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,  2001

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

Suite  2000  -  1066  West  Hastings  Street,  Vancouver  B.C.  Canada  V6E  3X2
(Address  of  principal  executive  offices)

(604)  601-8217
(Issuer's  Telephone  Number)


--------------------------------------------------------------------------------
(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: 13,623,956 shares of Common Stock
were  outstanding  as  of  June  30,  2001.

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
            Consolidated  Balance  Sheets  --                               3
            June  30,  2001  and  December  31,  2000

            Consolidated  Statements  of  Operations  --                    4
            Six-Months  Ended  June  30,  2001

            Consolidated  Statements  of  Cash  Flows  --                   5
            Six-Months  Ended  June  30,  2001

            Notes  to  Consolidated  Financial  Statements                  6

Item  2.    Management's  Discussion  and  Analysis  of
            Financial  Condition  and  Results of Operations               11

PART  II.   Other  Information

Item  1.    Legal  Proceedings                                             14

Item  2.    Changes  in  Securities                                        14

Item  3.    Defaults Upon Senior Securities                                14

Item  4.    Submission  of  Matters  to  A  Vote  of  Security  Holders    14

Item  5.    Other  Information                                             14

Item  6.    Exhibits  and  Reports  on Form 8-K                            14

Signatures                                                                 15


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

Consolidated  Balance  Sheet
June  30,  2001
(Expressed in U.S. Dollars)                                                   June 30      December 31
(Unaudited)                                                                     2001          2000
-------------------------------------------------------------------------------------------------------
<S>                                                                         <C>           <C>

ASSETS
Current
     Cash                                                                   $     2,437   $      1,685
       Receivables                                                                1,298            300
       Loan receivable                                                          206,978        226,778
-------------------------------------------------------------------------------------------------------
Total current assets                                                            210,713        228,763

Fixed assets                                                                     23,327         25,991
Mineral property costs                                                                -              -
                                                                           ----------------------------
                                                                            $   234,040   $    254,754
-------------------------------------------------------------------------------------------------------

LIABILITIES AND STOCKHOLDERS' (DEFICIENCY)

Liabilities

Current
     Accounts payable and accrued liabilities                               $    26,553   $    306,238
     Loans payable                                                              323,938        326,267
-------------------------------------------------------------------------------------------------------
Total Liabilities                                                               350,491        632,505
-------------------------------------------------------------------------------------------------------

Stockholders' Deficiency,
     Share Capital
          Authorized
               50,000,000 common shares, with par value $0.001each
          Issued
               13,623,956 (2000 - 12,873,943) common shares                      13,624         12,874
          Additional paid-in capital                                          3,858,953      3,271,163
               Advances for stock subscriptions                                       -              -
          Accumulated (deficit)                                              (3,989,028)    (3,661,788)
-------------------------------------------------------------------------------------------------------
Stockholders' (deficiency)                                                     (116,451)      (377,751)
-------------------------------------------------------------------------------------------------------
Total liabilities and stockholders' (deficiency)                            $   234,040   $    254,754
-------------------------------------------------------------------------------------------------------
</TABLE>

The accompanying notes are an integral part of these financial statements


                                        3
<PAGE>
<TABLE>
<CAPTION>
----------------------------------------------------------------------------------------------------------
AURORA  GOLD  CORPORATION  &  SUBSIDIARIES
(An  exploration  stage  enterprise)
                                                     October 10
Consolidated Statement of Operations                   1995
(Expressed in U.S. Dollars)                        (inception) to    Six months ended    Six months ended
(Unaudited)                                           June 30            June 30             June 30
                                                                   ------------------  ------------------
                                                       2001               2001                2000
                                                    (cumulative)
----------------------------------------------------------------------------------------------------------
<S>                                               <C>               <C>                 <C>
General and administrative expenses
  Depreciation and amortization                   $        29,118   $           2,664   $           2,078
  Interest, bank charges and foreign exchange              39,405                 244                 651
  Administrative and general, net of recoveries           604,542               9,973              15,501
  Professional fees - accounting and legal                333,669               2,759              35,219
  Salaries and consulting fees                            846,753              45,623              50,441
                                                  --------------------------------------------------------
                                                        1,853,487              61,263             103,890

