United States
 SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 **FORM 10-QSB**
 
 **[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D)**
 **OF THE SECURITIES EXCHANGE ACT OF 1934**
 
 
 Commission File Number: 000-28767
 
 
 For the Quarter ended October 31, 2004
 
 
 **Gaofeng Gold, Corp.**
 
 
  
 Nevada 88-0403070
 (Incorporation) (IRS Number)
 
 227 Oakmont Drive, Rancho Mirage, CA 92270
 (Address of principal executive offices) (Zip Code)
 
 Registrant's telephone number, including area code:  760.831.0715
 
 As of 10/31/04: 62,046,118 Common shares issued and outstanding
 
 Transitional Small Business Disclosure Format (check one): yes [  ] no [X]
 
 
 **PART I: FINANCIAL INFORMATION**
 
 ****
 **Item 1. Financial Statements.**
 
 The financial statements, for the six and nine month period ended October 31, 2004, included herein have been prepared by the Company, without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnotes disclosure normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures are adequate to make the information not misleading.
 
 The Remainder of this Page is Intentionally left Blank
  ***Page - 1***   **Gaofeng Gold Corp.**
 (A Development Stage Company)
 Balance Sheet
  October 31


January 31,ASSETS


2004


2004(unaudited)CURRENT ASSETSCash

$
10,609

$
99,019TOTAL CURRENT ASSETS


10,609


99,019PROPERTY & EQUIPMENT, NET


454,988


-TOTAL ASSETS

$
465,597

$
99,019LIABILITIES & STOCKHOLDERS' EQUITYCURRENT LIABILITIESAccounts Payable

$
1,818

$
1,750Accrued Interest


167


-Accrued Directors' Fees


30,000


-TOTAL CURRENT LIABILITIES


31,985


1,750LONG - TERM LIABILITIESNotes Payable


25,000


-STOCKHOLDERS' EQUITYPreferred Stock, $.001 Par Value; Authorized 10,000,000Shares; Issued and Outstanding, 400,000 Shares


400


-Common Stock, $.001 Par Value; Authorized 100,000,000Shares; Issued and Outstanding, 62,046,118 Shares


62,046


61,046Additional paid-in capital


3,153,010


2,304,410Accumulated deficit during the development stage


(2,806,844
)

(2,268,187
)Total Stockholders' Equity


408,612


97,269TOTAL LIABILITIES & STOCKHOLDERS' EQUITY

$
465,597

$
99,019
     ***Page - 2***
 **Gaofeng Gold Corp.**
 (A Development Stage Company)
 Statement of Operations
 (Unaudited)
 FromInception onAugust 20,1998For the Three Months Ended


For the Nine Months Ended


throughOctober 31,


October 31,


October 31,2004


2003


2004


2003


2004Revenues

$
-

$
-

$
-

$
-

$
179,619Amortization


-


-


500,000


-


500,000General and Administrative


1,800


1,090


38,490


64,118


2,426,263Total Expenses


1,800


1,090


538,490


64,118


2,926,263Net Loss from Operations


(1,800
)

(1,090
)

(538,490
)

(64,118
)

(2,746,644
)Other Income (Expense)Interest Expense


(83
)

-


(167
)

(1,378
)

(60,200
)Total Other Income (Expense)


(83
)

-


(167
)

(1,378
)

(60,200
)Net Income (Loss)

$
(1,883
)
$
(1,090
)
$
(538,657
)
$
(65,496
)
$
(2,806,844
)Loss per Share

$
(0.00
)
$
(0.00
)
$
(0.01
)
$
(0.03
)
$
(0.22
)Weighted AverageShares Outstanding


62,046,118


2,511,530


61,601,673


2,511,530


12,482,252
  
 ***Page - 3***
 
 
 **Gaofeng Gold Corp.**
 (A Development Stage Company)
 Statements of Cash Flows
 (Unaudited)
  FromInception onAugust 20,1998For the Nine Months Ended


throughOctober 31,


October 31,2004


2003


2004Cash Flows from Operating ActivitiesNet Loss

$
(538,657
)
$
(65,496
)
$
(2,806,844
)Adjustments to reconcile net loss tonet cash provided by operations:Shares issued for services








246,143Shares issued for accrued wages








165,000Shares issued for debt








382,540Shares issued for accrued interest








19,156Notes payable issued for expenses








1,042,443Depreciation and amortization


500,000





570,013Increase (Decrease) in accrued liabilities


30,167





(171,611
)Decrease (Increase) in receivables








(63,790
)Increase (Decrease) in payables


68


65,461


371,965Increase (Decrease) in advances





-


32,910Net Cash (Used) Provided by Operating Activities


(8,422
)

