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OMB APPROVALOMB Number: 3235-0416Expires: March 31, 2007Estimated average burden hours per response: ..................182


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-QSB

|[X]                                                           | QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934
|------------------------------------------------------------- | ---------------------------------------------------------------------------------------
|For the quarterly nine month period ended: September 30, 2005
|                                                             
|[ ]                                                           | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT                        
|For the transition period from ___________ to ______________ 
|                                                             

Commission file number:333-115550

|NEWPORT GOLD, INC.(Exact name of small business issuer as
      specified in its charter)   
|--------------------------------------------------------------------------------------------
|Nevada(State of Other Jurisdiction
      incorporation or organization)                     
|220 - 1495 Ridgeview Drive, Reno, Nevada 89509(Address of principal executive
      offices)
|Telephone: (905) 542-4990(Issuer's telephone number)                                        
|N/A(Former name, former address and former
      fiscal year, if changed since last report) 

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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 [ ]
No [X]

Indicate by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act).
Yes [ ] No [X]

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [ ] Not
Applicable

---

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:

0 common shares issued and outstanding as of November 9, 2005Transitional Small Business Disclosure Format (Check one): Yes [ ] No
[X]









---

Newport Gold, Inc.

INDEX

|                               |                                                                       | Page No.                                                                                
|------------------------------ | --------------------------------------------------------------------- | ----------------------------------------------------------------------------------------
|                               |                                                                      
|PART 1 - FINANCIAL INFORMATION | 1                                                                    
|                               | ITEM 1. FINANCIAL STATEMENTS                                          | 1                                                                                       
|                               | ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION     | 15                                                                                      
|                               |                                                                       | General                                                                                 
|                               |                                                                       | Plan of Operations                                                                      
|                               |                                                                       | Off-balance sheet arrangements                                                          
|                               |                                                                       | Loss Per Period/General and Administrative Expenses                                     
|                               |                                                                       | Liquidity and Capital Resources Liquidity                                               
|                               |                                                                       | Recent Accounting Pronouncements                                                        
|                               |                                                                       | "Safe Harbor" Statement under the Private Securities
      Litigation Reform Act of 1995
|                               | ITEM 3. CONTROLS AND PROCEDURES                                       | 17                                                                                      
|                               |                                                                       |                                                                                         
|PART II - OTHER INFORMATION    | 17                                                                   
|                               | ITEM 1. LEGAL PROCEEDINGS                                             | 17                                                                                      
|                               | ITEM 2. UNREGISTERED SALES OF EQUITIES SECURITIES AND USE OF PROCEEDS | 17                                                                                      
|                               |                                                                       | Changes in Securities                                                                   
|                               |                                                                       | Recent Sales of Unregistered Securities                                                 
|                               |                                                                       | Recent Sales of Registered Securities                                                   
|                               |                                                                       | Use of Proceeds                                                                         
|                               | ITEM 3. DEFAULTS UPON SENIOR SECURITIES                               | 17                                                                                      
|                               | ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS           | 18                                                                                      
|                               | ITEM 5. OTHER INFORMATION                                             | 18                                                                                      
|                               | ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K                              | 18                                                                                      
|                               |                                                                       | a. Exhibits                                                                             
|                               |                                                                       | b. Reports on Form 8-K                                                                  
|SIGNATURES                     | 18                                                                   

---

PART 1 - FINANCIAL
INFORMATION

ITEM 1. FINANCIAL
STATEMENTS

The information in this report for the nine months ended September 30, 2005,
is unaudited but includes all adjustments (consisting only of normal recurring
accruals, unless otherwise indicated) which Newport Gold, Inc.
("Newport" or the "Company") considers necessary for a fair
presentation of the financial position, results of operations, changes in
stockholders' equity and cash flows for those periods.

The condensed consolidated financial statements should be read in conjunction
with Newport's financial statements and the notes thereto contained in Newport's
Audited Financial Statements for the year ended December 31, 2004, in the Form
SB-1 as amended and filed with the SEC on June 8, 2005.

Interim results are not necessarily indicative of results for the full fiscal
year.









-1-

---



NEWPORT GOLD, INC.

(An Exploration Stage Company)

Consolidated Financial Statements

September 30, 2005 and December 31, 2004

(US Dollars)



INDEX
      PageNotice to Reader
      F1Financial StatementsConsolidated Balance Sheets
      F2Consolidated Statements of Operations
      F3Consolidated Statements of Stockholders' Deficit
      F4Consolidated Statements of Cash Flows
      F5Notes to Consolidated Financial Statements
      F6-12




220- 1495 Ridgeview Drive

Reno, Nevada 89509

(905) 542-4990

(905) 542-3718 - Fax

Contact: Derek Bartlett

November 7, 2005

-2-

---



NOTICE TO READER

These financial statements have been prepared by management
of the Company. We have compiled the interim balance sheet of Newport Gold Inc.
(An Exploration Stage Company) as at 30 September 2005 and the interim
statements of loss and deficit and cash flows for the nine months then ended.
Independent accountants have not audited, reviewed or otherwise attempted to
verify the accuracy or completeness of such information. Readers are cautioned
that these statements may not be appropriate for their purposes.