Exploration expenses                                    1,408,728               6,599              42,553
Write off of mineral property costs                       172,981                   -                   -
----------------------------------------------------------------------------------------------------------

                                                        3,435,196              67,862             146,443
Less: Other income (loss)
Interest income                                            22,330                 186                 164
Operating loss of Spun-off operations                    (576,162)           (259,564)                  -
----------------------------------------------------------------------------------------------------------

Net (loss) for the period                              (3,989,028)           (327,240)           (146,279)
----------------------------------------------------------------------------------------------------------

Loss per share                                                      $           (0.02)  $           (0.01)
----------------------------------------------------------------------------------------------------------

Weighted average number of
    common shares outstanding
    - basic and diluted                                                    13,436,453          11,841,341
----------------------------------------------------------------------------------------------------------
</TABLE>

The  accompanying  notes  are  an  integral  part  of these financial statements


                                        4
<PAGE>
<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------
AURORA  GOLD  CORPORATION  &  SUBSIDIARIES
(An exploration stage enterprise)                   October 10
                                                     1995
Consolidated Statement of Cash Flows              (inception) to    Six months ended    Six months ended
(Expressed in U.S. Dollars)                          June 30            June 30             June 30
(Unaudited)                                                        --------------------------------------
                                                       2001               2001                2000
                                                   (cumulative)
---------------------------------------------------------------------------------------------------------
<S>                                              <C>               <C>                 <C>
Cash flows from (used in) operating activities
  Net (loss) for the period                      $    (3,989,028)  $        (327,240)  $        (146,279)
  Adjustments to reconcile net loss to net
     cash used in operating activities
      -depreciation and amortization                      29,118               2,664               2,078
      -compensation on stock options                     720,500                   -                   -
      -expenses satisfied with common stock              404,702             112,502              42,809
      -write off of mineral properties                   172,981                   -                   -
      -adjustment for spin-off of subsidiaries           792,536             476,038                   -
---------------------------------------------------------------------------------------------------------
                                                      (1,869,191)            263,964            (101,392)
Changes in assets and liabilities
      -decrease (increase) in receivables               (208,276)             18,802             (14,463)
      -increase (decrease) in accounts payable           350,491            (282,014)            154,545
---------------------------------------------------------------------------------------------------------
                                                      (1,726,976)                752              38,690
---------------------------------------------------------------------------------------------------------

Cash flows from (used in) investing activities
   Purchase of fixed assets                              (55,383)                  -             (30,582)
   Proceeds on disposal of fixed assets                   14,449                   -                   -
   Mineral property costs                               (172,981)                  -             (11,500)
   Incorporation costs                                   (11,511)                  -                   -
---------------------------------------------------------------------------------------------------------

                                                        (225,426)                  -             (42,082)
---------------------------------------------------------------------------------------------------------

Cash flows from (used in) financing activities
   Proceeds from issuance of common
    Stock and stock subscription receipts              1,954,839                   -               4,050
---------------------------------------------------------------------------------------------------------

                                                       1,954,839                   -               4,050
---------------------------------------------------------------------------------------------------------

Increase (decrease) in cash for the period                 2,437                 752                 658
Cash and cash equivalents, beginning of period                 -               1,685               2,109
---------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period         $         2,437   $           2,437   $           2,767
---------------------------------------------------------------------------------------------------------
</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  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
     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 consolidated 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  Article  10  of Regulation S-X and include the accounts of the Company
     and  its  wholly-owned  subsidiaries  Aurora Gold S.A., Aurora Metals (BVI)
     Limited  and  Deltango  Gold  Limited.  All  inter-company transactions and
     balances  have  been  eliminated.  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  six-month  month  period  ended  June  30,  2001 are not
     necessarily  indicative  of  the  results that may be expected for the year
     ended  December  31,  2001.