(35
)

(212,075
)Cash Flows from Investing ActivitiesCash paid for mining licensing agreement


(104,988
)

-


(104,988
)Cash acquired from subsidiary


-


-


9,070Cash contributed in distribution


-


-


(1,176
)Cash paid for property and equipment


-


-


(176,722
)Net Cash (Used) Provided by Investing Activities


(104,988
)

-


(273,816
)Cash Flows from Financing ActivitiesProceeds from notes payable


25,000


-


100,000Issued common stock for cash





-


396,500Net Cash (Used) Provided by Financing Activities


25,000


-


496,500Net increase (decrease) in cash


(88,410
)

(35
)

10,609Beginning Cash


99,019


35


-Ending Cash

$
10,609

$
-

$
10,609Supplemental Cash Flow InformationCash paid for interest

$
-

$
-

$
-Cash paid for income taxes

$
-

$
-

$
-Non-cash activitiesShares issued for subsidiary

$
-

$
-

$
960,000Shares issued for services

$
-

$
-

$
246,143Shares issued for debt conversion

$
-

$
-

$
-Notes payable issued for expenses

$
-

$
-

$
1,042,443Shares issued for notes payable and interest

$
-

$
-

$
1,640,374Shares issued for accrued wages

$
-

$
-

$
165,000Forgiveness of accounts payable by shareholder

$
-

$
-

$
37,132
     ***Page - 4***
 **Gaofeng Gold Corp.**
 **(Formerly Anza Innovations, Inc.)**
 (A Development Stage Company)
 Notes to the Financial Statements
 October 31, 2004
 
 
 NOTES TO FINANCIAL STATEMENTS
 
 Gaofeng Gold Corp. ("the Company") has elected to omit substantially all footnotes to the financial statements for the nine months ended October 31, 2004, since there have been no material changes (other than indicated in other footnotes) to the information previously reported by the Company in their Annual Report filed on Form 10-KSB for the fiscal year ended January 31, 2004.
 
 UNAUDITED INFORMATION
 
 The information furnished herein was taken from the books and records of the Company without audit. However, such information reflects all adjustments which are, in the opinion of management, necessary to properly reflect the results of the period presented. The information presented is not necessarily indicative of the results from operations expected for the full fiscal year.
 
 MINING LICENSING AGREEMENT
 
 During June 2004, the Board of Directors approved a mining licensing agreement for the Gao Feng Gold Mine. The Company paid cash of $104,988, issued 1,000,000 shares of common stock valued at $450,000 and issued 400,000 shares of preferred stock valued at $400,000 for the licensing agreement. Since the Company did not have a reserve study completed for the Gao Feng Gold Mine, the cost of the licensing agreement has been reduced by $500,000. The capitalized cost of the licensing agreement at October 31, 2004 is $454,988.
 
 COMMON STOCK
 
 During June 2004, the Board of Directors authorized a 1.5 for 1 forward split. The outstanding shares have been retroactively restated for the the forward split.
 
 During June 2004, the Company issued 1,000,000 shares of common stock valued at $450,000 for a mining licensing agreement.
 
 
 
 ***Page - 5***
 
 
 **Gaofeng Gold Corp.**
 **(Formerly Anza Innovations, Inc.)**
 (A Development Stage Company)
 Notes to the Financial Statements
 October 31, 2004
 
 
 PREFERRED STOCK
 
 During June 2004, the Board of Directors authorized to issue up to 10,000,000 shares of Class A Convertible Preferred Stock with a par value of $.001 per share. Each share of preferred stock is convertible into six shares of common stock.
 
 During June 2004, the Company issued 400,000 shares of preferred stock valued at $400,000 for a mining licensing agreement.
 
 NOTES PAYABLE
 
 During the six months ended July 31, 2004, the Company entered into a loan agreement for $25,000 which bears interest at 4% with a balloon payment of the principal balance due at the maturity date of February 7, 2019.
 
 ***Page - 6***
 **Item 2. Discussion and Analysis or Plan of Operation.**
 
 This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Actual results and events could differ materially from those projected, anticipated, or implicit, in the forward-looking statements as a result of the risk factors set forth below and elsewhere in this report. With the exception of historical matters, the matters discussed herein are forward looking statements that involve risks and uncertainties. Forward looking statements include, but are not limited to, statements concerning anticipated trends in revenues and net income, the date of introduction or completion of our products, projections concerning operations and available cash flow. Our actual results could differ materially from the results discussed in such forward-looking statements. The following discussion of our financial condition and results of operations should be read in conjunction with our financial statements and the related notes thereto appearing elsewhere herein.
 
