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 March 31, 2004
                                    --------------

[ ]  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.)

1060 Alberni Street, Suite 1505, Vancouver, B.C., Canada V6E 4K2
----------------------------------------------------------------
(Address  of  principal  executive  offices)

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

P.O. Box 3711 Stn Terminal, 349 West Georgia Street, Vancouver B.C.
-------------------------------------------------------------------
Canada V6B 3Z1
--------------
(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: 19,534,431 shares of Common Stock
were  outstanding  as  of  March  31,  2004.

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.


                                      INDEX

                                                                        Page No.
PART I.   Financial  Information

Item 1.   Financial  Statements
          Balance  Sheets  --                                                3
          March  31,  2004  and  December  31,  2003

          Statements  of  Operations  --                                     4
          Three-Months  Ended  March  31,  2004

          Statements  of  Cash  Flows  --                                    5
          Three-Months  Ended  March  31,  2004

          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                                                12

Item  2.  Changes  in  Securities                                           12

Item  3.  Defaults  Upon  Senior  Securities                                12

Item  4.  Submission  of  Matters  to  a  Vote  of  Security  Holders       12

Item  5.  Other  Information                                                12

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

Signatures                                                                  13


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

Balance Sheets
March 31, 2004 and December 31, 2003


(Expressed in U.S. Dollars)                                            March 31     December 31
(Unaudited)                                                              2004          2003
------------------------------------------------------------------------------------------------
<S>                                                                  <C>           <C>

ASSETS
Current
  Cash                                                               $    10,687   $     15,327
  Receivables                                                              1,462          2,196
------------------------------------------------------------------------------------------------
Total current assets                                                      12,149         17,523

Equipment                                                                  6,830          5,095
------------------------------------------------------------------------------------------------
Total assets                                                         $    18,979   $     22,618
================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIENCY)

Liabilities

Current
  Accounts payable and accrued liabilities                           $         -   $      7,799
------------------------------------------------------------------------------------------------
Total liabilities                                                              -          7,799
================================================================================================

Stockholders' Equity (Deficiency)
  Share Capital
    Authorized
      50,000,000 common shares, with par value $0.001each
    Issued
      19,534,431 (2003 - 19,434,431) common shares                        19,534         19,434
    Additional paid-in capital                                         3,784,761      3,762,361
    Accumulated (deficit)                                             (3,785,316)    (3,766,976)
------------------------------------------------------------------------------------------------
Stockholders' equity                                                      18,979         14,819
------------------------------------------------------------------------------------------------
Total liabilities and stockholders' equity                           $    18,979   $     22,618
================================================================================================
</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
(Expressed in U.S. Dollars)                  1995 (inception)             ended          ended
(Unaudited)                                       to March 31          March 31       March 31
                                                         2004              2004           2003
----------------------------------------------------------------------------------------------
<S>                                          <C>                <C>             <C>

General and administrative expenses
  Administrative and general                 $        664,315   $       5,228   $        (592)
  Depreciation and amortization                        48,123             773             773
  Interest, bank charges and
    foreign exchange loss (gain)                       42,694             438               -
  Professional fees - accounting and legal            353,735               -           1,206
  Property search and negotiation                     142,770           9,932               -
  Salaries and consulting fees                        854,097               -               -
----------------------------------------------------------------------------------------------
                                                    2,105,734          16,371           1,387

Exploration expenses (recovery)                     1,404,343           1,969           1,595

Write off of mineral property costs                   172,981               -               -
----------------------------------------------------------------------------------------------
                                                    3,683,058          18,340           2,982
----------------------------------------------------------------------------------------------
Other income (loss)
  Gain on disposition of subsidiary                   216,474               -               -
  Interest income                                      22,353               -               5
  (Loss) on sale of investments                       (24,487)              -               -
  Operating (loss) of Spun-off operations            (316,598)              -               -
----------------------------------------------------------------------------------------------
                                                     (102,258)              -               5
----------------------------------------------------------------------------------------------
Net (loss) for the period                          (3,785,316)        (18,340)         (2,977)
==============================================================================================

Earnings (loss) per share
  - basic and diluted                                           $       (0.00)  $       (0.00)
==============================================================================================

Weighted average number of
  common shares outstanding
  - basic and diluted                                              19,502,209      17,026,675
==============================================================================================
</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      Three months    Three months
(Expressed in U.S. Dollars)                               1995 (inception)             ended           ended
(Unaudited)                                                    to March 31          March 31        March 31
                                                                      2004              2004            2003
------------------------------------------------------------------------------------------------------------
<S>                                                       <C>                <C>             <C>

