==================================================================================UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-QSB

[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2007

OR

[  ] Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to

COMMISSION FILE NUMBER 333-127388





| | NEVADA                                                         | N/A                                 
| | -------------------------------------------------------------- | ------------------------------------
| | (State of other jurisdiction of incorporation or organization) | (IRS Employer Identification Number)



Unit 321 - 255 Newport Drive
Port Moody, British Columbia
Canada V6E 4H1

(604) 639-7757
(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 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 [  ]

The Registrant is a shell company. Yes [X] No [  ]

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date 216,450,000 shares of common stock as of February 22, 2007.

Transitional Small Business Disclosure Format (check one):  Yes  £
   No  T









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ROCHDALE MINING CORP.

Quarterly Report On Form 10-QSB
For The Quarterly Period Ended January 31, 2007



FORWARD-LOOKING STATEMENTS

This Form 10-QSB for the quarterly period ended January 31, 2007 contains forward-looking statements that involve risks and uncertainties.  Forward-looking statements in this document include, among others, statements regarding our capital needs, business plans and expectations.  Such forward-looking statements involve assumptions, risks and uncertainties regarding, among others, the success of our business plan, availability of funds, government regulations, operating costs, our ability to achieve significant revenues, our business model and products and other factors.  Any statements contained herein that are not statements of historical fact may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict", "potential" or "continue", the negative of such terms or other comparable terminology.  In evaluating these statements, you should consider various factors, including the assumptions, risks and uncertainties set forth in reports and other documents we have filed with or furnished to the SEC.  These factors or any of them may cause our actual results to differ materially from any forward-looking statement made in this document.  While these forward-looking statements, and any assumptions upon which they are based, are made in good faith and reflect our current judgment regarding future events, our actual results will likely vary, sometimes materially, from any estimates, predictions, projections, assumptions or other future performance suggested herein.  The forward-looking statements in this document are made as of the date of this document and we do not intend or undertake to update any of the forward-looking statements to conform these statements to actual results, except as required by applicable law, including the securities laws of the United States.

__________









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PART I. FINANCIAL INFORMATION





Rochdale Mining Corporation
(An Exploration Stage Company)
Balance Sheets
(unaudited)





|                                                                                                                                                                            | January 31,
 2007
$ |  | April 30,
 2006
$
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------- |  | -----------------
|                                                                                                                                                                            | (unaudited)         |  |                  
|ASSETS                                                                                                                                                                      |                     |  |                  
|Cash                                                                                                                                                                        | 34,286              |  | 57               
|Prepaid expenses                                                                                                                                                            | 1,727               |  | 1,066            
|                                                                                                                                                                            |                     |  |                  
|Total Assets                                                                                                                                                                | 36,013              |  | 1,123            
|                                                                                                                                                                            |                     |  |                  
|                                                                                                                                                                            |                     |  |                  
|LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)                                                                                                                              |                     |  |                  
|                                                                                                                                                                            |                     |  |                  
|Current Liabilities                                                                                                                                                         |                     |  |                  
|                                                                                                                                                                            |                     |  |                  
|Accounts payable and accrued liabilities                                                                                                                                    | 7,277               |  | 9,907            
|Due to related parties                                                                                                                                                      | -                   |  | 15,694           
|                                                                                                                                                                            |                     |  |                  
|Total Current Liabilities                                                                                                                                                   | 7,277               |  | 25,601           
|                                                                                                                                                                            |                     |  |                  
|                                                                                                                                                                            |                     |  |                  
|Stockholders' Equity (Deficit)                                                                                                                                              |                     |  |                  
|                                                                                                                                                                            |                     |  |                  
|Capital stock (Note 5)
      3,600,000,000 shares authorized, $0.00001 par value 
      216,450,000 shares issued and outstanding 
          (April 30, 2006 - 180,000,000) | 2,164               |  | 1,800            
|Additional paid-in capital                                                                                                                                                  | 99,136              |  | (1,750)          
|                                                                                                                                                                            |                     |  |                  
|Donated capital                                                                                                                                                             | 31,500              |  | 22,500           
|                                                                                                                                                                            |                     |  |                  
|Deficit accumulated during the exploration stage                                                                                                                            | (104,064)           |  | (47,028)         
|                                                                                                                                                                            |                     |  |                  
|Total Stockholders' Equity (Deficit)                                                                                                                                        | 28,736              |  | (24,478)         
|                                                                                                                                                                            |                     |  |                  
|Total Liabilities and Stockholders' Equity (Deficit)                                                                                                                        | 36,013              |  | 1,123            
|                                                                                                                                                                            |                     |  |                  