     The  balance  sheet  at December 31, 2000 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, 2000 should be reviewed in
     connection  with  these  condensed  consolidated  financial  statements.

2.   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  June  30, 2001 and
          December  31, 2000, 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  applies  Accounting Principles Board ("APB") Opinion No.
          25,  "Accounting  for  Stock  Issued  to  Employees",  and  related
          interpretations  in  accounting  for stock option plans. Under APB No.
          25,  compensation  cost  is  recognized  for  stock options granted at
          prices  below  the  market price of the underlying common stock on the
          date  of  grant.

          SFAS  No. 123, "Accounting for Stock-Based Compensation", requires the
          Company  to  provide  pro-forma information regarding net income as if
          compensation  cost  for  the  Company's  stock  option  plan  had been
          determined  in  accordance with the fair value based method prescribed
          in  SFAS  No.  123.

     (e)  Advertising  Expenses

          The  Company  expenses  advertising  costs  as incurred. There were no
          advertising  expenses  incurred  by  the Company for the periods ended
          June  30,  2001  and  December  31,  2000.

     (f)  Long-Lived  Assets  Impairment

          Certain  long-term  assets of the Company are reviewed when changes in
          circumstances  require  as  to whether their carrying value has become
          impaired,  pursuant  to guidance established in Statement of Financial
          Accounting  Standards ("SFAS") No. 121, "Accounting for the impairment
          of  Long-Lived  Assets  and  for Long-Lived Assets to be Disposed of".
          Management  considers  assets  to  be  impaired  if the carrying value
          exceeds  the  future  projected  cash  flows  from  related operations
          (undiscounted  and  without interest charges). If impairment is deemed
          to  exist,  the  assets  will  be  written  down  to  fair  value.

     (g)  Accounting  for  Derivative  Instruments  and  Hedging  Activities

          In June 1998, the Financial Accounting Standards Board issued SFAS No.
          133  "Accounting  for  Derivative Instruments and Hedging Activities".
          SFAS  No. 133 requires companies to recognize all derivative contracts
          as  either  assets  or liabilities in the balance sheet and to measure
          them at fair value. If certain conditions are met, a derivative may be
          specifically designated as a hedge, the objective of which is to match
          the  timing of gain or loss recognition on the hedging derivative with
          the  recognition  of  (i)  the changes in the fair value of the hedged
          asset  or  liability  that are attributable to the hedged risk or (ii)


                                        7
<PAGE>
          the designated as a hedging instrument, the gain or loss is recognized
          in  income  in the period of change. SFAS No. 133 is effective for all
          fiscal  quarters  of  fiscal  years  beginning  after  June  15, 2000.

          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 Statement of Financial Accounting Standards
          ("SFAS")  No.  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

          Loss per share is computed using the weighted average number of shares
          outstanding during the year. Effective for the year ended December 31,
          1997,  the Company adopted SFAS No. 128, "Earnings Per Share". Diluted
          loss  per  share  is  equivalent  to  basic  loss  per  share.

4    Fixed  Assets
     -------------------------------------------------------------------
                                                   June        December
                                                30, 2001       31, 2000
     -------------------------------------------------------------------

     Computer equipment                         $  15,125   $    15,125
     Telecommunication equipment                    1,875         1,875
     Office equipment                              13,583        13,583
     -------------------------------------------------------------------
                                                   30,583        30,583
     Accumulated depreciation and amortization     (7,256)       (4,592)
     -------------------------------------------------------------------
                                                $  23,327   $    25,991
     -------------------------------------------------------------------

5.   Mineral  Properties  and  Exploration  Expenses
     A  summary  of  cumulative  exploration  expenditures  is  as  follows:

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------------
                         Accumulated                                                  Accumulated
                           Balance                                                      Balance
                         December 31                             Cost                   March 31
                             2000      Additions   Write Off   Recovery    Spin off       2001
--------------------------------------------------------------------------------------------------
<S>                      <C>           <C>         <C>         <C>        <C>         <C>
Property exploration
Expenditures:
Canada - Cape Breton           96,186           -           -          -          -         96,186
Canada - Kumealon               3,196         880           -          -          -          4,076
Canada - Yukon   owned        443,118           -           -          -   (443,118)             -
by Deltango Gold Ltd.,
Spin-off
Guatemala                     255,034       4,719           -          -          -        259,753
Tunisia, owned by
Aurora Metals (BVI)                 -           -           -          -          -              -
Limited, Spin-off
United States -
Totem Talc                     51,201           -           -          -          -         51,201
Project assessment
and exploration
expenditures                  553,394       1,000           -          -          -        554,394
--------------------------------------------------------------------------------------------------
Total                    $  1,402,129  $    6,599  $        -  $       -  $(443,118)  $    965,610
==================================================================================================
</TABLE>


                                        8
<PAGE>
A  summary  of  property  acquisition  costs  is  as  follows:

<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------
                       Accumulated                                                   Accumulated
                         Balance                                                       Balance
                       December 31                              Cost                 December 31
                           1999      Additions    Write Off   Recovery    Spin off       2000
-------------------------------------------------------------------------------------------------
<S>                    <C>           <C>         <C>          <C>        <C>         <C>
Property acquisition
expenditures:
Canada - Kumealon      $     23,630  $        -  $  (23,630)  $       -  $       -   $          -
Guatemala                   103,941           -    (103,941)          -          -              -
Tunisia, owned by
Aurora Metals (BVI)
Limited, Spin-off            15,000           -           -           -    (15,000)             -
United States -
Totem Talc                    6,000           -      (6,000)          -          -              -
-------------------------------------------------------------------------------------------------
Total                  $    148,571  $        -  $ (133,571)  $       -  $ (15,000)  $          -
-------------------------------------------------------------------------------------------------
</TABLE>

A  summary  of  cumulative  exploration  expenditures  is  as  follows:

<TABLE>
<CAPTION>
Property exploration
Expenditures:
<S>                    <C>         <C>       <C>  <C>        <C>         <C>
Canada -
Cape Breton                96,186         -    -         -           -       96,186
Canada - Kumealon           2,286       910    -         -           -        3,196
Canada - Yukon            407,319   113,400    -   (77,601)          -      443,118
Guatemala                 248,241     6,793    -         -           -      255,034
Tunisia, owned by
Aurora Metals (BVI)
Limited, Spin-off          93,362   156,356    -         -    (249,718)           -
United States -
Totem Talc                 51,201         -    -         -           -       51,201
Project assessment
and exploration
expenditures              487,842    65,552    -         -           -      553,394
-----------------------------------------------------------------------------------
Total                  $1,386,437  $343,011  $ -  $(77,601)  $(249,718)  $1,402,129
===================================================================================
</TABLE>


6.   Loans  Payable

     Loans  payable  are  unsecured,  non-interest  bearing  and  due on demand.

7.   Spin-off  of  Deltango  Gold  Limited

     Subsequent  to  the quarter end, on April 2, 2001 the Company completed the
     spin-off of its wholly owned subsidiary Deltango Gold Limited ("Deltango").
     Deltango  was  spun off to the management of Deltango for $0 consideration.
     Deltango's  management  will  assume all current ($217,332) and future debt
     and  liabilities  of  Deltango  Gold  Limited.


                                        9
<PAGE>
     The  Consolidated  Financial Statements for the six-month period ended June
     30,  2001  have  been  prepared to reflect the spin-off of Deltango at book
     value.  Accordingly,  expenses and cash flows of the spun off Deltango have
     been segregated in the Consolidated Statements of Operations and Cash Flows
     for  the  six-month  period  ended  June  30, 2001. The historical carrying
     amount  of  the net deficiency transferred to Deltango on the spin-off date
     has  been  recorded as additional paid-in capital of $476,038. The $259,564
     of  loan  owed  to  the  Company  by  Deltango  was  written  down  to  $0.

