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

                                   FORM 10-Q/A
                                 Amendment No. 1

                 Quarterly Report under Section 13 or 15 (d) of
                         Securities Exchange Act of 1934

                     For the Period ended September 30, 2010

                        Commission File Number 333-127736


                              PLACER DEL MAR, LTD.
                 (Name of small business issuer in its charter)

        Nevada                                                 72-1600437
(State of Incorporation)                                (IRS Employer ID Number)

                           302 Washington Street #351
                            San Diego, CA 92103-4221
                                 (775) 352-3839
          (Address and telephone number of principal executive offices)

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 last 90 days. YES [X] NO [ ]

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). YES [ ] NO [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer, "accelerated filer,"
"non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the
Exchange Act.

Large accelerated filer  [ ]                       Accelerated filer [ ]

Non-accelerated filer  [ ]                         Smaller reporting company [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]

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 1,720,000 shares of common stock, par
value $0.001, as of December 7, 2010
<PAGE>
                                EXPLANATORY NOTE

We are filing this Form 10-Q/A to our Quarterly Report on Form 10-Q for the
quarter ended September 30, 2010 as originally filed with the Securities and
Exchange Commission on November 30, 2010 (the "Form 10-Q"). The sole purpose of
this Form 10-Q/A is to correct and revise the filing to indicate that the
Company is not a shell company as defined in 12b-2 of the Securities Exchange
Act of 1934. Specifically, the cover page was modified, the Management
Discussion and Analysis of Financial Condition and Results of Operations, and
Footnote One of the Financial Statements were modified.

In connection with the filing of this Form 10-Q/A and pursuant to the rules of
the Securities and Exchange Commission, we are including with this Form 10-Q/A
currently dated certifications pursuant to Section 302 of the Sarbanes-Oxley Act
of 2002.

Except as described above, no other changes have been made to the Form 10-Q.
This Form 10-Q/A speaks as of the original filing date of the Form 10-Q, does
not reflect events that may have occurred subsequent to the original filing
date, and does not modify or update in any way disclosures made in the Form
10-Q.

ITEM 1. FINANCIAL STATEMENTS.

The un-audited quarterly financial statements for the period ended September 30,
2010, prepared by the company, immediately follow.

                                       2
<PAGE>
                               PLACER DEL MAR, LTD
                         (An Exploration Stage Company)
                                 Balance Sheets
                             (Stated in US Dollars)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                     As of                As of
                                                                  September 30,          June 30,
                                                                      2010                 2010
                                                                   ----------           ----------
                                                                   (Unaudited)
<S>                                                                <C>                  <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                             $    3,050           $    1,292
                                                                   ----------           ----------
      TOTAL CURRENT ASSETS                                              3,050                1,292
                                                                   ----------           ----------

      TOTAL ASSETS                                                 $    3,050           $    1,292
                                                                   ==========           ==========

                       LIABILITIES & STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                 $      400           $    9,600
  Loan from shareholder                                                79,300               59,300
                                                                   ----------           ----------
      TOTAL CURRENT LIABILITIES                                        79,700               68,900
                                                                   ----------           ----------
      TOTAL LIABILITIES                                                79,700               68,900

STOCKHOLDERS' EQUITY
  Common stock, ($0.001 par value, 50,000,000 shares
   authorized; 1,720,000 shares issued and outstanding
   as of June 30, 2010 and June 30, 2009                                1,720                1,720
  Additional paid-in capital                                           42,480               42,480
  Deficit accumulated during exploration stage                       (120,850)            (111,808)
                                                                   ----------           ----------

      TOTAL STOCKHOLDERS' EQUITY                                      (76,650)             (67,608)
                                                                   ----------           ----------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                     $    3,050           $    1,292
                                                                   ==========           ==========
</TABLE>

                       See Notes to Financial Statements

                                       3
<PAGE>
                               PLACER DEL MAR, LTD
                         (An Exploration Stage Company)
                      Statements of Operations (Unaudited)
                             (Stated in US Dollars)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                                                May 13, 2005
                                          Three Months       Three Months        (Inception )
                                             Ended            Year Ended           Through
                                          September 30,      September 30,      September 30,
                                              2010               2009               2010
                                           ----------         ----------         ----------
<S>                                        <C>                <C>                <C>
REVENUES
  Revenues                                 $       --         $       --         $       --
                                           ----------         ----------         ----------
TOTAL REVENUES                                     --                 --

OPERATING COSTS
  Exploration expenses                             --                 --             23,474
  Administrative expenses                       9,042                 24             97,376
                                           ----------         ----------         ----------
TOTAL OPERATING COSTS                           9,042                 24            120,850
                                           ----------         ----------         ----------

NET INCOME (LOSS)                          $   (9,042)        $      (24)        $ (120,850)
                                           ==========         ==========         ==========