(Notes attached are an integral part of these financial statements)

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Rochdale Mining Corporation
(An Exploration Stage Company)
Interim Statements of Operations
(unaudited)



|                                                                                                                              | Nine months ended January 31, 2007 
$ | Nine months ended January 31, 2006 
$ | Three months ended January 31, 2007 
$ | Three months ended January, 31, 2006
$ | From 
April 20, 2004 
(Date of Inception) 
to January 31, 
2007
$
|----------------------------------------------------------------------------------------------------------------------------- | ------------------------------------- | ------------------------------------- | -------------------------------------- | -------------------------------------- | -----------------------------------------------------------------
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|Expenses                                                                                                                      |                                       |                                       |                                        |                                        |                                                                  
|Donated services (Note 4)                                                                                                     | 9,000                                 | 9,000                                 | 3,000                                  | 3,000                                  | 31,500                                                           
|Mineral property costs                                                                                                        | 12,076                                | -                                     | 3,775                                  | -                                      | 13,934                                                           
|Office and general                                                                                                            | 1,477                                 | 159                                   | (514)                                  | 45                                     | 2,582                                                            
|Professional fees and organizational costs                                                                                    | 34,483                                | 2,948                                 | 10,995                                 | 1,236                                  | 56,048                                                           
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|Net Loss                                                                                                                      | (57,036)                              | (12,107)                              | (17,256)                               | (4,281)                                | (104,064)                                                        
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|Basic and diluted net loss per common share                                                                                   | (0.00)                                | (0.00)                                | (0.00)                                 | (0.00)                                 |                                                                  
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|                                                                                                                              |                                       |                                       |                                        |                                        |                                                                  
|Weighted average number of common shares
   outstanding after giving retroactive effect for 
   a 36 to 1 forward stock split | 204,300,000                           | 180,000,000                           | 204,300,000                            | 180,000,000                            |                                                                  







(Notes attached are an integral part of these financial statements)





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Rochdale Mining Corporation
(An Exploration Stage Company)
Interim Statements of Cash Flows
(unaudited)





|                                                                      | Nine months ended 
January 31, 2007 
$ | Nine months ended January 31, 2006
$ | From 
April 20, 2004 
(Date of Inception) 
to January 31,2007
$
|--------------------------------------------------------------------- | -------------------------------------- | ------------------------------------ | ---------------------------------------------------------------
|                                                                      |                                        |                                      |                                                                
|Cash Flows Used In Operating Activities                               |                                        |                                      |                                                                
|                                                                      |                                        |                                      |                                                                
|Net loss                                                              | (57,036)                               | (12,107)                             | (104,064)                                                      
|                                                                      |                                        |                                      |                                                                
|Adjustments to reconcile net loss to cash:                            |                                        |                                      |                                                                
|Donated rent                                                          | 2,250                                  | 2,250                                | 9,750                                                          
|Donated services                                                      | 6,750                                  | 6,750                                | 21,750                                                         
|                                                                      |                                        |                                      |                                                                
|Change in operating assets and liabilities:                           |                                        |                                      |                                                                
|Increase in prepaid expenses                                          | (661)                                  | (76)                                 | (1,727)                                                        
|Increase (decrease) in accounts payable and accrued
      liabilities | (2,630)                                | 2,948                                | 7,277                                                          
|Increase (decrease) in due to related parties                         | (15,694)                               | 4,992                                | -                                                              
|                                                                      |                                        |                                      |                                                                
|Net Cash (Used in) Provided by Operating Activities                   | (67,021)                               | 4,757                                | (67,014)                                                       
|                                                                      |                                        |                                      |                                                                
|Cash Flows From Financing Activities                                  |                                        |                                      |                                                                
|Proceeds from issuance of common stock                                | 101,250                                | 10                                   | 101,300                                                        
|                                                                      |                                        |                                      |                                                                
|Net Cash Provided by Financing Activities                             | 101,250                                | 10                                   | 101,300                                                        
|                                                                      |                                        |                                      |                                                                
|Increase in Cash                                                      | 34,229                                 | 4,767                                | 34,286                                                         
|                                                                      |                                        |                                      |                                                                
|Cash - Beginning                                                      | 57                                     | 10                                   | -                                                              
|                                                                      |                                        | -                                    |                                                                
|Cash - Ending                                                         | 34,286                                 | 4,777                                | 34,286                                                         
|                                                                      |                                        |                                      |                                                                
|                                                                      |                                        |                                      |                                                                
|Supplemental Disclosures                                              |                                        |                                      |                                                                
|                                                                      |                                        |                                      |                                                                
|Interest paid                                                         | -                                      | -                                    | -                                                              
|Income taxes paid                                                     | -                                      | -                                    | -                                                              
|                                                                      |                                        |                                      |                                                                