     The  effect of the transfer is reflected in the Consolidated Balance Sheet.

     Following  is  the  summarized  financial  information  for  the  Spun-off
     operations:

------------------------------------------------------------------------------
                                             Cumulative from    From January 1
                                           February 12, 1999              2001
                                     (inception of Deltango)        to April 2
                                            to April 2, 2001              2001
------------------------------------------------------------------------------

General and administrative expenses  $                 32,920  $             -
Exploration expenses                                  443,118                -
------------------------------------------------------------------------------

 Operating Loss                      $                476,038  $             -
------------------------------------------------------------------------------

------------------------------------------------------------------------------
                                                                 April 2, 2001
------------------------------------------------------------------------------
Total assets                                                   $          858

Total liabilities                                                    (476,896)
------------------------------------------------------------------------------

Net deficiency of Deltango Gold Limited                        $     (476,038)
------------------------------------------------------------------------------

8.   Outstanding  Options

     At  June  30,  2001  and  December  31,  2000  the  Company  had No options
     outstanding.

9.   Related  Party  Transactions

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

     a)   Included  in  accounts  payable  is  $3,413  (2000  -  $70,900) due to
          directors, a former director and a company controlled by a director in
          respect  of  salaries, consulting fees and reimbursement for expenses.

     b)   During  the  six-month  period  ended  June  30,  2001,  salaries  and
          consulting  fees  of $45,623 (2000 - $90,900) were paid or are payable
          to  directors,  a  former  director  and  a  company  controlled  by a
          director.

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

10.  Non-Cash  Investing  and  Financing  Activities

     In  February  2001, the Company settled $112,502 of debts with the issuance
     of  750,013  shares  of  common  stock  at $0.15 per share. Indebtedness of
     directors  totaling $27,502 was settled with the issuance of 183,347 shares
     of  common  stock.  The carrying value of the indebtedness approximated the
     fair  value  of  the  common  shares  issued.


                                       10
<PAGE>
11.  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.

     None  of  the  Company's  properties  contain  any  known Mineral Reserves.

     The  Company's  common  stock  is  traded on the NASD's OTC Bulletin Board.

(B)  Significant developments during the six-month period ended June 30, 2001

     On  January  29,  2001  Aurora  Metals  (BVI) Limited signed a Subscription
     Agreement with Billiton E&D 3 B.V. and an Option Agreement with Billiton UK
     Resources B.V., both subsidiaries of Billiton plc ("Billiton"), for funding
     of  exploration  for  zinc on the Hammala and Kebbouch District Exploration
     Permits  in Northern Tunisia, North Africa. Closing occurred on February 8,
     2001.  Under  the  terms  of  the  agreements:  (i)  Billiton,  through its
     subsidiary,  Billiton E&D 3 B.V., made a private placement in Aurora Metals
     (BVI)  Limited  of  $600,000  by purchasing 857,143 newly issued Units at a
     price  of  $0.70 with each Unit comprising of a common share and a purchase
     warrant,  exercisable for a period of one year at $0.85, which if exercised
     would  result  in  further  proceeds  of $728,571; (ii) Aurora Metals (BVI)
     Limited undertook to spend $475,000 of the private placement on exploration
     on  Hammala Exploration Permit and the ten other Exploration Permits in the
     Kebbouch  District  owned  by  Aurora Metals (BVI) Limited; (iii) after the
     proceeds  of  the initial private placement are expended, Billiton, through
     its  subsidiary, can elect to exercise a First Option whereby it can earn a
     51%  interest in the Property by spending $1.0 million over the ensuing two
     years;  (iv) following the exercise of the First Option and satisfaction of
     the  earn-in,  Aurora  Metals  (BVI) Limited and Billiton UK Resources B.V.
     will  form  a  Joint Venture and will pro rata fund further expenditures on
     exploration  of  the Property; (v) prior to the expenditure under the Joint
     Venture  Phase reaching $2.0 million, Billiton, through its subsidiary, can
     elect  to  exercise  a Second Option to earn a further 19%, i.e. to reach a
     total  of  70%,  by providing financing for all further work including, but
     not  limited to, Pre-feasibility and Feasibility studies, engineering, mine
     development and construction through to commercial production. Aurora Metal
     (BVI)  Limited's  pro  rata share of these costs will be repaid from Aurora
     Metal  (BVI)  Limited's  share  of  cash flow; and (vi) Aurora Metals (BVI)
     Limited  will  be  the  Operator  from  the  outset and will also undertake
     regional  geological  investigations  in  the  country.