BASIC EARNINGS PER SHARE                   $    (0.01)        $    (0.00)
                                           ==========         ==========
WEIGHTED AVERAGE NUMBER OF COMMON
 SHARES OUTSTANDING                         1,720,000          1,720,000
                                           ==========         ==========
</TABLE>

                       See Notes to Financial Statements

                                       4
<PAGE>
                               PLACER DEL MAR, LTD
                         (An Exploration Stage Company)
                  Statements of Changes in Stockholders' Equity
            From May 13, 2005 (Inception) through September 30, 2010
                             (Stated in US Dollars)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                              Deficit
                                                                                            Accumulated
                                                               Common         Additional      During
                                                Common          Stock          Paid-in      Exploration
                                                Stock           Amount         Capital         Stage            Total
                                                -----           ------         -------         -----            -----
<S>                                           <C>             <C>             <C>            <C>             <C>
BALANCE, MAY 13, 2005                                 --      $       --      $       --     $       --      $       --

Stock issued for cash on May 20, 2005
 @ $0.01 per share                             1,000,000           1,000           9,000                         10,000

Stock issued for cash on June 14, 2005
 @ $0.01 per share                               420,000             420           3,780                          4,200

Stock issued for cash on June 30, 2005
 @ $0.10 per share                               200,000             200          19,800                         20,000

Net loss,  June 30, 2005                                                                         (3,500)         (3,500)
                                              ----------      ----------      ----------     ----------      ----------
BALANCE, JUNE 30, 2005                         1,620,000           1,620          32,580         (3,500)         30,700
                                              ----------      ----------      ----------     ----------      ----------
Stock issued for services on May 22, 2006
 @ $0.10 per share                               100,000             100           9,900                         10,000

Net loss,  June 30, 2006                                                                        (25,885)        (25,885)
                                              ----------      ----------      ----------     ----------      ----------
BALANCE, JUNE 30, 2006                         1,720,000           1,720          42,480        (29,385)         14,815
                                              ----------      ----------      ----------     ----------      ----------

Net loss,  June 30, 2007                                                                        (29,105)        (29,105)
                                              ----------      ----------      ----------     ----------      ----------
BALANCE, JUNE 30, 2007                         1,720,000           1,720          42,480        (58,490)        (14,290)
                                              ----------      ----------      ----------     ----------      ----------

Net Loss June 30, 2008                                                                          (18,023)        (18,023)
                                              ----------      ----------      ----------     ----------      ----------
BALANCE, JUNE 30, 2008                         1,720,000           1,720          42,480        (76,513)        (32,313)
                                              ----------      ----------      ----------     ----------      ----------

Net Loss June 30, 2009                                                                          (24,649)        (24,649)
                                              ----------      ----------      ----------     ----------      ----------
BALANCE JUNE 30, 2009                          1,720,000           1,720          42,480       (101,162)        (56,962)
                                              ----------      ----------      ----------     ----------      ----------

Net Loss June 30, 2010                                                                          (10,646)        (10,646)
                                              ----------      ----------      ----------     ----------      ----------
BALANCE JUNE 30, 2010                          1,720,000           1,720          42,480       (111,808)        (67,608)
                                              ----------      ----------      ----------     ----------      ----------

Net Loss September 30, 2010                                                                       (9042)         (9,042)
                                              ----------      ----------      ----------     ----------      ----------

BALANCE SEPTEMBER 30, 2010 (UNAUDITED)         1,720,000      $    1,720      $   42,480     $ (120,850)     $  (76,650)
                                              ==========      ==========      ==========     ==========      ==========
</TABLE>

                        See Notes to Financial Statements

                                       5
<PAGE>
                               PLACER DEL MAR, LTD
                         (An Exploration Stage Company)
                       Statements of Cash Flow (Unaudited)
                             (Stated in US Dollars)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                          May 13,2005
                                                                    Three Months       Three months        Inception
                                                                       Ended              Ended             Through
                                                                    September 30,      September 30,      September 30,
                                                                        2010               2009               2010
                                                                     -----------        -----------        -----------
<S>                                                                  <C>                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                  $    (9,042)       $       (24)       $  (120,850)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:
     Stock issued for services                                                --                 --             10,000
  Changes in operating assets and liabilities:
     Accounts payable and accrued expenses                                (9,200)                --                400
                                                                     -----------        -----------        -----------

           NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES           (18,242)               (24)          (110,450)

CASH FLOWS FROM INVESTING ACTIVITIES

           NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES                --                 --                 --

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from loan from shareholder                                     20,000                200             79,300
  Issuance of common stock                                                    --                 --              1,620
  Additional paid-in capital                                                  --                 --             32,580
                                                                     -----------        -----------        -----------

           NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES            20,000                200            113,500
                                                                     -----------        -----------        -----------

NET INCREASE (DECREASE) IN CASH                                            1,758                176              3,050

CASH AT BEGINNING OF PERIOD                                                1,292                 38                 --
                                                                     -----------        -----------        -----------