(Notes attached are an integral part of these financial statements)





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Rochdale Mining Corporation
(An Exploration Stage Company)
Notes to the Interim Financial Statements
(unaudited)







1.       Nature of Operations and Continuance of Business

The Company was incorporated in the State of Nevada on April 20, 2004. The Company is an Exploration Stage Company, as defined by Statement of Financial Accounting Standard ("SFAS") No. 7. The Company's principal business is the acquisition and exploration of mineral resources (Note 3). The Company has not presently determined whether its mineral property under option contains mineral reserves that are economically recoverable.

These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has never generated revenues since inception and has never paid any dividends and is unlikely to pay dividends or generate earnings in the immediate or foreseeable future. The continuation of the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations and to determine the existence, discovery and successful exploitation of economically recoverable reserves in its resource properties, confirmation of the Company's interests in the underlying properties, and the attainment of profitable operations. As at January 31, 2007, the Company has accumulated losses of $104,064 since inception. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern. These factors raise substantial doubt regarding the Company's ability to continue as a going concern.

On August 17, 2006, the Company issued 1,012,500 shares of common stock at a price of $0.10 per share for proceeds of $101,250, pursuant to an effective SB-2 Registration Statement filed with the Securities and Exchange Commission ("SEC"). The Company's shares trade on the OTC Bulletin Board under the symbol "RHDC".

The accompanying unaudited interim financial statements have been prepared in accordance with United States generally accepted accounting principles for interim financial information and with the instructions to Form 10-QSB of Regulation S-B. They may not include all information and footnotes required by United States generally accepted accounting principles for complete financial statements. However, except as disclosed herein, there has been no material changes in the information disclosed in the notes to the financial statements for the year ended April 30, 2006 included in the Company's Form SB-2/A filed with the SEC. The interim unaudited financial statements should be read in conjunction with those financial statements included in the Form SB-2/A. In the opinion of management, all adjustments considered necessary for a fair presentation, consisting solely of normal and recurring adjustments have been made.  Operating results for the nine months ended January 31, 2007 are not necessarily indicative of the results that may be expected for the year ending April 30, 2007.



``

2.       Summary of Significant Accounting Policies

a)     Basis of Presentation and Fiscal Year

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars.  The Company's fiscal year-end is April 30.

b)     Use of Estimates

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

c)     Basic and Diluted Net Income (Loss) Per Share

The Company computes loss per share in accordance with SFAS No. 128, "Earnings per Share" which requires presentation of both basic and diluted earnings per share on the face of the statement of operations. Basic loss per share is computed by dividing net loss available to common shareholders by the weighted average number of outstanding common shares during the period. Diluted loss per share gives effect to all dilutive potential common shares outstanding during the period. Dilutive loss per share excludes all potential common shares if their effect is anti-dilutive.



