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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 JULY 31, 2006                                            
|      |                                                                                         
|      | 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

ROCHDALE MINING CORP.



|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
(Address of principal executive offices)

(504) 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 [   ]   No [X]

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PART I.  FINANCIAL INFORMATION

ITEM 1.     INTERIM FINANCIAL STATEMENTS

Rochdale Mining Corporation
(An Exploration Stage Company)
(Unaudited)

July 31, 2006



|                                          | Index
|----------------------------------------- | -----
|                                          |      
|                                          |      
|Balance Sheets                            | F-1  
|                                          |      
|Statements of Operations                  | F-2  
|                                          |      
|Statements of Cash Flows                  | F-3  
|                                          |      
|Statement of Stockholders' Deficit        | F-4  
|                                          |      
|Notes to the Interim Financial Statements | F-5  























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|Rochdale Mining Corporation                                                                                                                
|-------------------------------------------------------------------------------------------------------------------------------------------
|(An Exploration Stage Company)                                                                                                             
|Balance Sheets                                                                                                                             
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|ASSETS                                                                                                                                     
|Cash                                                                                                                                       
|Prepaid expenses                                                                                                                           
|                                                                                                                                           
|Total Assets                                                                                                                               
|                                                                                                                                           
|                                                                                                                                           
|LIABILITIES AND STOCKHOLDERS' DEFICIT                                                                                                      
|                                                                                                                                           
|Current Liabilities                                                                                                                        
|                                                                                                                                           
|Accounts payable and accrued liabilities                                                                                                   
|Due to related parties                                                                                                                     
|                                                                                                                                           
|Total Current Liabilities                                                                                                                  
|                                                                                                                                           
|                                                                                                                                           
|Stockholders' Deficit                                                                                                                      
|                                                                                                                                           
|Common Stock, 100,000,000 shares authorized, $0.00001 par value
5,000,000 shares issued and outstanding (April 30, 2006 - 5,000,000 shares)
|                                                                                                                                           
|Donated capital                                                                                                                            
|                                                                                                                                           
|Deficit accumulated during the exploration stage                                                                                           
|                                                                                                                                           
|Total Stockholders' Deficit                                                                                                                
|                                                                                                                                           
|Total Liabilities and Stockholders' Deficit                                                                                                
|                                                                                                                                           







F-1

The accompanying notes are an integral part of the interim financial statements



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|Rochdale Mining Corporation               
|------------------------------------------
|(An Exploration Stage Company)            
|Statements of Operations                  
|(Unaudited)                               
|                                          
|                                          
|                                          
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|Revenue                                   
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|Expenses                                  
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|Total Expenses                            
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|Net Loss                                  
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|Net Loss Per Share - Basic and diluted    
|                                          
|Weighted Average Common Shares Outstanding







F-2

The accompanying notes are an integral part of the interim financial statements



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|Rochdale Mining Corporation                                            
|-----------------------------------------------------------------------
|(An Exploration Stage Company)                                         
|Statements of Cash Flows                                               
|(Unaudited)                                                            
|                                                                       
|                                                                       
|                                                                       
|                                                                       
|                                                                       
|                                                                       
|                                                                       
|                                                                       
|                                                                       
|Cash Flows Used In Operating Activities                                
|                                                                       
|Net loss                                                               
|                                                                       
|Adjustments to reconcile net loss to cash used in operating activities:
|                                                                       
|                                                                       
|                                                                       
|Changes in operating assets and liabilities:                           
|Prepaid expenses                                                       
|Accounts payable and accrued liabilities                               
|Due to related parties                                                 
|                                                                       
|Net Cash Used in Operating Activities                                  
|                                                                       
|Cash Flows From Financing Activities                                   
|                                                                       
|                                                                       
|Net Cash Provided by Financing Activities                              
|                                                                       
|Net Increase (Decrease) in Cash                                        
|                                                                       
|Cash - Beginning of Period                                             
|                                                                       
|Cash - End of Period                                                   
|                                                                       
|Supplemental Disclosures                                               
|                                                                       
|Interest paid                                                          
|Income taxes paid                                                      