                                       11
<PAGE>
     On  March  9,  2001  the Company completed the spin-off of its wholly owned
     subsidiary  Aurora  Metals  (BVI)  Limited  when  it distributed 12,873,943
     shares  of  Aurora  Metals  (BVI)  Limited to the Company's shareholders of
     record  on  June  15,  2000  as  a  stock  dividend. Upon completion of the
     spin-off  the  Company returned 126,057 (13,000,000 - 12,873,943) shares of
     Aurora  Metals  (BVI)  Limited  common  stock  back  to Aurora Metals (BVI)
     Limited's  treasury for cancellation. The 13,000,000 shares of common stock
     of  Aurora  Metals  (BVI)  Limited  represented  the entire outstanding and
     issued  common  stock  of  Aurora  Metals (BVI) Limited. As a result of the
     distribution  of  Aurora Metals (BVI) Limited shares to the shareholders of
     the  Company,  Aurora Metals (BVI) Limited is no longer a subsidiary of the
     Company. On March 9, 2001 Aurora Metals (BVI) Limited had 13,731,086 common
     shares  outstanding  and  857,143  share purchase warrants outstanding as a
     result  of the issuance of 857,143 common shares to Billiton E&D 3 B.V., in
     a  private  placement  that  closed  on  February  8,  2001.

     The Company's Consolidated Financial Statements for the year ended December
     31,  2000  reflected  the  spin-off  of Aurora Metals (BVI) Limited at book
     value.  Accordingly,  expenses and cash flows of the spun-off Aurora Metals
     (BVI)  Limited were segregated in the Consolidated Statements of Operations
     and  Cash  Flows  for  the  year  ended  December  31, 2000. The historical
     carrying  amount  of  the net deficiency transferred to Aurora Metals (BVI)
     Limited  on  the  spin-off  date  (net  of initial investment of $100) were
     recorded  as  additional  paid-in capital of $316,498 at December 31, 2000.
     Included  in the net deficiency transferred at June 15, 2000 was a $226,778
     of  loan  owed  to  the  Company  by  Aurora  Metals  (BVI)  Limited.

     Subsequent  to  the  quarter  end,  on  April  2, the Company completed the
     spin-off  of  its  wholly  owned subsidiary Deltango Gold Limited. Deltango
     Gold Limited was spun-off to the management of Deltango Gold Limited for $0
     consideration.  Deltango  Gold Limited's management will assume all current
     ($217,332)  and  future  debt and liabilities of Deltango Gold Limited. The
     $259,564  of  loan owed to the Company by Deltango Gold Limited was written
     down  to  $0.

     On  May 7, 2001 The Board of Directors of Aurora Gold Corporation announced
     that  Mr.  David  Jenkins  resigned  from  the  Board  of  Directors and as
     President  of the Company to pursue other interests. Mr. Cameron Richardson
     was appointed to the Board of Directors of the Corporation and President of
     the  Company.

     In  July  2001 Aurora Metals (BVI) Limited settled $206,978 of indebtedness
     to  the  Company with the issue of 295,683 shares of common stock of Aurora
     Metals  (BVI)  Limited  at  a  deemed  value  of  $0.70  per  share.

(C)  EXPLORATION  AND  DEVELOPMENT

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

     The Company is currently concentrating its exploration activities in Canada
     and  Guatemala.  The Company is also examining other exploration properties
     in  Mexico,  North  Africa  and  the  United  States  of  America.