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2.       Summary of Significant Accounting Policies (continued)

d)     Comprehensive Loss

SFAS No. 130, "Reporting Comprehensive Income," establishes standards for the reporting and display of comprehensive loss and its components in the financial statements. As at January 31, 2007, the Company has no items that represent a comprehensive loss and, therefore, has not included a schedule of comprehensive loss in the financial statements.

e)     Mineral Property Costs

Mineral property exploration and development costs are expensed as incurred until such time as economic reserves are quantified. The Company has considered the guidance under EITF 04-2 and has determined that capitalization of mineral property direct acquisition costs is inappropriate at the current stage of the Company's mineral property exploration activities.  To date, the Company's mineral interests consist mainly of exploration stage properties. Furthermore, there is uncertainty as to the Company's ability to fund the exploration work necessary to determine if the properties have recoverable reserves or any future economic benefits.  As a result, the Company has expensed all mineral property acquisition costs.

To date, the Company has not established any proven or probable reserves on its mineral property interests.  Estimated future removal and site restoration costs are provided over the life of proven reserves on a units-of-production basis.  Costs, which include production equipment removal and environmental remediation, are estimated each period by management based on current regulations, actual expenses incurred, and technology and industry standards.  Any charge is included in exploration expense or the provision for depletion and depreciation during the period and the actual restoration expenditures are charged to the accumulated provision amounts as incurred.

The Company has adopted the provisions of SFAS No. 143 "Accounting for Asset Retirement Obligations" which establishes standards for the initial measurement and subsequent accounting for obligations associated with the sale, abandonment, or other disposal of long-lived tangible assets arising from the acquisition, construction or development and for normal operations of such assets.  The adoption of this standard has had no effect on the Company's financial position or results of operations.  As at January 31, 2007, any potential costs relating to the retirement of the Company's mineral property interest are not yet determinable.

f)     Financial Instruments

Financial instruments, which include cash, and accounts payable and accrued liabilities were estimated to approximate their carrying values due to the immediate or short-term maturity of these financial instruments. Currently, the Company does not use derivative instruments to reduce its exposure to foreign currency risk.

g)     Income Taxes

Potential benefits of income tax losses are not recognized in the accounts until realization is more likely than not. The Company has adopted SFAS No. 109 "Accounting for Income Taxes," as of its inception. Pursuant to SFAS No. 109 the Company is required to compute tax asset benefits for net operating losses carried forward. Potential benefit of net operating losses have not been recognized in these financial statements because the Company cannot be assured it is more likely than not it will utilize the net operating losses carried forward in future years.

h)     Foreign Currency Translation

These financial statements are presented in United States dollars.  In accordance with Statement of Financial Accounting Standards ("SFAS") No. 52, "Foreign Currency Translation", foreign denominated monetary assets and liabilities are translated to their United States dollar equivalents using foreign exchange rates which prevailed at the balance sheet date.  Non-monetary assets and liabilities are translated at the transaction date.  Revenue and expenses are translated at average rates of exchange during the year.  Related translation adjustments are reported as a separate component of stockholders' equity, whereas gains or losses resulting from foreign currency transactions are included in results of operations.

i)     Stock-Based Compensation

The Company has not adopted a stock option plan. Accordingly, no options have been granted to date and no stock-based compensation been recorded.



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2.       Summary of Significant Accounting Policies (continued)

j)     Recent Accounting Pronouncement



In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements". The objective of SFAS 157 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements.  SFAS 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS 157 applies under other accounting pronouncements that require or permit fair value measurements and does not require any new fair value measurements. The provisions of SFAS No. 157 are effective for fair value measurements made in fiscal years beginning after November 15, 2007. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.



In September 2006, the FASB issued SFAS No. 158, "Employers' Accounting for Defined Benefit Pension and Other Postretirement Plans." This Statement requires an employer to recognize the over funded or under funded status of a defined benefit post retirement plan (other than a multiemployer plan) as an asset or liability in its statement of financial position, and to recognize changes in that funded status in the year in which the changes occur through comprehensive income.  SFAS No. 158 is effective for fiscal years ending after December 15, 2006. The Company does not expect that the implementation of SFAS No. 158 will have any material impact on its financial position and results of operations.