F1

-3-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Consolidated Balance Sheets (note 2)

(US Dollars)

September 30, 2005
    
    December 31, 2005AssetsCurrentCash
  $
  1,660
  $
  435Prepaid expenses
  
  435
  
  857Total Assets
  $
  2,095
  $
  1,292LiabilitiesCurrentAccounts payable
  $
  76,967
  $
  71,738Due to related parties (note 6)
  
  142,436
  
  110,942Total Liabilities
  
  219,403
  
  182,680Stockholders' DeficitCapital StockAuthorized100,000,000 Common shares par value of $0.001 per shareIssued and outstanding0 Common shares
  
  0
  
  0Share Subscriptions(note 7)
  
  115,650
  
  115,650Other Comprehensive Loss
  
  (4,533)
  
  (4,533)Deficit
  
  (328,425)
  
  (292,505)Total Stockholders' Deficit
  
  (217,308)
  
  (181,388)Total Liabilities and Stockholders' Deficit
  $
  2,095
  $
  1,292


F2

-4-

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NEWPORT GOLD, INC.

(An Exploration Stage Company)

Consolidated Statements of Operations

(US Dollars)

Cumulative,Period fromJuly 16, 2003(Inception)Nine months
    
    Nine months
    
    throughended
    
    ended
    
    September 30,September 30, 2005
    
    September 30, 2004
    
    2005ExpensesInvestor relations (note 6)
    $
    8,100
    $
    12,300
    $
    87,973Expenditures on resource
    
    0
    
    0
    
    0property (note 5)
    
    2,800
    
    2,360
    
    64,283Geological consulting fees (note 6)
    
    9,000
    
    24,000
    
    79,636Accounting and legal
    
    10,548
    
    10,123
    
    68,727Office and travel
    
    5,472
    
    13,577
    
    27,806Net Loss
    
    (35,920)
    
    (62,360)
    
    (328,425)Other Comprehensive Loss
    
    0
    
    0
    
    (4,533)Total Comprehensive Loss
    $
    (35,920 )
    $
    (62,360)
    $
    (332,958)


F3

-5-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Consolidated Statements of
Stockholders' Deficit

The Nine Months ended September 30, 2005, Year Ended
  December 31, 2004 and the Period from

July 16, 2003 (Inception) to September 30, 2005

(US Dollars)

AccumulatedDeficitAdditional
    Share
    Other
    During
    TotalPar
    Paid-in
    Subscriptions
    Comprehensive
    Exploration
    Stockholders'Shares
    Value
    Capital
    Received
    Loss
    Stage
    DeficitBalanceDecember 31, 2003
    0
    $             
      0
    $             
      0
    $             
      115,650
    $             
      (3,409)
    $             
      (196,5450)
    $            ( 84,304)Share subscriptions
    0
    0
    0
    0
    0
    0
    0Foreign currencytranslation
    0
    0
    0
    0
    (1,124)
    0
    (1,124)Net loss
    0
    0
    0
    0
    0
    (95,960)
    (95,960)Balance,December 31, 2004
    0
    0
    0
    $             
      115,650
    $             
      (4,533)
    $             
      (292,505)
    $            (181,388)Share subscriptions
    0
    0
    0
    0
    0
    0
    0Foreign currency
    
    
    
    
    
    0translation adjustment
    0
    0
    0
    0
    0
    0
    0Net loss
    0
    0
    0
    0
    0
    (35,920)
    (35,920)BalanceSeptember 30, 2005
    0
    $             
      0
    $             
      0
    $             
      115,650
    $             
      (4,533)
    $             
      (328,425)
    $           
      (217,308)


F4

-6-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Consolidated Statements of Cash Flows