     Exploration  expenses  on  the British Columbia Kumealon limestone prospect
     totalled  $880  during  the  six  months ended June 30, 2001 (fiscal 2000 -
     $910).

     Exploration expenses in Guatemala during the six-months ended June 30, 2001
     totalled  $4,719  (fiscal  2000  -  $6,793). The Company's exploration work
     program  in  2001 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 is warranted; or (ii)
     whether  certain  mineral  exploration  concession  licenses  and  mineral
     reconnaissance  license  should  be  surrendered.

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


                                       12
<PAGE>
(D)  Financial  Information

     Six-Months  Ended  June  30,  2001  versus  Six-Months  Ended June 30, 2000

     Net  Loss:

     For  the  six-months  ended  June  30,  2001 the Company recorded a loss of
     $327,240  or  $0.02  per share, compared to a loss of $146,279 or $0.01 per
     share  in  2000.

     Revenues:

     The  Company  had no operating revenues for the six-month period ended June
     30,  2001  (2000  -  $0).

     Costs  and  Expenses:

     General  and  administrative  expenses  - For the six-months ended June 30,
     2001  the  Company  recorded  general and administrative expenses of $9,973
     compared  to  $15,501  in  2000.

     Professional  fees  -  accounting and legal - For the six-months ended June
     30,  2001  the Company recorded legal fees of $1,266 compared to $25,192 in
     2000. $23,300 of the $25,192 June 30, 2000 legal fees relate to Tunisia and
     the establishment of Aurora Metals (BVI) Ltd. For the six-months ended June
     30, 2001 the Company recorded accounting fees of $1,493 compared to $10,027
     in  2000.

     Exploration  expenditures  -  For  the  six-months  ended June 30, 2001 the
     Company  recorded  exploration  expenses  of $6,599, compared to $42,553 in
     2000. The following is a breakdown of the exploration expenses by property:
     -  Canada,  Kumealon  property  $880 (fiscal 2000 - $910), Guatemala $4,719
     (fiscal 2000 - $6,793), and Project assessment and exploration expenditures
     of  $1,000  (fiscal  2000  -  $80,686).

(E)  Financial  Condition  and  liquidity

     At  June  30,  2001,  the  Company  had  cash of $2,437 (2000 - $2,767) and
     working  capital  deficiency of $139,778 (2000 working capital deficiency -
     $351,398) respectively. Total liabilities as of June 30, 2001 were $350,491
     (2000  -  $368,628)  a  decrease  of  $18,137.

     Net  cash  used  in operating activities in the six-month period ended June
     30,  2001  was  $752 compared to $38,690 in the six-month period ended June
     30,  2000.  Net  cash  used in investing activities in the six-month period
     ended June 30, 2001 consisted of additions to mineral properties $0 (2000 -
     $11,500)  and  additions  to  fixed  assets  $0  (2000  -  $30,582).

     The  Company  does  not  have  sufficient  working  capital  to (i) pay its
     administrative and general operating expenses through December 31, 2001 and
     (ii)  to  conduct  its  preliminary exploration programs. Without cash flow
     from operations, it may need to obtain additional funds (presumably through
     equity  offerings  and/or  debt  borrowing)  in  order,  if  warranted,  to
     implement  additional  exploration  programs  on its properties. Failure to
     obtain such additional financing may result in a reduction of the Company's
     interest  in  certain  properties or an actual foreclosure of its interest.
     The  Company has no agreements or understandings with any person as to such
     additional  financing.

     None  of  the  Company's properties has 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 properties, there is no assurance that any such activity
     will  generate  funds  that  will  be  available  for  operations.


                                       13
<PAGE>
     The  Company  has  not declared or paid a cash dividend on its shares since
     incorporation  and  does not anticipate doing so in the foreseeable future.

                         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  six-months  ended  June  30,  2001,  the  Company settled
          $112,502  of debts with the issuance of 750,013 shares of common stock
          at  $0.15  per  share.