In September 2006, the SEC issued Staff Accounting Bulletin ("SAB") No. 108, "Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements." SAB No. 108 addresses how the effects of prior year uncorrected misstatements should be considered when quantifying misstatements in current year financial statements. SAB No. 108 requires companies to quantify misstatements using a balance sheet and income statement approach and to evaluate whether either approach results in quantifying an error that is material in light of relevant quantitative and qualitative factors. SAB No. 108 is effective for periods ending after November 15, 2006.  The Company is currently evaluating the impact of adopting SAB No. 108 but does not expect that it will have a material effect on its financial statements.



In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for Financial Assets and Financial Liabilities". This Statement permits entities to choose to measure many financial assets and financial liabilities at fair value. Unrealized gains and losses on items for which the fair value option has been elected are reported in earnings. SFAS No. 159 is effective for fiscal years beginning after November 15, 2007. The Company is currently assessing the impact of SFAS No. 159 on its financial position and results of operations.





3.       Mineral Properties

The Company acquired a 100% interest in the Arlington #1 and Arlington #2 mineral claims located in the Greenwood Mining Division, British Columbia, Canada for $1,858 (CDN$2,500).  During 2005 these claims were converted into one larger claim covering a total of 942 hectares.  Title to the property is held by the President of the Company in trust on behalf of the Company.





4.       Related Party Transactions

a)     At January 31, 2007, $nil (April 30, 2006 - $15,694) was owing to the directors of the Company for cash loans or expenses paid on behalf of the Company.  These amounts were non-interest bearing, unsecured and had no specific terms of repayment.

b)     The Corporate Secretary provides management services and office premises to the Company. The services are valued at $250 per month and office premises are valued at $250 per month. During the nine months ended January 31, 2007, donated services of $2,250 (2005 - $2,250) and donated rent of $2,250 (2005 - $2,250) were recorded.

c)     The President of the Company provides management services to the Company valued at $250 per month. During the nine months ended January 31, 2007, donated management services of $2,250 (2005 - $2,250) were recorded.

d)     A director of the Company provides management services to the Company valued at $250 per month. During the nine months ended January 31, 2007, donated management services of $2,250 (2005 - 2,250) were recorded.

All related party transactions are in the normal course of business and are measured at the exchange amount, which is the amount of consideration established and agreed to by the related parties.





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5.       Common Shares

a)     On April 20, 2004, the Company issued 4,000,000 pre-split shares of common stock at a price of $0.00001 per share for proceeds of $40, pursuant to subscription agreements to two directors of the Company.

b)     On November 3, 2004, the Company issued 1,000,000 pre-split shares of common stock at a price of $0.00001 per share for proceeds of $10, pursuant to a subscription agreement to a director of the Company.

c)     On August 17, 2006, the Company issued 1,012,500 pre-split shares of common stock at a price of $0.10 per share for proceeds of $101,250, pursuant to an effective SB-2 Registration Statement filed with the SEC.

d)     On February 9, 2007 the Company increased the number of shares of the Company's authorized share capital and correspondingly increase the number of its issued and outstanding common shares, in each case on a thirty-six (36) new shares for one (1) old share basis.  As a result, the Company's authorized share capital was increased from 100,000,000 common shares to 3,600,000,000 common shares, and the Company's issued and outstanding common stock was increased from 6,012,500 common shares to 216,450,000 common shares. The par value of the Company's common shares, which is $0.00001 per common share, has not changed.  The financial statements have been restated to give retroactive effect to the stock split.





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ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS

This section of the report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking states are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or out predictions.

We are a start-up, exploration stage company and have not yet generated or realized any revenues from our business operations.

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we begin removing and selling minerals. Accordingly, we must raise cash from sources other than the sale of minerals found on the property. Our only other source for cash at this time is investments by others in our public offering.

To meet our need for cash we raised money from our public offering. We are able to stay in business for the next twelve months but are not able to start Phasae 2 of our exploration program without additional funds. The money we have raised, was applied to the items set forth in the Use of Proceeds section of our Prospectus. If we find mineralized material and it is economically feasible to remove the mineralized material, we will attempt to raise additional money through a subsequent private placement, public offering or through loans. If we do not raise all of the money we need from our public offering to complete our exploration of the property, we will have to find alternative sources, like a second public offering, a private placement of securities, or loans from our officers or others.