(US Dollars)

|                                |   |                    |   |                    |   | Cumulative,  
|------------------------------- | - | ------------------ | - | ------------------ | - | -------------
|                                |   |                    |   |                    |   | Period from  
|                                |   |                    |   |                    |   | July 16, 2003
|                                |   |                    |   |                    |   | (Inception)  
|                                |   | Nine months        |   | Nine months        |   | through      
|                                |   | ended              |   | ended              |   | September 30,
|                                |   | September 30, 2005 |   | September 30, 2004 |   | 2005         
|                                |   |                    |   |                    |   |              
|Operating Activities            |   |                    |   |                    |   |              
|Net loss                        | $ | (35,920)           | $ | (62,360)           | $ | (328,425)    
|                                |   |                    |   |                    |   |              
|Changes in Operating Assets     |   |                    |   |                    |   |              
|and Liabilities                 |   |                    |   |                    |   |              
|Prepaid expenses                |   | 422                |   | 0                  |   | (435)        
|Accounts payable                |   | 5,229              |   | 17,706             |   | 76,967       
|Due to related parties          |   | 31,494             |   | 44,656             |   | 142,436      
|                                |   |                    |   |                    |   |              
|Cash Provided by (Used in)      |   |                    |   |                    |   |              
|Operating Activities            |   | 1,225              |   | 0                  |   | 109,457      
|                                |   |                    |   |                    |   |              
|Financing Activity              |   |                    |   |                    |   |              
|Subscriptions received          |   | 0                  |   | 0                  |   | 115,650      
|                                |   |                    |   |                    |   |              
|Inflow of Cash                  |   | 1,225              |   | 0                  |   | 6,193        
|Effect of Exchange Rate Change  |   |                    |   |                    |   |              
|on Cash Balance held in Foreign |   |                    |   |                    |   |              
|Currencies                      |   | 0                  |   | 0                  |   | (4,533)      
|Cash, Beginning of Period       |   | 435                |   | 0                  |   | 0            
|                                |   |                    |   |                    |   |              
|Cash, End of Period             | $ | 1,660              | $ | 0                  | $ | 1,660        
|                                |   |                    |   |                    |   |              
|Non-Cash Financing Activity     |   |                    |   |                    |   |              
|Common stock to be issued for   |   |                    |   |                    |   |              
|for properties                  | $ | 0                  | $ | 0                  | $ | 22,500       
|                                |   |                    |   |                    |   |              
|Supplemental Disclosures        |   |                    |   |                    |   |              
|Interest paid                   | $ | 0                  | $ | 0                  | $ | 0            
|Income taxes paid               | $ | 0                  | $ | 0                  | $ | 0            

F5

-7-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

The Nine Months ended September 30, 2005, Year Ended
  December 31, 2004 and the Period from

July 16, 2003 (Inception) to September 30, 2005

(US Dollars)

1. OPERATIONS AND BASIS OF PRESENTATION

> Newport Gold, Inc. (the "Company") was incorporated under the
>     laws of Nevada on July 16, 2003, and is involved in the acquisition,
>     exploration and development of mineral and energy properties. The Company is
>     currently evaluating opportunities both in the mineral sector and otherwise.
>     The Company is in the exploration stage as defined in Statement No. 7 of the
>     Financial Accounting Standards Board ("FASB").
>     These consolidated financial statements include the accounts of the
>     Company and its wholly-owned Canadian subsidiary, 2038052 Ontario Inc.
>     incorporated under the laws of the Province of Ontario, Canada. All inter
>     company transactions and balances have been eliminated.

2. GOING-CONCERN

> These financial statements have been prepared in accordance with
>     accounting principles generally accepted in the United States of America on
>     a going-concern basis. This presumes funds will be available to finance
>     on-going development, operations and capital expenditures and the
>     realization of assets and the payment of liabilities in the normal course of
>     operations for the foreseeable future.
>     The general business strategy of the Company is to explore and research
>     an existing mineral property and to potentially acquire further claims
>     either directly or through the acquisition of operating entities. The
>     continued operations of the Company depends upon the recoverability of
>     mineral property reserves, confirmation of the Company's interest in the
>     underlying mineral claims, the ability of the Company to obtain necessary
>     financing to complete the development of these claims and upon the claims'
>     future profitable production. Management intends to raise additional capital
>     through share issuances to finance operations and invest in the Burnt Basin
>     Properties as described in note 5.
>     The Company has a working capital deficit of $217,308 (2004 - $181,388),
>     has accumulated losses during the exploration stage of $336,958 (2004 -
>     $297,038), has not generated any operating revenue to date, and has no
>     capital resources presently available to meet obligations, which normally
>     can be expected to be incurred by similar companies. These factors raise
>     substantial doubt about the Company's ability to continue as a
>     going-concern, which is dependent on the Company's ability to obtain and
>     maintain an appropriate level of financing on a timely basis and to achieve
>     sufficient cash flows to cover obligations and expenses. The outcome of the
>     above matters cannot be predicted at this time. These financial statements
>     do not give effect to any adjustments to the amounts and classifications of
>     assets and liabilities, which might be necessary should the Company be
>     unable to continue as a going-concern.