 Business Strategy
 
 On June 2, 2004, the Board of Directors for Gaofeng Gold, Corp. held a meeting of its Board of Directors. Khanh C. Tran was purposely not present for this meeting. The purpose of this meeting was to approve or not approve a Mining Licensing Agreement of which Mr. Mashburn has an interest in. Therefore, a disinterested Board was necessary. The Board approved the License Agreement and the entry of the Company into the mining and exploration business.
 
 The Business provided by this License Agreement includes all right, title and interest in and to GaoFeng Holding Co. Limited and all its outstanding shares, a Hong Kong Company owned and controlled by Frank Mashburn, which Company owns a 90% interest in and to Jiu Gao Feng Mining Industries Company Limited, a Foreign Owned Chinese Company which owns a license interest in and to the property described as the GaoFeng Property. The terms of the License Agreement provide that the Company pay to the Licensor  cash of $104,988, 1,000,000 common shares and 400,000 convertible preferred shares having a six to one conversion ratio and a $.001 par value.
 
 Plan of Operations
 For the period from the Registrant's inception through the end of the reporting period, the Registrant has received no revenues. Operating activities during the quarter have been related primarily to establishing the management and operating infrastructure. The Registrant will attempt to continue to seek new business opportunities for the Company.
 
 The Registrant has only limited assets. As a result, there can be no assurance that the Registrant will generate significant revenues in the future or operate at a profitable level. In order to succeed, the Registrant must obtain customers and generate sufficient revenues so that it can profitably operate. The Registrant in its previous business ventures has been unable to successfully establish and implement and successfully execute its business and marketing strategy. The registrant has limited operating history in the mining sector.
 
 Our plan of operation is unchanged from our last previous quarterly report on Form 10-QSB. Our expenses for the past two years have consisted of two principal categories: first legal and professional fees; and second, interest expense on borrowed funds. However, despite the freeze in corporate activity, our stockholders equity remains unchanged as reported on our quarterly report on Form 10-QSB for the quarter end July 31, 2004.
 
 ***Page - 7***
 
 General and administrative expenses
 
 General and administrative expenses consist of expenses related to general corporate functions including marketing expenses, professional and consultant service expenses, development costs and travel. The Registrant expects general and administrative expenses to increase as it commences development of its mining license.
 
 General and administrative expenses totaled $1,800 for the nine months ending October 31, 2004, compared to $1,090 for the nine months ending October 31, 2003. This decrease was due to a decrease in organization and marketing costs associated with the movement into the mineral exploration business and the write-down of the property license.
 
 Net Loss
 
 The Registrant incurred a net loss of $1,883 for the nine months ending October 31, 2004, compared to net loss of $1,090 in the nine months ending October 31, 2003.
 
 Liquidity and Capital Resources
 
 As of October 31, 2004, the Registrants assets consisted of cash and investment mining claim. As of October 31, 2004, the Registrant has cash in the amount of $10,609 compared to cash in the amount of $99,019 on January 31, 2004. The Registrant has total liabilities in the amount of $31,985 as of October 31, 2004, compared to $1,750 as of January 31, 2004. The financial Statements for the quarter ending on October 31, 2004, are incorporated by reference herein.
 
 Current funds available to the Registrant are inadequate for it to be competitive in the areas in which it intends to operate. The Registrant will need to raise additional funds in order to fully implement its business plan and is currently in the process of raising such funds. The Registrant will attempt to raise approximately $1,000,000 in additional funds over the next 12 months through private placements; however, there can be no assurance that the Registrant will be successful in raising such additional funds. Regardless of whether the Registrant's cash assets prove to be inadequate to meet the Registrant's operational needs, the Registrant might seek to compensate providers of services by issuance of stock in lieu of cash.
 
 The Registrant's continued operations therefore will depend upon its ability to raise additional funds through bank borrowings, equity or debt financing. While the Registrant has been successful in raising funds to date, there is no assurance that the Registrant will be able to obtain additional funding when needed, or that such funding, if available, can be obtained on terms acceptable to the Registrant. If the Registrant cannot obtain needed funds, it may be forced to curtail or cease its activities.
 