CASH AT END OF PERIOD                                                $     3,050        $       214        $     3,050
                                                                     ===========        ===========        ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                           $       --         $        --        $        --
                                                                     ==========         ===========        ===========

  Income Taxes                                                       $       --         $        --        $        --
                                                                     ==========         ===========        ===========
</TABLE>

                       See Notes to Financial Statements

                                       6
<PAGE>
                              PLACER DEL MAR, LTD.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                               September 30, 2010
                            (Stated in U.S. Dollars)
--------------------------------------------------------------------------------

NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Placer Del Mar, Ltd. (the "Company") was  incorporated in the State of Nevada on
May 13, 2005, and its year-end is June 30. The Company is "An Exploration  Stage
Company" as defined by Financial  Accounting Standards Board ("FASB") Accounting
Standards  Codification  ("ASC") 918,  DEVELOPMENT  STAGE ENTITIES.  The Company
obtained a mineral  rights  option  agreement  on June 3, 2005.  The Company has
ongoing exploration activities on the property and is considered to be a Smaller
Reporting Company for U.S.  Securities and Exchange  Commission filing purposes.
Management  believes that based upon the definition of a Shell Company set forth
in Footnote 172 to Amended Rule 144, The Company is not a Shell Company  because
they have a limited operating  history,  were a start- up company,  and as such,
does not have "no or nominal operations.  Specifically,  the Company's inception
date was May, 13th 2005.  The Company began  operations in September of 2006 and
has had  ongoing  operations  and has spent  $120,850 to date on  operations  to
confirm viable minerals within the claim.  These funds have been expensed due to
PCAOB and GAAP rules.  The Company  will  continue  to  dedicate  funds  through
ongoing trenching seeking to identify and exploit any minerals within the mining
claim  asset.  Further the Company  paid an upfront fee of $2,000 for the Placer
Del Mar  claim,  and  retain  99% of the net  smelter  returns  from any  viable
minerals  within the claim.  It is subject to a net smelter  return of 1% to Mr.
Almarez.

The Company is engaged in the  exploration of mineral  properties with a view to
exploit any mineral deposits they discover that demonstrate  economic viability.
Further exploration will be required before the Company is able to determine the
economic viability of the property.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The Company's  financial  statements  are prepared  using the accrual  method of
accounting.

BASIC EARNINGS (LOSS) PER SHARE

The Company  computes net income  (loss) per share in  accordance  with ASC 260,
EARNINGS  PER  SHARE.  ASC  260  specifies  the  computation,  presentation  and
disclosure requirements for earnings (loss) per share for entities with publicly
held common stock.  The Company has adopted the  provisions of ASC 260 effective
May 13, 2005 (inception).

Basic net  earnings  (loss) per share  amounts are  computed by dividing the net
earnings  (loss) by the weighted  average  number of common shares  outstanding.
Diluted  earnings  (loss)  per share are the same as basic  earnings  (loss) per
share due to the lack of dilutive items in the Company.

CASH EQUIVALENTS

The Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

                                       7
<PAGE>
                              PLACER DEL MAR, LTD.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                               September 30, 2010
                            (Stated in U.S. Dollars)
--------------------------------------------------------------------------------

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

MINERAL PROPERTY COSTS

The Company continues to conduct exploration and trenching activities that began
on September  27, 2006 and has not yet  realized  any revenues  from its ongoing
operations.  All  exploration  expenditures  are expensed as incurred.  Costs of
acquisition and option costs of mineral rights are capitalized upon acquisition.
Mine  development  costs  incurred  to develop new ore  deposits,  to expand the
capacity of mines, or to develop mine areas  substantially in advance of current
production are also capitalized once proven and probable  reserves exist and the
property is a commercially mineable

property. Costs incurred to maintain current production or to maintain assets on
a standby basis are charged to operations. If the Company does not continue with
exploration  after the completion of the feasibility  study,  the mineral rights
will be expensed at that time. Costs of abandoned projects are charged to mining
costs  including  related  property and equipment  costs.  To determine if these
costs are in excess of their recoverable amount periodic  evaluation of carrying
value of  capitalized  costs and any related  property and  equipment  costs are
based  upon  expected  future  cash  flows  and/or  estimated  salvage  value in
accordance with Accounting Standards Codification (ASC) 360-10-35-15, Impairment
or Disposal of Long-Lived Assets.

USE OF ESTIMATES AND ASSUMPTIONS

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect  the  reported  amounts  of assets  and  liabilities  and  disclosure  of
contingent  assets and  liabilities at the date of the financial  statements and
the  reported  amounts of revenues  and expenses  during the  reporting  period.
Actual results could differ from those estimates. In accordance with FASB 16 all
adjustments are normal and recurring.