F6

-8-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

The Three Months ended September 30, 2005, Year Ended
  December 31, 2004 and the Period from

July 16, 2003 (Inception) to September 30, 2005

(US Dollars)

3. SIGNIFICANT ACCOUNTING POLICIES

> (a) Use of estimates
>         The preparation of financial statements in conformity with accounting
>         principles generally accepted in the United States of America requires
>         management to make estimates and assumptions that affect the reported
>         amounts of assets and liabilities and disclosures of contingent assets
>         and liabilities at the date of the financial statements, and the
>         reported amounts of revenues and expenses during the reporting period.
>         Actual results could differ from those estimates and would impact future
>         results of operations and cash flows.
>         (b) Foreign currency translation
>         The Company's operations and activities are conducted principally
>         in Canada hence the Canadian dollar is the functional currency, which is
>         translated into US dollars for reporting purposes as follows:
>   (i) Assets and liabilities at the rate of exchange in effect as
>             at the balance sheet date; and
>       (ii) Revenues and expenditures at the average rate of exchange for the
>           year.
>         Gains and losses arising from this translation of foreign currency
>         are included in other comprehensive income (loss) as a separate
>         component of stockholders' deficit.
>     (c) Mineral property acquisition payments and exploration costs
>     The Company expenses all costs related to acquiring, exploring and
>     retaining mineral claims in which no proven or probable reserves exist. To
>     date, the Company has not established the commercial feasibility of its
>     mineral property, therefore, all exploration expenditures are being
>     expensed. Liabilities are recorded when environmental assessments and/or
>     remedial efforts are probable and the cost can be reasonably estimated. As
>     at September 30, 2005, the Company had no accrued liabilities for compliance
>     with environmental regulations.
>     (d) Income taxes
>         The Company accounts for income taxes in accordance with Statement of
>         Financial Accounting Standards (SFAS) No. 109. Under the asset and
>         liability method of SFAS No. 109, deferred tax assets and liabilities
>         are recognized for future tax consequences attributable to differences
>         between the financial statement carrying amounts of existing assets and
>         liabilities and are measured using the enacted tax rates expected to
>         apply to taxable income in the years in which those temporary
>         differences are expected to be recovered or settled. Under SFAS No. 109,
>         the effect on deferred tax assets and liabilities of a change in tax
>         rates is recognized in income in the period that includes the enactment
>         date.

F7

-9-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

The Nine Months ended September 30, 2005, Year Ended
  December 31, 2004 and the Period from

July 16, 2003 (Inception) to September 30, 2005

(US Dollars)

3. SIGNIFICANT ACCOUNTING POLICIES (Continued)

> (e) Basic loss per share
>         In accordance with SFAS No. 128 "Earnings Per Share", basic
>         loss per common share is computed by dividing net loss applicable to
>         common stockholders by the weighted average number of common shares
>         outstanding. During the year ended December 31, 2003, the Company had
>         committed to issue 8,375,000 shares. As described in note 7, the shares
>         are yet to be issued. The Company had no stock options, warrants or
>         other common stock equivalents outstanding during any of the reporting
>         periods.
>         (f) Stock-based compensation
>     The Company intends to apply the intrinsic value method of accounting as
>     prescribed by APB Opinion No. 25 "Accounting for Stock Issued to
>     Employees" and related interpretations in accounting for options
>     granted to employees. As such, compensation expense is recorded on the date
>     of the grant when the market price of the underlying stock exceeds the
>     exercise price. SFAS 123 "Accounting for Stock-Based Compensation"
>     establishes accounting and disclosure requirements using the fair
>     value-based method of accounting for stock-based compensation plans. As
>     allowed by SFAS 123, the Company has elected to apply the intrinsic
>     value-based method of accounting described above and has adopted the
>     disclosure requirements of SFAS 123, as amended by SFAS 148. To date, the
>     Company has not adopted a stock option plan or issued any stock options.
>         (g) Other comprehensive loss
>         The Company has other comprehensive loss arising from foreign
>         currency translation, which is shown as a separate component of
>         stockholders' deficit.
> (h) Recent accounting pronouncements
>         (i) In April 2003, the FASB issued SFAS No. 149 "Amendment
>             of Statement 133 on Derivative Instruments and Hedging
>             Activities". SFAS No. 149 amends and clarifies under what
>             circumstances a contract with initial investments meets the
>             characteristics of a derivative and when a derivative contains a
>             financing component. SFAS No. 149 is effective for contracts entered
>             into or modified after December 31, 2003. The adoption of SFAS No.
>             149 had no effect on the Company's financial statement
>             presentation or disclosures.