Cash flows from (used in) operating activities
  Net (loss) for the period                               $     (3,785,316)  $     (18,340)  $      (2,977)
  Adjustments to reconcile net loss to
    net cash used in operating activities:
      -depreciation and amortization                                48,123             773             773
      -compensation on stock options                               720,500               -               -
      -expenses and loans satisfied with common stock              497,300               -          37,336
      -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                         (208,440)            734            (144)
      -increase (decrease) in accounts payable                     418,157          (7,799)        (34,971)
------------------------------------------------------------------------------------------------------------
                                                                (1,795,710)        (24,632)             17
------------------------------------------------------------------------------------------------------------

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)              -               -
------------------------------------------------------------------------------------------------------------
                                                                  (227,934)         (2,508)              -
------------------------------------------------------------------------------------------------------------

Cash flows from financing activities
  Proceeds from issuance of common stock                         1,979,839               -               -
  Loan proceeds                                                     54,492          22,500               -
------------------------------------------------------------------------------------------------------------
                                                                 2,034,331          22,500               -
------------------------------------------------------------------------------------------------------------

Increase (decrease) in cash and cash equivalents                    10,687          (4,640)             17
Cash and cash equivalents, beginning of period                           -          15,327             987
------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period                  $         10,687   $      10,687   $       1,004
============================================================================================================
</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
     Part  228.310  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 period ended March 31, 2004 are not necessarily
     indicative  of the results that may be expected for the year ended December
     31,  2004.

     The  balance  sheet  at December 31, 2003 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, 2003 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)  Fixed  Assets

          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>
          Computer  equipment              2  years
          Telecommunication  equipment     5  years
          Office  equipment                5  years


     (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  March 31, 2004 and
          December  31,  2003,  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  adoption  of  SFAS  123  does not have an impact on the Company's
          financial  statements.

     (e)  Advertising  Expenses

          The  Company  expenses  advertising  costs  as incurred. There were no
          advertising  expenses  incurred  by  the  Company for the three months
          ended  March  31,  2004 and the twelve months ended December 31, 2003.

     (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


                                        7
<PAGE>
          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.

          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>
--------------------------------------------------------------------
                                            March 31    December 31
                                              2004         2003
--------------------------------------------------------------------
<S>                                        <C>         <C>

Computer equipment                         $   2,508   $          -
Telecommunication equipment                    1,875          1,875
Office equipment                              13,583         13,583
--------------------------------------------------------------------
                                              17,966         15,458
Accumulated depreciation and amortization    (11,136)       (10,363)
--------------------------------------------------------------------
                                           $   6,830   $      5,095
====================================================================
</TABLE>

5  Common  shares  outstanding

     As  at  March 31, 2004, the Corporation's authorized capital stock consists
     of  50,000,000  common  shares  with a par value of $0.001 per share. There
     were  19,534,431  common  shares  issued and outstanding at March 31, 2004.

6. Outstanding  Options

     At  March  31,  2004  and  December  31,  2003  the  Company had no options
     outstanding.

7. Related  Party  Transactions

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

  a) During  the  three  month  period  ended  March 31, 2004, salaries and
     consulting  fees  of  $0  (2003  -  $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
<PAGE>
8.   Reclassifications

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

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 three month period ended March 31, 2004
     and  Subsequent  Events

   During the three month period ended March 31, 2004 the Company issued 100,000
   common  shares  for  cash  of  $25,000. 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.

   Exploration  expenses  on  the  British  Columbia, Canada, Kumealon limestone
   prospect  totalled  $1,969 during the three month period ended March 31, 2004
   (2003  -  $1,595).

   The  Company's  property  is  in  the exploration stage only and is without a
   known  body of Mineral Reserves. Development of the property 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.


                                        9
<PAGE>
(D)  Results  of  Operations

(a)  Three  Months  Ended March 31, 2004 (Fiscal 2004) versus Three Months Ended
     March  31,  2003  (Fiscal  2003)

   The  Company  issued 100,000 common shares for cash of $25,000 (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 three month period ended March
   31,  2004  (fiscal  2003  -  $0).

   For  the  three  months  ended  March 31, 2004 the Company recorded a loss of
   $18,340 or $0.00 per share, compared to a loss of $2,977 ($0.00 per share) in
   2003.

   General  and administrative expenses - For the three month period ended March
   31,  2004 the Company recorded general and administrative expenses of $16,371
   (fiscal  2003 - $1,387). The fiscal 2004 amount includes, professional fees -
   accounting  $0  (fiscal  2003  -  $1,206)  and  legal  $0 (fiscal 2003 - $0).

   Exploration  expenditures  -  For the three month period ended March 31, 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 three month period ended March 31, 2004
   the  Company  recorded  depreciation  costs  of  $773  (fiscal  2003 - $773).

