  Declaration of Translator for translation of Santa Lucia Memorandum of Understanding from Portuguese to
         English incorporated by reference to the Form 10-QSB filed on July 26, 2006 (SEC File No. 000-24393-
         6981489). *

16.1     Letter on change in certifying accountant incorporated by reference to the Form 8-K filed on May 16, 2006
         (SEC File No. 000-24393-637373). *

16.2     Letter on change in certifying accountant incorporated by reference to the Form 8-K filed on February 8, 2006
         (SEC File No. 000-24393-06588079). *

31.1     Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2     Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1     Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2     Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

99.1     Corporate Governance Principles incorporated by reference to the Form 10-KSB filed on March 25, 2004 (SEC
         File No. 000-24393-04689262). *
</TABLE>
--------
*  Previously  Filed


                                       17
<PAGE>
                                   SIGNATURES

In  accordance  with  Section  13  or  15(d) 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  17,  2007                  BY:  /s/  Lars  Pearl
       -----------------                       ---------------
                                               Lars  Pearl
                                               Director

Date:  August  17,  2007                  BY:  /s/  A.  Cameron  Richardson
       -----------------                       ----------------------------
                                               A.  Cameron  Richardson
                                               Director


In  accordance  with  the Exchange Act, this report has been signed below by the
following  persons  on behalf of the registrant and in the capacities and on the
dates  indicated.

Date:  August  17,  2007                  BY:  /s/  Lars  Pearl
       -----------------                       ----------------
                                               Lars  Pearl
                                               President,  Chief  Executive
                                               Officer  and  Director


Date:  August  17,  2007                  BY:  /s/  A.  Cameron  Richardson
       -----------------                       ----------------------------
                                               A.  Cameron  Richardson
                                               Chief  Financial  Officer
                                               and  Director