F8

-10-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

The Nine Months ended September 30, 2005, Year Ended
  December 31, 2004 and the Period from

July 16, 2003 (Inception) to September 30, 2005

(US Dollars)

3. SIGNIFICANT ACCOUNTING POLICIES (Continued)

> (h) Recent accounting pronouncements (Continued)
>   (ii) In May 2003, the FASB issued SFAS No. 150 "Accounting
>             for Certain Financial Instruments with Characteristics of both
>             Liabilities and Equity". SFAS No. 150 establishes standards for
>             how an issuer classifies and measures in its statement of cash flows
>             certain financial instruments with characteristics of both
>             liabilities and equity. SFAS No. 150 requires that an issuer
>             classify a financial instrument that is within its scope as a
>             liability because that financial instrument embodies an obligation
>             of the issuer. SFAS No. 150 is effective for financial instruments
>             entered into or modified after May 31, 2003 and otherwise is
>             effective at the beginning of the first interim period beginning
>             after September 15, 2003. SFAS No. 150 is to be implemented by
>             reporting the cumulative effect of a change in accounting principle
>             for financial instruments created before the issuance date of SFAS
>             No. 150 and still existing at the beginning of the interim period of
>             adoption.
>             Restatement is not permitted. The adoption of SFAS No. 150 had no
>             effect on the Company's financial statement presentation or
>             disclosures.
>       (iii) In January 2003, the FASB issued Interpretation No. 46
>           "Consolidation of Variable Interest Entities (an Interpretation
>           of ARB No. 51)" ("FIN 46"). FIN 46 requires that the
>           primary beneficiary in a variable interest entity consolidate the
>           entity even if the primary beneficiary does not have a majority voting
>           interest. The consolidation requirements of FIN 46 are required to be
>           implemented for any variable interest entity created on or after
>           January 31, 2003. In addition, FIN 46 requires disclosure of
>           information regarding guarantees or exposures to loss relating to any
>           variable interest entity existing prior to January 31, 2003 in
>           financial statements issued after January 31, 2003. The implementation
>           of the provisions of FIN 46 effective January 31, 2003 had no effect
>           on the Company's financial statement presentation or disclosures.
>       (iv) FAS 151, Inventory Costs. This statement is effective for inventory
>         costs incurred during fiscal years beginning after June 15, 2005.
>         Earlier application is permitted for inventory costs incurred during
>         fiscal years beginning after November 24, 2004. The provisions of this
>         statement should be applied prospectively. There is no impact on the
>         Company's financial statements.(v) FAS 152, Accounting for Real Estate Time-Sharing Transactions. This
>         statement is effective for financial statements for fiscal years
>         beginning after June 15, 2005. Restatement of previously issued
>         financial statements is not permitted. There is no impact on the Company's
>         financial statements.

F9

-11-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

The Nine Months ended September 30, 2005, Year Ended
      December 31, 2004 and the Period from

July 16, 2003 (Inception) to September 30, 2005

(US Dollars)

3. SIGNIFICANT ACCOUNTING POLICIES (Continued)

> (h) Recent accounting pronouncements (Continued)
>         (vi) FAS 153, Exchanges of Non-Monetary Assets. The provisions of this
>         statement are effective for non-monetary asset exchanges occurring in
>         fiscal periods beginning after June 15, 2005. Earlier application is
>         permitted for non-monetary asset exchanges occurring in fiscal periods
>         beginning after December 16, 2004. The provisions of this statement
>         should be applied prospectively. There is no impact on the Company's
>         financial statements.
>             (vii) In 2004, FASB issued a revision of SFAS 123, Accounting for
>             Stock-Based Compensation. This statement supersedes APB Opinion No.
>             25, Accounting for Stock Issued to Employees and its related
>             implementation guidance. This revised pronouncement is effective for
>             years beginning on or after December 15, 2005 and requires that all
>             stock options and warrants be accounted for using the fair value
>             method. This pronouncement presently has no impact on the Company's
>             financial statements as the Company has not issued any stock options
>             to date.



1. Fair value
2. Interest rate risk
3. Credit risk
4. Translation risk

> The Company is exposed to foreign currency fluctuations to the extent
>         expenditures incurred by the Company are not denominated in the
>         functional currency.

F10

-12-

---

NEWPORT GOLD, INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

The Nine Months ended September 30, 2005, Year Ended
  December 31, 2004 and the Period from

July 16, 2003 (Inception) to September 30, 2005

(US Dollars)