 If additional shares are issued to obtain financing, current shareholders may suffer a dilutive effect on their percentage of stock ownership in the Registrant. A large portion of the Registrant's financing to date has been through the issuance of shares or through equity financing with share based collateral. There can be no assurances that the Registrant will become self-sufficient. Therefore, the Registrant may continue to issue shares to further the business, and existing shareholders may suffer a dilutive effect on the price of their shares as well as a loss of voting power in the Registrant.
  **Item 3. Controls and Procedures.**
 
 The Company carried out an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of October 31, 2004. This evaluation was carried out under the supervision and with the participation of the Company's management, including the Company's President, Mr. Frank Mashburn, and the Companys Chief Financial Officer, Mr. Karl Harz. Based upon that evaluation, the Company's President and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective. There have been no significant changes in the Company's internal controls or in other factors, which could significantly affect internal controls subsequent to the date the Company carried out its evaluation.
 
 ***Page - 8***
 Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in Company reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in Company reports filed under the Exchange Act is accumulated and communicated to management, including the Company's President and Chief Financial Officer, to allow timely decisions regarding required disclosure.
 
 Limitations on the Effectiveness of Internal Controls
 
 The Companys management, including the President and CFO, do not expect that our disclosure controls and procedures or our internal control over financial reporting necessarily prevent all fraud and material error. An internal control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty, and that breakdowns can occur because of simple error or mistake. Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the internal control. The design of any system of controls also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Over time, control may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate.
 
 
 
 **PART II: OTHER INFORMATION**
 
 **Item 1. Legal Proceedings.** None
 
 **Item 2. Changes in Securities.** None.
 
 **Item 3. Defaults on Senior Securities.** None
 
 **Item 4. Submission of Matters to Vote of Security Holders** . None.
 
 **Item 5. Other Information** . None.
 
 **Item 6. Exhibits and Reports on Form 8-K.**
 
 Exhibit A: Certification(s) Pursuant to 18 USC Section 1350;
 
 Exhibit 99.1: Section 302
 
 ***Page - 9***
 
 
 SIGNATURES
 
 Pursuant to the requirements of the Securities Exchange Act of 1934, this Form 10-QSB Report for the Quarter ended October 31, 2004, has been signed below by the following person on behalf of the Registrant and in the capacity and on the date indicated.
 
 **Dated: December 15, 2004**
 
 ******
 ***Gaofeng Gold, Corp.***
 
 
 /s/Khanh C. Tran
 Khanh C. Tran
 President/ director
 
   
 ***Page - 10***
 
 **Exhibit 31**
 ****
 
  ***Page - 11***   **** **CERTIFICATIONS PURSUANT TO SECTION 302**
  I,Khanh C. Tran, certify that:  1. I have reviewed this Quarterly report on Form ***10Q-SB*** of ***Gaofeng Gold, Corp.*** ;
  2. Based on my knowledge, this Quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this Quarterly report;
  3. Based on my knowledge, the financial statements, and other financial information included in this Quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this Quarterly report;
  4. The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:
  a) designed such disclosure controls and procedures to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this Quarterly report is being prepared;  b) evaluated the effectiveness of the registrant's disclosure controls and procedures as of a date within 90 days prior to the filing date of this Quarterly report (the "Evaluation Date"); and  c) presented in this Quarterly report our conclusions about the effectiveness of the disclosure controls and procedures based on our evaluation as of the Evaluation Date;  5. The registrant's other certifying officers and I have disclosed, based on our most recent evaluation, to the registrant's auditors and the audit committee of registrant's board of directors (or persons performing the equivalent functions):
  a) all significant deficiencies in the design or operation of internal controls which could adversely affect the registrant's ability to record, process, summarize and report financial data and have identified for the registrant's auditors any material weaknesses in internal controls; and  b) any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal controls; and  6. The registrant's other certifying officers and I have indicated in this Quarterly report whether there were significant changes in internal controls or in other factors that could significantly affect internal controls subsequent to the date of our most recent evaluation, including any corrective actions with regard to significant deficiencies and material weaknesses.
  
  Dated: December 15, 2004
  */s/Khanh C. Tran
Khanh C. Tran
President/ director*
 ****
 ****
 
 
    ***Page - 12***
 
 
 **Exhibit 32**
 
 ****
  
   ***Page - 13***   **
 
  ****
 **CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,**
 **AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002**
 
 CERTIFICATION OF CUSTODIAN
 
 In connection with the Quarterly Report of ***Gaofeng Gold, Corp.*** , a ***Nevada*** corporation (the "Company"), on ***10-QSB*** for the period ended ***October 31, 2004*** as filed with the Securities and Exchange Commission (the "Report"), I, Khanh C. Tran , President/ director of the Company, certify, pursuant to 906 of the Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350), that to my knowledge:
 
 (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
 
 (2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
 
 Dated: December 15, 2004
 
 /s/Khanh C. Tran
 Khanh C. Tran
 President/ director  ***Page - 14***