INCOME TAXES

INCOME taxes are provided in accordance  with ASC 740,  INCOME TAXES. A deferred
tax  asset or  liability  is  recorded  for all  temporary  differences  between
financial and tax reporting and net operating loss carry forwards.  Deferred tax
expense  (benefit)  results from the net change  during the year of deferred tax
assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion or all of the deferred
tax  assets  will not be  realized.  Deferred  tax assets  and  liabilities  are
adjusted  for the  effects  of  changes  in tax  laws  and  rates on the date of
enactment.

RECENT ACCOUNTING PRONOUNCEMENTS

In March 2010, the FASB issued Accounting  Standards Update ("ASU") No. 2010-11,
which is included in the  Codification  under ASC 815. This update clarifies the
type of  embedded  credit  derivative  that is exempt from  embedded  derivative
bifurcation requirements.  Only an embedded credit derivative that is related to
the  subordination  of one  financial  instrument  to another  qualifies for the

                                       8
<PAGE>
                              PLACER DEL MAR, LTD.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                               September 30, 2010
                            (Stated in U.S. Dollars)
--------------------------------------------------------------------------------

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

exemption.  This guidance became effective for the Company's  interim and annual
reporting  periods  beginning January 1, 2010. The adoption of this guidance did
not have a material impact on the Company's financial statements.

In  February  2010,  the FASB issued ASU No.  2010-09,  which is included in the
Codification  under ASC 855,  SUBSEQUENT EVENTS ("ASC 855"). This update removes
the requirement  for an SEC filer to disclose the date through which  subsequent
events have been evaluated and became effective for interim and annual reporting
periods  beginning January 1, 2010. The adoption of this guidance did not have a
material impact on the Company's financial statements.

In January  2010,  the FASB  issued ASU No.  2010-06,  which is  included in the
Codification under ASC 820, FAIR VALUE MEASUREMENTS AND DISCLOSURES ("ASC 820").
This update  requires the disclosure of transfers  between the observable  input
categories  and  activity  in the  unobservable  input  category  for fair value
measurements.  The  guidance  also  requires  disclosures  about the  inputs and
valuation techniques used to measure fair value and became effective for interim
and annual  reporting  periods  beginning  January 1, 2010. The adoption of this
guidance did not have a material impact on the Company's financial statements.

FASB  Accounting  Standards  Codification  --  Effective  for interim and annual
periods  ending after  September 15, 2009,  the FASB has defined a new hierarchy
for U.S. GAAP and established the FASB Accounting  Standards  Codification (ASC)
as the sole source for authoritative  guidance to be applied by  nongovernmental
entities. The adoption of the ASC changes the manner in which U.S. GAAP guidance
is  referenced,  but it does not have any impact on our  financial  position  or
results of operations

In August 2009, the FASB issued ASU No. 2009-05,  "Measuring Liabilities at Fair
Value," or ASU  2009-05,  which  amends ASC 820 to  provide  clarification  of a
circumstances  in which a quoted  price in an  active  market  for an  identical
liability is not available. A reporting entity is required to measure fair value
using one or more of the following methods:  1) a valuation  technique that uses
a) the quoted  price of the  identical  liability  when traded as an asset or b)
quoted prices for similar  liabilities  (or similar  liabilities  when traded as
assets) and/or 2) a valuation  technique that is consistent  with the principles
of ASC 820. ASU 2009-05 also clarifies that when  estimating the fair value of a
liability,  a  reporting  entity is not  required  to adjust to  include  inputs
relating  to the  existence  of transfer  restrictions  on that  liability.  The
adoption  of this  ASU did not  have an  impact  on the  Company's  consolidated
financial statements.

In May 2009,  the FASB  issued  ASC No.  855  "Subsequent  Events".  ASC No. 855
establishes  general  standards of accounting  for and disclosure of events that
occur after the balance sheet date but before financial statements are issued or
are  available  to be issued.  ASC No.  855 sets forth (1) The period  after the
balance sheet date during which management of a reporting entity should evaluate
events or transactions that may occur for potential recognition or disclosure in
the financial  statements,  (2) The  circumstances  under which an entity should
recognize  events or transactions  occurring after the balance sheet date in its
financial  statements and (3) The  disclosures  that an entity should make about
events or  transactions  that occurred after the balance sheet date. ASC No. 855
was  effective  for interim or annual  financial  periods  ending after June 15,
2009.  The Company has evaluated  subsequent  events through June 30, 2010 which
represents the date on which the financial statements were issued.

                                       9
<PAGE>
                              PLACER DEL MAR, LTD.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                               September 30, 2010
                            (Stated in U.S. Dollars)
--------------------------------------------------------------------------------

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

In April 2009, the FASB issued  additional  disclosure  requirements  related to
fair values,  which are  included in ASC 820,  "Interim  Disclosures  about Fair
Value of Financial  Instruments." The provisions require  disclosures about fair
value of financial  instruments for interim reporting periods of publicly traded
companies  as  well  as  in  the  annual  financial  statements.   The  required
disclosures were effective for interim  reporting  periods ending after June 15,
2009.  The  adoption  of the  provision  did not have a  material  impact on the
Company's  statements  of financial  position,  results of  operations  and cash
flows.