5. RESOURCE PROPERTIES

> On June 18, 2003, the Company entered into an option agreement with Steve
>     Baran to acquire nine mineral claims consisting of 47 units, each unit
>     consisting of approximately 500 x 500 meters or 25 hectares (a hectare is
>     approximately 61 acres), title to which is held by an unrecorded warranty
>     deed. The mineral claims are located 25 kilometres northeast of the City of
>     Grand Forks in the Province of British Columbia, Canada and are known as the
>     Burnt Basin mineral claims numbered 393541, 393542, and 393681 to 393687.
>     The Burnt Basin property is owned by John W. Carson and the option agreement
>     is subject to an underlying agreement between Mr. Carson and Mr. Baran dated
>     July 29, 2002.
>     Under the terms of the option agreement, the Company can acquire a 100%
>     undivided interest in the property, subject to two separate net smelter
>     return royalties ("NSR") (totalling 2%), and cash and share
>     payments totalling $12,364 (Cdn $17,000) (paid) and 225,000 shares of common
>     stock (note 7). The Company must also incur exploration expenses totalling
>     $206,000 (Cdn $250,000) over a three-year period.
>     The first NSR consists of a 1% NSR payable to Mr. Carson capped at
>     $206,000 (Cdn $250,000), that will be provided by making annual $8,250 (Cdn
>     $10,000) prepaid NSR payments beginning in September 2003 ($15,433 (Cdn
>     $20,000) paid to December 31, 2004). A further 1% NSR is payable to Mr.
>     Baran. One-half of the 1% NSR to Mr. Baran may be bought out for the sum of
>     $412,000 (Cdn $500,000).
>     To date, we have not performed any work on our property other than some
>     mapping and compilation. We are presently in the pre-exploration state and
>     there is no assurance that a commercially viable mineral deposit exists in
>     our property until further exploration is done and a comprehensive
>     evaluation concludes economic and legal feasibility. We intend to try to
>     develop any mineral deposits we find ourselves, if any, or enter into a
>     joint venture with another mining company with more experience at that stage
>     of operation.

6. RELATED PARTY TRANSACTIONS

> (a) During the period ended September 30, 2005, the Company was
>         charged $4,500 (2004 - $9,000) for investor relations by the son of the
>         president of the Company. As at September 30 2005, the total balance
>         owing was $41,479 (2004 - $42,979). The amount owed is without interest
>         or stated terms of repayment and is unsecured.
>         (b) During the period ended September 30, 2005, the Company was
>         charged $9,000 (2004 - $27,000) for geological consulting fees, office
>         costs of $2,700 (2004 - $3,600), and travel costs of $300 (2004 -
>         $1,400), which were incurred by the Company's president. As at
>         September 30, 2005, the president is owed $98,464, which amount is due
>         to related party transactions. The amount owed is without interest or
>         stated terms of repayment and is unsecured.

F11

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NEWPORT GOLD, INC.

(An Exploration Stage Company)

Notes to Consolidated Financial Statements

The Nine Months ended September 30, 2005, Year Ended
  December 31, 2004 and the Period from

July 16, 2003 (Inception) to September 30, 2005

(US Dollars)

7. CAPITAL STOCK

> As at September 30, 2005, the Company has received $93,150 towards the
>     issuance of 8,150,000 common shares of the Company, which includes founder's
>     shares of 7,150,000 at a deemed price of $0.001 per share and 1,000,000
>     shares to be issued at prices ranging from $0.04 to $0.20 under various
>     private placement agreements entered into during the initial period ended
>     December 31, 2003.
>     The Company also has committed to issue 225,000 shares at $0.10 per share
>     towards the acquisition of the Burnt Basin Property (note 5) as of December
>     31, 2004.
>     The total of these amounts is included in share subscriptions and are a
>     commitment of the Company to issue a total of 8,375,000 shares. The shares
>     have not been issued as of September 30, 2005.

> The components of the deferred income tax assets are as follows:

|                                                            |   | 2005      |   | 2004     
|----------------------------------------------------------- | - | --------- | - | ---------
|                                                            |   |           |   |          
|Unused net loss carryforwards in the US at 35% (2004 - 35%) | $ | 94,036    | $ | 80,858   
|Unused cumulative Canadian exploration and                  |   |           |   |          
|development expenditures at 36% (2004 - 38%)                |   | 23,142    |   | 22,134   
|                                                            |   | 117,178   |   | 102,992  
|Valuation allowance                                         |   | (117,178) |   | (102,992)
|                                                            |   |           |   |          
|Net deferred income tax assets                              | $ | 0         | $ | 0        

> The future benefit of these loss carry-forwards and the resource
>     deductions have not been recorded in these consolidated financial statements
>     as the Company estimates that these losses will not likely be realized.
>   F12
>     -14-

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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
    OPERATION

General

The following discussion and analysis should be read in conjunction with the
financial statements, including the notes thereto, appearing elsewhere in this
document.

The "Plan of Operation" of Newport are incorporated by reference
from the Newport's Form SB-1, as amended, filed with the SEC on June 8, 2005.

Plan of Operations.

Newport is a pre-exploration company incorporated under the laws of the State
of Nevada on July 16, 2003. We have not commenced active business operations.
Newport has obtained an option to acquire nine mineral claims consisting of 47
units (the "Burnt Basin Property"). These mineral claims entitle us to
the minerals located on the Burnt Basin Property subject to the option
agreement. However, since title to the Burnt Basin Property is in the name of
Mr. John Carson, should he choose to transfer title to a third party, Newport
would lose the mineral claims. Newport entered into the option agreement with
Steve Baran July 18, 2003. Mr. Baran is not related to Newport.