Our officers and directors are unwilling to make any further commitment to loan us any money at this time. At the present time, we have not made any arrangements to raise additional cash. If we need additional cash and can't raise it we will either have to suspend operations until we do raise the cash, or cease operations entirely. Other than as described in this paragraph, we have no other financing plans.

Our exploration program is explained in as much detail as possible in the business section of our Prospectus. We are not going to buy or sell any plant or significant equipment during the next twelve months. We will not buy any equipment until have located a body of ore and we have determined it is economical to extract the ore from the land.

We do not intend to interest other companies in the property if we find mineralized materials. We intend to try to develop the reserves ourselves.

If we are unable to complete any phase of exploration because we don't have enough money, we will cease operations until we raise more money. If we can't or don't raise more money, we will cease operations. If we cease operations, we don't know what we will do and we don't have any plans to do anything.

We do not intend to hire additional employees at this time. All of the work on the property was conducted by an unaffiliated independent contractor, Mr. Lloyd Brewster. The independent contractor was responsible for surveying, geology, engineering, exploration, and excavation. The geologist has evaluated the information derived from the exploration and excavation and by way of written geologist report not yet obtained, will advise us on the economic feasibility of conducting future exploration on the Arlington mineral claim.







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Milestones

We issued 5,000,000 shares of common stock pursuant to the exemption from registration contained in section 4(2) of the Securities Act of 1933 in April 2004. This was accounted for as a purchase of shares of common stock.

On July 14, 2006, our public offering was declared effective by the SEC (SEC file no. 333-127388). On August 15, 2006, we completed our public offering and sold 1,012,500 shares of common stock and raised $101,250.

With these funds the Company has repaid loans from related parties and initiated its exploration program and it has:



|1. | Retained its consultant to manage the exploration of the Arlington property.                                                      
|-- | ----------------------------------------------------------------------------------------------------------------------------------
|  
|2. | Retained the services of a Field Geologies and Filed Assistant.                                                                   
|  
|3. | Completed Rock/Soil Samples.                                                                                                      
|  
|4. | Completed field maps (plotting of sample locations and geological/physical observations) and analyzed samples at the Laboratories.
|  
|5. | Plotted values on the base maps of sample locations and interpreted geological/physical observations.                             
|  
|6. | Initial core drilling.                                                                                                            
|  
|   |                                                                                                                                   
|  

Limited Operating History - Need for Additional Capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from operations. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, and possible cost overruns due to price and cost increases in services.

To become profitable and competitive, we conduct phased exploration programs on our properties before we prepare a feasibility study that would then lead to production of any minerals we may find.

Results of Operations

From Inception on April 20, 2004 through January 31, 2007 we have completed our first phase exploration program on the Arlington mineral property located in the Greenwood Mining Division, British Columbia, Canada. The size of the claim is 942 hectares in size and is owned by the President of the Company, Paul Brock, in trust for the Company. The Company is awaiting the results of this first phase program from the independent geologist, Mr. Lloyd Brewster.
      Since inception, we have used loans from our officers and directors, totaling $32,097, to stake the Arlington mineral claim, to incorporate us, and for legal and accounting expenses. These loans were not evidenced by any written instrument and were repaid out of proceeds of the Company's public offering which closed on August 15, 2006. Also from proceeds of the public offering, totaling $101,250, the Company spent $12,076 on the exploration portion of Phase 1 and $22,791 on legal, accounting and audit fees, leaving a balance of cash of $28,736 as at January 31, 2007.

Liquidity and Capital Resources

As of the date of this report, we have yet to generate any revenues from our business operations.

We issued 5,000,000 shares of common stock pursuant to the exemption from registration contained in section 4(2) of the Securities Act of 1933 in April 2004. This was accounted for as a purchase of shares of common stock.

On July 14, 2006, our public offering was declared effective by the SEC (SEC file no. 333-127388). On August 15, 2006, we completed our public offering and sold 1,012,500 shares of common stock and raised $101,250. There was no underwriter involved in our public offering.