F-3

The accompanying notes are an integral part of the interim financial statements



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|Rochdale Mining Corporation                             
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|Statement of Stockholders' Deficit                      
|From April 20, 2004 (Date of Inception) to July 31, 2006
|(Expressed in US dollars)                               
|                                                        
|                                                        
|                                                        
|                                                        
|                                                        
|                                                        
|                                                        
|Balance - April 20, 2004 (Date of Inception)            
|                                                        
|Issuance of common shares for cash                      
|at $.00001/share                                        
|                                                        
|Net loss                                                
|                                                        
|Balance - April 30, 2004                                
|                                                        
|Issuance of common shares for cash                      
|at $.00001/share                                        
|                                                        
|Share subscriptions received                            
|                                                        
|Donated rent and services                               
|                                                        
|Net loss                                                
|                                                        
|Balance - April 30, 2005                                
|                                                        
|Share subscriptions received                            
|                                                        
|Donated rent and services                               
|                                                        
|Net loss                                                
|Balance - April 30, 2006                                
|                                                        
|Donated rent and services                               
|Net loss                                                
|                                                        
|Balance - July 31, 2006 (Unaudited)                     





F-4

The accompanying notes are an integral part of the interim financial statements



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|Rochdale Mining Corporation              
|-----------------------------------------
|(An Exploration Stage Company)           
|Notes to the Interim Financial Statements
|July 31, 2006                            
|(Expressed in US Dollars)                
|(unaudited)                              
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|1.                                       
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|2.                                       
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F-5



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|Rochdale Mining Corporation              
|-----------------------------------------
|(An Exploration Stage Company)           
|Notes to the Interim Financial Statements
|July 31, 2006                            
|(Expressed in US Dollars)                
|(unaudited)                              
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|2.                                       
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F-6



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|Rochdale Mining Corporation              
|-----------------------------------------
|(An Exploration Stage Company)           
|Notes to the Interim Financial Statements
|July 31, 2006                            
|(Expressed in US Dollars)                
|(unaudited)                              
|                                         
|2.                                       
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|3.                                       
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|4.                                       
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F-7

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|Rochdale Mining Corporation              
|-----------------------------------------
|(An Exploration Stage Company)           
|Notes to the Interim Financial Statements
|July 31, 2006                            
|(Expressed in US Dollars)                
|(unaudited)                              
|                                         
|                                         
|5.                                       
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|6.                                       
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|7.                                       
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F-8



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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 corporation 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 one year. The money we have raised, will be 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 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.

We are conducting research in the form of exploration of the property. 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.



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We do not intend to hire additional employees at this time. All of the work on the property will be conduct by unaffiliated independent contractors that we will hire. The independent contractors will be responsible for surveying, geology, engineering, exploration, and excavation. The geologists will evaluate the information derived from the exploration and excavation and the engineers will advise us on the economic feasibility of removing the mineralized material.

Milestones

The following are our milestones:

1. 0-30 days from the date of this report. - retain our consultant to manage the exploration of the property. - Cost $15,000. Time of retention 0-90 days.

2. 30-120 days from the date of this report. - Core drilling. Core drilling will cost $20.00 per foot.  Core drilling we be subcontracted to non-affiliated third parties. Time to conduct the core drilling - 90 days.

3. 120-150 days from the date of this report. - Have an independent third party analyze the samples from the core drilling. Determine if mineralized material is below the ground. If mineralized material is found, define the body. We estimate that it will cost $10,000 to analyze the core samples and will take 30 days.

All funds for the foregoing activities have been obtained from our public offering.

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 into the research and exploration of our properties before we start production of any minerals we may find.

Results of Operations

From Inception on April 20, 2004 through July 31, 2006

We have the right to explore on one property containing two claims. We have begun our exploration.





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Since inception, we have used loans from our officers and directors, to stake the property, to incorporate us, and for legal and accounting expenses. Net cash provided by them from inception on April 20, 2004 to July 31, 2006 was $32,096.79. The loans are evidenced by any written instrument and have been repaid as of August 17, 2006.

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.

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.

There were no changes in our internal controls or in other factors that could affect these controls subsequent to the date of their evaluation, including any deficiencies or material weaknesses of internal controls that would require corrective action.





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PART II - OTHER INFORMATION

ITEM 2.     USE OF PROCEEDS

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.



|Legal Fees                          | $ | 11,628.64
|----------------------------------- | - | ---------
|Consulting services                 | $ | 2,354.00 
|Core drilling                       | $ | 1,500.00 
|Analyzing samples                   | $ | 1,500.00 
|Telephone                           | $ | 0        
|Mail                                | $ | 0        
|Stationary                          | $ | 0        
|Accounting                          | $ | 4,370.00 
|Office equipment                    | $ | 0        
|SEC filings                         | $ | 0        
|Secretary                           | $ | 0        
|Loan repaid to Officers & Directors | $ | 32,096.79

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.                













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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 14th day of September, 2006.



| | ROCHDALE MINING CORP.
| | ---------------------
| | (Registrant)         
| |                      
| | BY:                  
| |                      
| |                      
| |                      
| | BY:                  
| |                      
| |                      



























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