Newport intends to explore for gold on the Burnt Basin Property. The property
is located approximately 25 kilometres northeast of the City of Grand Forks,
British Columbia, Canada. There can be no assurance that valuable minerals exist
on the property until proper geological work and analysis is performed. The
property has no proven or probable mineral reserves.

The Burnt Basin mineral claims are without known economic mineralization and
the proposed program is exploratory in nature. Newport must conduct exploration
to determine what amount of minerals, if any, exist on the property and if any
minerals which are found can be economically extracted and profitably processed.
Specifically, Newport intends to explore for gold on the Burnt Basin mineral
claims.

Newport is currently conducting a Prospectus offering as filed with the SEC
in the Form SB-1, as amended, on June 8, 2005, ("Prospectus") to raise
funds for exploration efforts. Newport is offering 3,000,000 shares of common
stock, par value $0.001 for the price of $0.10 per share.

If Newport is successful in selling the 3,000,000 shares of common stock
offered under the Prospectus, management believes Newport will have sufficient
capital to complete the two exploration phases proposed for the Burnt Basin
mineral claims. Newport will assess whether to proceed with Phase II of the
exploration program upon completion of Phase I and an evaluation of the results
of the Phase I program, based on our independent geologist's report .

If Newport's exploration activities are successful we plan to either
further develop the Burnt Basin mineral claims independently or enter into a
joint venture with another mining company with more experience at that stage of
operation. Newport will need a considerable amount of additional capital if
Newport is to proceed to further development of the Burnt Basin mineral claims.

Off-balance sheet arrangements

As of September 30, 2005, Newport has had no off-balance sheet arrangements.

-15-

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Loss Per Period/General and Administrative Expenses

Newport's net loss for the nine months ended September 30, 2005 was $(35,920)
compared to $(62,360) for the nine month period ending September 30, 2004.

Liquidity and Capital Resources Liquidity

As of September 30, 2005 Newport total cash on hand was $1,660, and prepaid
expenses of $435. Newport had $219,403 in liabilities of which $142,436 is owed
due to related parties and $76,967 is owed for Accounts Payable.

Recent Accounting Pronouncements

In April 2003, the FASB issued SFAS No. 149 "Amendment of Statement 133
on Derivative Instruments and Hedging Activities". SFAS No. 149 amends and
clarifies under what circumstances a contract with initial investments meets the
characteristics of a derivative and when a derivative contains a financing
component. SFAS No. 149 is effective for contracts entered into or modified
after December 31, 2003. The adoption of SFAS No. 149 had no effect on the
Company's financial statement presentation or disclosures.

In May 2003, the FASB issued SFAS No. 150 "Accounting for Certain
Financial Instruments with Characteristics of both Liabilities and Equity".
SFAS No. 150 establishes standards for how an issuer classifies and measures in
its statement of cash flows certain financial instruments with characteristics
of both liabilities and equity. SFAS No. 150 requires that an issuer classify a
financial instrument that is within its scope as a liability because that
financial instrument embodies an obligation of the issuer. SFAS No. 150 is
effective for financial instruments entered into or modified after May 31, 2003
and otherwise is effective at the beginning of the first interim period
beginning after September 15, 2003. SFAS No. 150 is to be implemented by
reporting the cumulative effect of a change in accounting principle for
financial instruments created before the issuance date of SFAS No. 150 and still
existing at the beginning of the interim period of adoption.

Restatement is not permitted. The adoption of SFAS No. 150 had no effect on
the Company's financial statement presentation or disclosures.

In January 2003, the FASB issued Interpretation No. 46 "Consolidation of
Variable Interest Entities (an Interpretation of ARB No. 51)" ("FIN
46"). FIN 46 requires that the primary beneficiary in a variable interest
entity consolidate the entity even if the primary beneficiary does not have a
majority voting interest. The consolidation requirements of FIN 46 are required
to be implemented for any variable interest entity created on or after January
31, 2003. In addition, FIN 46 requires disclosure of information regarding
guarantees or exposures to loss relating to any variable interest entity
existing prior to January 31, 2003 in financial statements issued after January
31, 2003. The implementation of the provisions of FIN 46 effective January 31,
2003 had no effect on the Company's financial statement presentation or
disclosures.

FAS 151, Inventory Costs. This statement is effective for inventory costs
incurred during fiscal years beginning after June 15, 2005. Earlier application
is permitted for inventory costs incurred during fiscal years beginning after
November 24, 2004. The provisions of this statement should be applied
prospectively. There is no impact on the Company's financial statements.