The Company has implemented all new accounting pronouncements that are in effect
and that may impact its financial statements and does not believe that there are
any other new accounting  pronouncements that have been issued that might have a
material impact on its financial position or results of operations.

NOTE 3. GOING CONCERN

The  accompanying  financial  statements  have been  prepared  assuming that the
Company will continue as a going  concern.  The Company  generated a net loss of
$120,850 during the period from May 13, 2005  (inception) to September 30, 2010.
This condition raises  substantial doubt about the Company's ability to continue
as a going concern.  The Company will require additional funding for exploration
beyond  Phase 1, this  additional  funding may be raised  through debt or equity
offerings.  Management  has yet to decide what type of offering the Company will
use or how much capital the Company will attempt to raise. There is no guarantee
that  the  Company  will  be able to  raise  any  capital  through  any  type of
offerings.

NOTE 4. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common.

NOTE 5. RELATED PARTY TRANSACTION

The Company neither owns nor leases any real or personal  property.  The company
has obtained a mineral  rights option  agreement.  The  officer/director  of the
Company is retired.  It is possible he could become  involved in other  business
activities as they become  available.  This could create a conflict  between the
Company and his other  business  interests.  The Company  has not  formulated  a
policy for the resolution of such a conflict should one arise.

Loan from  shareholder  represents a loan from a related party.  As of September
30,  2010 the loan  balance is  $79,300.  Per the terms of the loan,  Mr.  Bravo
agrees to provide  funding to Placer Del Mar,  Ltd. in the amount  necessary  to
continue the current Phase One of the company's business plan. These funds shall
continue through Phase One for a period of twenty-four  months,  beginning April
2010,  or until such time as the  company's  geologist  determines  that further
geological  exploration is not warranted.  The loan is in an amount up to $6,000
per month to allow the company to continue its exploration process and pay other
operating and filing expenses. All funds provided to Placer Del Mar by Mr. Bravo
are  unsecured  and he has agreed to forego any  penalties  or  interest  should
Placer Del Mar be unable to repay any funds provided to the Company.

                                       10
<PAGE>
                              PLACER DEL MAR, LTD.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                               September 30, 2010
                            (Stated in U.S. Dollars)
--------------------------------------------------------------------------------

NOTE 6. INCOME TAXES

                                                        As of September 30, 2010
                                                        ------------------------
     Deferred tax assets:
       Net operating tax carryforward                           $ 120,850
       Tax rate                                                        34%
                                                                ---------
     Gross deferred tax assets                                     41,089
     Valuation allowance                                          (41,089)
                                                                ---------

     Net deferred tax assets                                    $       0
                                                                =========

Realization of deferred tax assets is dependent upon  sufficient  future taxable
income during the period that deductible temporary differences and carryforwards
are expected to be available to reduce  taxable  income.  As the  achievement of
required  future taxable income is uncertain,  the Company  recorded a valuation
allowance.

NOTE 7. NET OPERATING LOSSES

As of September 30, 2010, the Company has a net operating loss  carryforward  of
$120,850. Net operating loss carryforward expires twenty years from the date the
loss was incurred.

NOTE 8. MINERAL PROPERTY

Pursuant to a mineral  property option agreement dated June 3, 2005, the Company
was granted an option to acquire the sole and  exclusive  right,  privilege  and
option  to  explore  the  claim  together  with the sole  and  exclusive  right,
privilege  and option to purchase  the mineral  rights under  certain  terms and
conditions.

A) CASH PAYMENTS

Cash payment of $2,000 upon execution of the agreement.

B) PROPERTY PAYMENTS AND ASSESSMENT WORK

Pay, or cause to paid,  to grantor,  or on  grantor's  behalf as the Company may
determine,  all  property  payments  and  assessment  work  required to keep the
Concessions and this Option in good standing during the term of this agreement.

                                       11
<PAGE>
                              PLACER DEL MAR, LTD.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                               September 30, 2010
                            (Stated in U.S. Dollars)
--------------------------------------------------------------------------------

NOTE 9. STOCK TRANSACTIONS

On May 20, 2005 the Company issued  1,000,000 shares of common stock for cash at
$0.01 per share.

On June 14, 2005 the Company  issued  420,000 shares of common stock for cash at
$0.01 per share

On June 30, 2005 the Company  issued  200,000 shares of common stock for cash at
$0.10 per share.

On May 22, 2006 the Company  issued  100,000 shares of common stock for services
at $0.10 per share.

As of June 30, 2010 the Company had 1,720,000  shares of common stock issued and
outstanding.

NOTE 10. STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of September 30, 2010:

     *    Common  stock,  $  0.001  par  value:  50,000,000  shares  authorized;
          1,720,000 shares issued and outstanding.

NOTE 11. SUBSEQUENT EVENTS

The Company  evaluated all events or transactions  that occurred after September
30, 2010 up through date the Company issued these financial  statements.  During
this  period,  the Company  did not have any  material  recognizable  subsequent
events.