ITEM  3.  Defaults  Upon  Senior  Securities

          Not  Applicable

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

          The  Company  held  its  Annual General Meeting on May 4, 2001. At the
          meeting  three  shareholders  holding  577,308  shares were present in
          person  and  108  shareholders  holding  5,066,355 were represented by
          proxy.

          At  the  meeting  unanimous  approval  by a show of hands was given in
          respect  to:
          1.   The  election  of Messrs. Antonino G. Cacace, John A.A. James and
               David  Jenkins,  as  directors  of  the  Company,  and
          2.   The  appointment  of  Moore  Stephens  Ellis  Foster  Ltd.,  as
               independent  accountants  for  the  Company.

ITEM  5.  OTHER  INFORMATION

          None.

ITEM  6.  EXHIBITS  AND  REPORTS  ON  FORM  8-K

(a)     Exhibits:

3.1     Certificate  of  Incorporation*
3.2     Certificate  of  Amendment  to  the  Certificate  of  Incorporation*
3.3     Certificate  of Restoration and Renewal of Certificate of Incorporation*
3.4     Amended  and  Restated  By-laws*
10.1    Agreement  dated  July  18, 1997 between The Company and Minera Motagua,
        S.A.*
10.2    Agreement  dated August 16, 1997 between the Company and Minera Motagua,
        S.A.*
10.3    Agreement  dated  November  3,  1997  between  the  Company  and  Minera
        Motagua,  S.A.*
10.4    Agreement  dated  July  28, 1998 between the Company and Minera Motagua,
        S.A.*
10.5    Agreement  dated  August  24,  1998  with  Jorge  Mario  Rios  Munoz. *
10.6    Agreement  dated  November  18,  1998  between  the  Company  and United
        Catalyst,  Inc.  and  Getchell  Gold  Corporation.  *
10.7    Agreement  dated  February  23,  1999 between the Company and Gregory G.
        Crowe.  *
10.8    Option  Agreements  dated  as  shown  between the Company and High Marsh
        Holdings  Ltd.*
            10.8.1     Hamman  Zriba/Jebel  Guebli            October 15, 1999
            10.8.2     Koudiat  Sidii                         October 15, 1999
            10.8.3     Ouled  Moussa  (bou  Jabeur  Est)      October 15, 1999


                                       14
<PAGE>
            10.8.4     Hammala                                January 20, 2000
            10.8.5     El  Mohguer  (Garn  Halfaya)           January 20, 2000
            10.8.6     Jebel  Oum  Edeboua  (Garn  Halfaya)   January 20, 2000
10.9    Joint  Venture  Agreement  between  the  Company  and  Patagonia  Gold
        Corporation  *
10.10   Letter  of Intent between the Company and Billiton UK Resources B.V. *
10.11   January  29,  2001  Subscription Agreement between Aurora Metals (BVI)
        Limited  and  Billiton  E&D  3  B.V.*
10.12   January  29, 2001 Option Agreement between Aurora Metals (BVI) Limited
        and  Billiton  UK  Resources  B.V.*
--------
*  Previously  Filed



(b)    Reports  on  Form  8-K

1.     Change  in  registrant's  certifying  accounts  (filed  May  16,  2000) *
--------------------------------------------------------------------------------
2.     Disposition  of  assets  (filed  June  2,  2000)  *

--------------------
*  Previously  Filed

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

                                   SIGNATURES

Pursuant  to  the  requirements  of  the  Securities  Exchange  Act of 1934, the
Registrant  has  duly  caused  this  report  to  be  signed on its behalf by the
undersigned  thereunder  duly  authorized.

Date:   August  7,  2001                   BY:   /s/  Cameron  Richardson
        ----------------                         ------------------------
                                                 Cameron  Richardson
                                                 Director  and  President

Date:   August  7,  2001                   BY:   /s/  John  A.A.  James
        ----------------                         ----------------------
                                                 John  A.A.  James
                                                 Director  and  Vice-President


                                       15
<PAGE>