FAS 152, Accounting for Real Estate Time-Sharing Transactions. This statement
is effective for financial statements for fiscal years beginning after June 15,
2005. Restatement of previously issued financial statements is not permitted.
There is no impact on the Company's financial statements.

FAS 153, Exchanges of Non-Monetary Assets. The provisions of this statement
are effective for non-monetary asset exchanges occurring in fiscal periods
beginning after June 15, 2005. Earlier application is permitted for non-monetary
asset exchanges occurring in fiscal periods beginning after December 16, 2004.
The provisions of this statement should be applied prospectively. There is no
impact on the Company's financial statements.

In 2004, FASB issued a revision of SFAS 123, Accounting for Stock-Based
Compensation. This statement supersedes APB Opinion No. 25, Accounting for Stock
Issued to Employees and its related implementation guidance. This revised
pronouncement is effective for years beginning on or after December 15, 2005 and
requires that all stock options and warrants be accounted for using the fair
value method. This pronouncement presently has no impact on the Company's
financial statements as the Company has not issued any stock options to date.

-16-

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"Safe Harbor" Statement under the Private Securities Litigation
Reform Act of 1995

This Form 10-QSB report may contain certain "forward-looking"
statements as such term is defined in the Private Securities Litigation Reform
Act of 1995 or by the Securities and Exchange Commission in its rules,
regulations and/or releases, which represent our expectations or beliefs,
including but not limited to, statements concerning our economic performance,
financial condition, growth and marketing strategies, availability of additional
capital, ability to attract suitable personal and future operational plans. For
this purpose, any statements contained herein that are not statements of
historical fact may be deemed to be forward-looking statements. Without limiting
the generality of the foregoing, words such as "may,"
"will," "expect," "believe,"
"anticipate," "intend," "could,"
"estimate," "might," or "continue" or the negative
or other variations thereof or comparable terminology are intended to identify
forward-looking statements. These statements by their nature involve substantial
risks and uncertainties, certain of which are beyond our control, and actual
results may differ materially depending on a variety of important facts,
including but not limited to those risk factors in Newport's Registration
Statement on Form SB-1, as amended, filed with the SEC on June 8, 2005.

ITEM 3: CONTROLS AND
PROCEDURES

Evaluation of Disclosure Controls and Procedures.

Our Chief Executive Officer and Chief Financial Officer have evaluated the
effectiveness of our disclosure controls and procedures (as defined in Rules
13a-14 and 15d-14 of the Securities Exchange Act of 1934, as amended) as of a
date within ninety days of the filing date of this quarterly report on Form
10-QSB. Based upon their evaluation, the Chief Executive Officer and Chief
Financial Officer have concluded that our disclosure controls and procedures are
effective.

Changes in internal controls.

There were no significant changes in Newport's internal controls or in any
factors that could significantly affect internal controls subsequent to the date
of the Chief Executive Officer and the Chief Financial Officer's evaluation.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

To Newport's knowledge, no lawsuits were commenced against
Newport during the nine months ended September 30, 2005, nor did Newport
Commence any lawsuits during the same period. There are no proceedings in which
any of our directors, officers or affiliates, or any registered or beneficial
shareholder, is an adverse party or has a material interest adverse to our
interest.

ITEM 2.
UNREGISTERED
SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Changes in Securities

None.

Recent Sales of Unregistered Securities

None.

Recent Sales of Registered Securities

None.

Use of Proceeds

Not applicable.

ITEM 3.
DEFAULTS UPON SENIOR SECURITIES

Not applicable.

-17-

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ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

Not applicable.

ITEM 5. OTHER INFORMATION

Not applicable.

ITEM 6.
EXHIBITS AND REPORTS ON FORM 8-K

a. Exhibits



|ExhibitNumber | Exhibit Title                                                                                                                                                                       
|------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|31.1          | Certificate of CEO/CFO as Required by Rule 13a-14(a)/15d-14                                                                                                                         
|31.2          | Certificate of CEO/CFO as Required by Rule Rule 13a-14(b) and Rule
      15d-14(b) (17 CFR 240.15d-14(b)) and Section 1350 of Chapter 63 of Title
      18 of the United States Code
|32.1          | Certificate of CEO as Required by Rule Rule 13a-14(b) and Rule
      15d-14(b) (17 CFR 240.15d-14(b)) and Section 1350 of Chapter 63 of Title
      18 of the United States Code    

b. Reports on 8-K

Not applicable.



SIGNATURES

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



Newport Gold, Inc.
    
    Newport Gold, Inc./s/ Derek Bartlett
    
    /s/ John ArnoldDerek Bartlett
      President, Chief Executive Officer, Secretary
      and a member of the Board of Directors
    
    John Arnold
      Treasurer, Acting Chief Financial Officer,
      and Principal Accounting OfficerDate: November 14, 2005
    
    Date: November 14, 2005




-18-