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<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS.

FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains forward-looking statements. Any
statements contained herein that are not statements of historical fact may be
deemed to be forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act. The words "believes," "anticipates," "plans," "seeks,"
"expects," "intends" and similar expressions identify some of the
forward-looking statements. Forward-looking statements are not guarantees of
performance or future results and involve risks, uncertainties and assumptions.
The factors discussed elsewhere in this Form 10-Q could also cause actual
results to differ materially from those indicated by the Company's
forward-looking statements. Placer Del Mar, Ltd. undertakes no obligation to
publicly update or revise any forward-looking statements.

OVERVIEW OF OUR BUSINESS

Placer Del Mar, Ltd. was incorporated in Nevada on May 13, 2005 for the purpose
of mining and mineral exploration. Placer Del Mar, Ltd. has a mineral rights
revenue sharing agreement with Jorge Alberto Almarez of 157 Calle Federico,
Rosarito B.C. Mexico. Our revenue sharing agreement grants us the right to free
access and exploration of the property together with the right to file a mining
claim on the property located 15 miles southeast of Playas del Rosarito, Baja
California, Mexico. The Placer Del Mar mining claim was filed on April 24, 2006
with the Mexican government. From the dates of June, 6th 2005 through April,
24th 2006, Placer Del Mar owned an option which granted Placer the right to
exercise a mining claim on the Almarez property. On April 24th 2006 Placer Del
Mar exercised its option according to the terms of the option agreement. The
terms of the option agreement were: $2,000 was paid to Mr. Almarez for the
option, and Placer was to pay Almarez 10% net smelter returns royalty for any
mineralization found on the property. On April 24th, 2006 Placer Del Mar entered
into a new agreement with Almarez, which granted full ownership of the mineral
rights located on the Almarez property to Placer Del Mar subject to a 1 % net
smelter returns royalty reserved in favor of Mr. Almarez for any and all
minerals extracted by Placer from the property. Almarez continues to own the
land. Placer Del Mar owns any possible mineralization on the land or beneath the
surface subject to the royalty for Almarez. The principal executive offices of
Placer Del Mar, Ltd. is located at 302 Washington Street #351, San Diego, CA
92103. The telephone number is (775) 352-3839.

The Company continues to conduct exploration and trenching activities that began
on September 27, 2006 and has not yet realized any revenues from its ongoing
operations. Further exploration will be required before the Company is able to
determine the economic viability of the property.

Since inception through June 30, 2010 we received funding of $34,200 through the
sale of common stock. Mr. Bravo, an officer and director, purchased 1,000,000
shares of our common stock at $0.01 per share for cash of $10,000 and he
received 100,000 shares of the company's common stock valued at $10,000 ($0.10
per share) in exchange for filing a mineral claim on the company's behalf. We
offered and sold 420,000 common stock shares at $0.01 per share for cash of
$4,200 to 42 non-affiliated private investors. We offered and sold 200,000
common stock shares at $0.10 per share for cash of $20,000 to 4 non-affiliated
private investors.

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<PAGE>
Our independent auditors have issued an audit opinion for Placer Del Mar which
includes a statement expressing substantial doubt as to our ability to continue
as a going concern.

On July 20, 2007 our Registration Statement on Form SB-2 was declared effective.
On October 3, 2008 FINRA cleared Placer Del Mar for an unpriced quotation on the
OTC Bulletin Board under the symbol PDMT. On May 20, 2009 the company filed Form
15, Notice of Suspension of Duty to File Reports. On September 15, 2010 the
company filed a Form 10 Registration Statement with SEC to reinstate company.

DESCRIPTION OF BUSINESS

The Company continues to conduct exploration and trenching activities that began
on September 27, 2006. Prior to beginning Phase One of our exploration program,
we retained 3 GEO Geological Services, a professional geological firm, to
complete an initial review of the claim and to provide us with a geological
report respecting the claim that included exploration recommendations. Our
president filed a mineral claim with the Mexican government on April 24, 2006 on
behalf of the company.