(b)  Three  Months  Ended March 31, 2003 (Fiscal 2003) versus Three Months Ended
     March  31,  2002  (Fiscal  2002)

   For  the  three  months  ended  March 31, 2003 the Company recorded a loss of
   $2,977  or $0.00 per share, compared to a loss of $6,673 ($0.00 per share) in
   2002.

   General  and administrative expenses - For the three month period ended March
   31,  2003  the Company recorded general and administrative expenses of $1,387
   (fiscal  2002 - $5,845). The fiscal 2003 amount includes, professional fees -
   accounting  $1,206  (fiscal  2002  -  $-1,428)  and  legal  $0 (fiscal 2002 -
   $1,000).

   Exploration  expenditures  -  For  the  three months ended March 31, 2003 the
   Company  recorded  exploration expenses of $1,595, compared to $829 in fiscal
   2002. The following is a breakdown of the exploration expenses by property: -
   Canada,  Kumealon  property  $1,595  (fiscal  2002  -  $829);

   Amortization  expenditures  -  For  the three months ended March 31, 2003 the
   Company  recorded  depreciation  costs  of $773, compared to $2,464 in fiscal
   2002.

(E)  Capital  Resources  and  Liquidity

   At March 31, 2004 the Company had cash of $10,687 (2003 - $1,004) and working
   capital  of  $12,149  (fiscal  2003  working  capital  deficiency  -  $4,390)
   respectively.  Total  liabilities as of March 31, 2004 were $0 (fiscal 2003 -
   $7,389),  a decrease of $7,389. During the three month period ended March 31,
   2004  the  Company  issued  100,000 common shares for cash of $25,000 (fiscal
   2003  -  0) and issued 0 (fiscal 2003 - 746,750) shares to settle debts of $0
   (fiscal  2003  - $37,336). During the three month period ended March 31, 2004
   investing  activities consisted of additions to mineral properties $0 (fiscal
   2003  -  $0) and additions to fixed assets $2,508 (fiscal 2003 - $0). For the
   three  month  period  ended March 31, 2004 the Company recorded a net loss of
   $18,340 ($0.00 per share), compared to a net loss of $2,977 ($0.00 per share)
   in  2003  and  a  loss  of  $6,675  ($0.00  per  share)  in  2002.

   The  Company  does  not  have  sufficient  working  capital  to  (i)  pay its
   administrative  and  general operating expenses through December 31, 2004 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


                                       10
<PAGE>
   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  property has 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 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  2004  and  2005

   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 Mexico, South America and
   the  United  States  of  America.  Additional  employees  will  be hired on a
   consulting  basis  as  required  by  the  exploration  projects.

   The  Company's  exploration  work  program  in  2004  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,  2003 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.


                                       11
<PAGE>
ITEM 3.  Controls  and  Procedures

  (a)  Within 90 days prior to the date of this report, the Company completed
       an  evaluation of the effectiveness of the design and operation of its
       disclosure controls and procedures. Disclosure controls and procedures
       are  designed to ensure that the material financial, and non-financial
       information,  required  to be disclosed on Form 10-QSB, and filed with
       the  Securities  and  Exchange  Commission  is  recorded,  processed,
       summarized  and  reported  in a timely manner. Based on the foregoing,
       the  Company's management, including the President and Chief Financial
       Officer,  have  concluded  that  the Company's disclosure controls and
       procedures  (as  defined  in  Rules  240.13a-15  or  240.15d-15 of the
       Securities  Exchange  Act  of  1934,  as  amended)  are  effective.

  (b)  There have been no significant changes in our internal controls, or in
       other  factors,  that  could  significantly  affect  these  controls
       subsequent to the date of the evaluation hereof. No corrective actions
       were  taken,  therefore,  with  regard to significant deficiencies and
       material  weaknesses.


                         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 first quarter of 2004, 100,000 common shares were issued at
         $0.25  per share for cash proceed of $25,000. The shares were issued to
         one  person  who  resides  outside  the  United  States  of  America.

ITEM 3.  Defaults  Upon  Senior  Securities

         Not  Applicable

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

         Not  Applicable

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,  2003*
16.    Letter  on  change  of  certifying  accountant*


                                       12
<PAGE>
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  *
--------
*  Previously  Filed

(b)  Reports  on  Form  8-K

     No  reports  on  form  8-K  were  filed  during the quarter covered by this
report.


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


                                   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:  April 19, 2004                           BY:  /s/Cameron  Richardson
       --------------       -                        ----------------------
                                                        Cameron Richardson
                                                        Director and President

Date:  April 19, 2004                           BY:  /s/David  Jenkins
       --------------                                -----------------
                                                        David  Jenkins
                                                        Director


                                       13
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