As at January 31, 2007 the Company had cash of $34,286 and working capital of $28,736. These funds will be used for ongoing general and administrative expenses associated with being a public company. However, significant additional funds will be required to fund future mineral acquisition and exploration activities on existing and future mining properties. The Company is currently reviewing expansion of its mineral properties and concessions in Canada and South America.



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Item 3.        Controls and Procedures

(a) Evaluation of Disclosure Controls and Procedures: Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon and as of the date of that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports our files and submits under the Exchange Act is recorded, processed, summarized and reported as and when required.

(b) Changes in Internal Control over Financial Reporting: There were no changes in our internal control over financial reporting identified in connection with our evaluation of these controls as of the end of the period covered by this report that could have affected those controls subsequent to the date of the evaluation referred to in the previous paragraph, including any correction action with regard to deficiencies and material weakness.



PART II - OTHER INFORMATION

Item 1.          Legal Proceedings

We currently are not a party to any material legal proceedings and, to our knowledge, no such proceedings are threatened or contemplated.

Item 2.          Other Events



The following event was reported, on Form 8K, on February 13, 2007:

With a record date of February 9, 2007 (the "Record Date") and a distribution date of February 12, 2007, the Board of Directors (the "Board") of Rochdale Mining Corp. (the "Company") unanimously resolved, in accordance with Section 78.207 of the Nevada Revised Statutes: Chapter 78, as amended, to complete an increase in the number of shares of the Company's authorized share capital and correspondingly increase the number of its issued and outstanding common shares, in each case on a thirty-six (36) new shares for one (1) old share basis (the "Increase in Authorized Share Capital/Forward Stock Split").

The Increase in Authorized Share Capital/Forward Stock Split was implemented taking into account the Company's authorized share capital and number of issued and outstanding shares of common stock as of the Record Date.  As such, the Company's authorized share capital was increased from 100,000,000 common shares to 3,600,000,000 common shares, and the Company's issued and outstanding common stock was increased from 6,012,500 common shares to 216,450,000 common shares.  The par value of the Company's common shares, which is $0.00001 per common share, has not changed.

Shareholders should retain their existing share certificates and not return their share certificates to the Company's transfer agent.  Share certificates representing the Forward Stock Split have been mailed out to registered shareholders as of the Record Date.

The Company is ascribing no monetary value to Increase in Authorized Share Capital/Forward Stock Split.  Accordingly, there should be no tax payable by Canadian or U.S. shareholders as a result of the Increase in Authorized Share Capital/Forward Stock Split.  Shareholders are advised to contact their own tax advisors for further information.

Investors are cautioned that trading in the securities of the Company should be considered highly speculative.  No exchange, over-the-counter market or regulatory authority has in any way passed upon the merits of the Increase in Authorized Share Capital/Forward Stock Split or has either approved or disapproved the contents of this Current Report.



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Item 3.          Defaults Upon Senior Securities

None.

Item 4.          Submission of Matters to a Vote of Securities Holders

No matters were submitted to our security holders for a vote during the nine months ended January 31, 2007.

Item 5.          Other Information

None

Item 6.           Exhibits and Reports on Form 8-K

The following Exhibits are attached hereto:



|Exhibit No. | Document Description                                                                    
|----------- | ----------------------------------------------------------------------------------------
|31.1        | Certification of Principal Executive Officer and Principal Financial Officer pursuant to
|            | Rule 13a-15(a) and Rule 15d-15(a), promulgated under the Securities Exchange Act of     
|            | 1934, as amended.                                                                       
|           
|32.1        | Certification of Chief Executive Officer and Chief Financial Officer Pursuant To 18     
|            | U.S.C. Section 1350, as adopted pursuant to Section 302 Of The Sarbanes-Oxley Act of    
|            | 2002.                                                                                   





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 on this 22nd day of February, 2007.

ROCHDALE MINING CORP.
(Registrant)

BY:  PAUL BROCK
        Paul Brock
        President, Principal Executive Officer, Treasurer,
        Principal Financial Officer and member of the
        Board of Directors.

BY:  DAVID RAMBARAN
        David Rambaran
        Secretary and a member of the Board of
        Directors.