From May 2009 through March 2010 Mr. Bravo was unable to provide funds to the
Company while he handled his personal financial affairs. Without his funding, or
other sources of cash, we did not have sufficient funds to continue operations
due to Mr. Bravo's inability to continue to loan the Company funds at that time
and determined it was in the best interests to put our exploration program, that
we began in September 2006, on hold. In April 2010 we reactivated our program
and resumed trenching activities due to Mr. Bravo's improved personal financial
condition and his ability to again provide us with funding. Phase One will
require approximately another twenty four months to complete. Once Phase One is
completed, the company's geologist has verbally assured us his firm will be
ready to conduct geological and geophysical studies that will be conducted on
the claim at an estimated cost of $1,890 per month for a total cost of $17,000.
A senior geologist will conduct the studies at a cost of $450 per month for a
total cost of $4,000. The cost for assays is $450 per month for a total cost of
$4,000. The total estimated costs of $100,000 for Phase One includes $2,000 for
a geological study and $70,000 to $80,000 for ongoing trenching. Through
September 30, 2010 we have spent $23,474 on Phase One exploration activities,
$3,920 spent in the year ended June 30, 2006, $8,054 spent in the year ended
June 30, 2007, $2,500 spent in the year ended June 30, 2008 and $9,000 spent in
the year ended June 30, 2010. We believe our current cash balance of $3,050,
plus loans from Mr. Bravo, one of our directors, will be sufficient to fund
completion of Phase One. Mr. Bravo has provided us with a written agreement to
loan the company sufficient funds to continue the company's business plan, Phase
One exploration costs, offering costs, filing fees, and correspondence with our
shareholders in an amount of up to $6,000 per month for twenty-four months (a
total of $144,000), beginning in April 2010. Mr. Bravo has assured us in writing
he has sufficient financial resources to provide the company with the required
capital to complete Phase One.

Mr. Bravo loaned the company $13,000 during the quarter ended September 30, 2010
and will continue to loan the company funds on a month by month basis as needed.
The total amount owed Mr. Bravo at September 30, 2010 is $79,300. Per the terms
of the loan, Mr. Bravo agrees to provide funding to Placer Del Mar, Ltd. in the
amount necessary to continue the current Phase One of the company's business
plan. These funds shall continue through Phase One for a period of twenty-four
months, beginning April 2010, or until such time as the company's geologist

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<PAGE>
determines that further geological exploration is not warranted. The loan is in
an amount up to $6,000 per month to allow the company to continue its
exploration process and pay other operating and filing expenses. All funds
provided to Placer Del Mar by Mr. Bravo are unsecured and he has agreed to
forego any penalties or interest should Placer Del Mar be unable to repay any
funds provided to the Company.

If economically viable minerals are discovered in Phase One, we intend to
initiate Phase Two of our plan during the second quarter of 2012. Initial costs
for our Phase Two plan are as follows; mechanical trenching $12,500 per month
for four months for a total cost of $50,000, drilling costs of $12,500 per month
for a total cost of $50,000, fuel costs of $2,500 totaling $10,000, waste
removal costs of $1,000 per month totaling $4,000, labor costs of $5,000 per
month for four months totaling $20,000, and a onetime cost of $25,000 for mining
permits. We have not yet applied for mining permits. We intend to apply for
mining permits upon discovery of economically viable minerals. The estimated
time to complete the application process and obtain permits for mining is thirty
days. Total cost for Phase Two of our program is $159,000. We will require
additional funding in order to proceed with the excavation of any minerals and
any subsequent recommended work on the claim. As of this date we have not
identified a source for this additional funding. If we are not successful in the
discovery of minerals our operations will cease and investors will likely lose
their money.

RECENT RULE CHANGES EFFECTING FORM S-8, FORM 8-K AND RULE 144 OF THE SECURITIES
ACT OF 1933.

On June 29, 2005, the Securities and Exchange Commission adopted final rules
amending Form S-8 and the Form 8-K . The amendments expanded the definition of a
shell company ("Shell Company") to be broader than a company with no or nominal
operations/assets or assets consisting of cash and cash equivalents, the
amendments prohibit the use of a Form S-8 (a form used by a corporation to
register securities issued to an employee, director, officer, consultant or
advisor, under certain circumstances), and revised the requirements for Form 8-K
so that a Shell Company became required to include current Form 10 Information,
including audited financial statements, in the filing on Form 8-K reporting the
acquisition of the business opportunity. The rules are designed to assure that
investors in Shell companies that acquire operations or assets have access on a
timely basis to the same kind of information as is available to investors in
public companies with continuing operations.

 On February 15, 2008, the Securities and Exchange Commission adopted final
rules amending Rule 144 (and Rule 145). The amendments imposed certain
restrictions on securities issued by a Company that was ever a Shell Company.
Footnote 172 to Amended Rule 144 exempted certain Issuers from the definition of
a Shell Company:

"Rule 144(i) does not prohibit the resale of securities under Rule 144 that were
not initially issued by a reporting or a non-reporting Shell Company or an
issuer that has been at any time previously such a company, even when the issuer
is a reporting or non-reporting Shell Company at the time of sale. Contrary to
commenter's' concerns, Rule 144(i)(1)(i) is not intended to capture a "startup
company," or, in other words, a company with a limited operating history, in the
definition of a reporting or non-reporting Shell Company, as we believe that
such a company does not meet the condition of having "no or nominal operations."

                                       15
<PAGE>
We believe that based upon the definition of a Shell Company set forth in
Footnote 172, we are not a Shell Company because we have a limited operating
history, were a start- up company, and as such, we do not have "no or nominal
operations. Specifically, our inception date was May, 13th 2005. We began
operations in September of 2006. We have had ongoing operations and have spent
$120,850 to date on our operations to confirm viable minerals within the claim.
These funds have been expensed due to PCAOB and GAAP rules. We will continue to
dedicate funds through ongoing trenching seeking to identify and exploit any
minerals within our mining claim asset. Further we paid an upfront fee of $2,000
for the Placer Del Mar claim, and retain 99% of the net smelter returns from any
viable minerals within the claim. It is subject to a net smelter return of 1% to
Mr. Almarez.

LIQUIDITY AND CAPITAL RESOURCES

Our cash in the bank at September 30, 2010 was $3,050. There was no cash
provided by financing activities for the period ended June 30, 2010. Cash
provided by financing since inception was $10,000 from the sale of shares to our
officer and $24,200 resulting from the sale of our common stock to 46
independent investors.

We believe our existing cash balance plus loans from Mr. Bravo, one of our
directors, will be sufficient to fund our operations for the next twelve months
during our exploration stage. Through September 30, 2010 we have spent $23,474
on Phase One exploration activities. In addition to our existing cash, Mr. Bravo
has provided us with a written agreement to loan the company sufficient funds to
continue the company's business plan Phase One exploration costs, offering
costs, filing fees, and correspondence with our shareholders in an amount of up
to $6,000 per month for the next twenty-four months (a total of $144,000),
beginning in April 2010. From April 2010 to September 30, 2010 Mr. Bravo loaned
the company $21,300, leaving $122,700 available to the Company until March 2012.
The cumulative total amount of the loan at September 30, 2010 was $79,300. No
amount of funds, loaned to the Company by Mr. Bravo, has been repaid as of the
date of this filing.

In the event he does not provide such funding business will likely fail, cease
operations, and investors will likely lose their money.

RESULTS OF OPERATIONS

The Company continues to conduct exploration and trenching activities that began
on September 27, 2006. We have generated no revenues and have incurred $120,850
in expenses from ongoing operations since inception through September 30, 2010.

The following table provides selected financial data about our company for the
period ended September 30, 2010.

                    Balance Sheet Data:           9/30/2010
                    -------------------           ---------

                    Cash                          $  3,050
                    Total assets                  $  3,050
                    Total liabilities             $ 79,700
                    Shareholders' equity          $(76,650)

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<PAGE>
During the period ended September 30, 2010 we incurred $9,042 in general and
administrative expenses. For the period ended September 30, 2009 we incurred $24
in general and administrative expenses.

Our auditors have expressed the opinion that in our current state, there is
substantial doubt about our ability to continue as a going concern.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.

ITEM 4T. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is accumulated and communicated to our management, including our
principal executive and financial officer, recorded, processed, summarized and
reported within the time periods specified in SEC rules and forms relating to
our company, particularly during the period when this report was being prepared.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting that
occurred during the last fiscal quarter ended September 30, 2010 that have
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

We are not currently involved in any legal proceedings and we are not aware of
any pending or potential legal actions.

                                       17
<PAGE>
ITEM 1A. RISK FACTORS.

There have been no material changes to the risk factors previously discussed in
Item 1A of the Company's Form 10, as amended, which included the audited
financial statements for the year ended June 30, 2010.

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

There were no sales of unregistered securities during the period covered by this
report.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

There were no defaults upon senior securities during the period covered by this
report.

ITEM 4. [REMOVED AND RESERVED].

ITEM 5. OTHER INFORMATION.

There was no information required to be disclosed on Form 8-K during the period
covered by this report.

ITEM 6. EXHIBITS.

The following exhibits are included with this quarterly filing. Those marked
with an asterisk and required to be filed hereunder, are incorporated by
reference and can be found in their entirety in our Form 10 Registration
Statement, filed under SEC File Number 333-127736, at the SEC website at
www.sec.gov:

Exhibit No.                               Description
-----------                               -----------

   3.1         Articles of Incorporation*
   3.2         Bylaws*
  31           Sec. 302 Certification of Principal Executive & Financial Officer
  32           Sec. 906 Certification of Principal Executive & Financial Officer

                                       18
<PAGE>
                                   SIGNATURES

In accordance with the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe it meets all of
the requirements for filing Form 10-Q/A and authorized this report to be signed
on its behalf by the undersigned, in the city of San Diego, state of California,
on December 7, 2010.

                                       Placer del Mar, Ltd.


                                           /s/ Humberto Bravo
                                           -------------------------------------
                                       By: Humberto Bravo
                                           (Principal Executive Officer)

In accordance with the requirements of the Securities Act of 1933, this Form
10/Q/A was signed by the following person in the capacities and date stated.


/s/ Humberto Bravo                                             December 7, 2010
---------------------------------------                        ----------------
Humberto Bravo, President & Director                                 Date
(Principal Executive Officer, Principal
Financial Officer,
Principal Accounting Officer)


/s/ Mario Laguna                                               December 7, 2010
---------------------------------------                        ----------------
Mario Laguna, Director                                               Date



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