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

Form 10-QSB



|ý | Quarterly report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended August 31, 2006                      
|- | ---------------------------------------------------------------------------------------------------------------------------------------------------------
|q | Transition report pursuant section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ________________ to ________________
|  | Commission file number 000-50907                                                                                                                         

DOUGLAS LAKE MINERALS INC.
(Exact name of small business issuer as specified in its charter)



|Nevada 
(State of Incorporation)                                                                                                                                                                             | 98-0430222
(I.R.S. Employer Identification No.)
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------ | -----------------------------------------------
|Suite 808, 27 Alexander Street, Vancouver, British Columbia  V6A 1B2
Telephone No.: (604) 230-4930(Address and telephone number of Registrant's principal
executive offices and principal place of business)
|n/a(Former address, 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 ý
    No q

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

As of November 3, 2006, the Company had 21,380,732 outstanding shares of common stock.

Transitional Small Business Disclosure Format (Check one):  Yes q
   No ý





1

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PART I - FINANCIAL INFORMATION

Douglas Lake Minerals, Inc.
(An Exploration Stage Company)

August 31, 2006





|                                  | Index
|--------------------------------- | -----
|Balance Sheets                    | F-1  
|Statements of Operations          | F-2  
|Statements of Cash Flows          | F-3  
|Notes to the Financial Statements | F-4  



2

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Douglas Lake Minerals, Inc.
	(An Exploration Stage Company)
	Balance Sheets
	(Expressed in U.S. dollars)  August 31,
			2006
			$
			
			May 31,
			2006
			$(unaudited)ASSETSCurrent AssetsCash
			7,846
			
			2,115Amount receivable (Note 5(a))
			75,000
			
			-Total Current Assets
			82,846
			
			2,115Property and Equipment (Note 3)
			233
			
			333Mineral Property (Note 5(e))
			-
			
			350,000Total Assets
			83,079
			
			352,448LIABILITIES AND STOCKHOLDERS'
			DEFICITCurrent LiabilitiesAccounts payable
			142,743
			
			140,666Accrued liabilities
			24,165
			
			-Due to related parties (Note 4)
			194,984
			
			256,758Total Liabilities
			361,892
			
			397,424Commitments and Contingencies
			(Notes 1, 5 and 6)Stockholders' DeficitCommon Stock 
			   Authorized: 100,000,000 shares, $0.001 par value 
			   Issued and outstanding: 21,380,732 shares
			21,381
			
			21,381Additional Paid-in Capital
			6,280,002
			
			6,280,002Donated Capital
			106,750
			
			106,000Deficit Accumulated During the
			Exploration Stage
			(6,686,946)
			
			(6,452,359)Total Stockholders' Deficit
			(278,813)
			
			(44,976)Total Liabilities and
			Stockholders' Deficit
			83,079
			
			352,448   (The accompanying notes are an integral part of these financial statements) F-1   Douglas Lake Minerals, Inc.
	(An Exploration Stage Company)
	Statements of Operations
	(Expressed in U.S. dollars)
	(Unaudited)  Accumulated
			from January 5, 2004 (Date of Inception) to
			For the Three Months Ended
			For the Three Months EndedAugust 31,
			August 31,
			August 31,2006
			2006
			2005$
			$
			$Revenue
			
			-
			-
			-ExpensesAmortization
			
			-
			100
			100Donated services
			
			6,000
			-
			-General and administrative
			
			1,287,223
			183,737
			140,571Impairment of mineral property
			costs
			
			5,380,501
			50,000
			-Mineral property costs
			
			-
			-
			5,597Rent (Note 4(d))
			
			13,222
			750
			1,500Total Expenses
			
			6,686,946
			234,587
			147,768Net Loss
			
			(6,686,946)
			(234,587)
			(147,768)Net Loss Per Share - Basic and
			Diluted
			
			
			(0.01)
			(0.04)Weighted Average Shares
			Outstanding
			
			
			21,381,000
			4,058,400          (The accompanying notes are an integral part of these financial statements) F-2   Douglas Lake Minerals, Inc.
	(An Exploration Stage Company)
	Statements of Cash Flows
	(Expressed in U.S. dollars)
	(Unaudited)  For the Three Months Ended 
			August 31,
			2006
			$
			
			For the Three Months Ended
			August 31,
			2005
			$Operating ActivitiesNet loss for the period
			(234,587)
			
			(147,768)Adjustments to reconcile net
			loss to net cash used in 
			operating activities:Amortization
			100
			
			100Donated services
			750
			
			-Impairment of mineral property
			costs
			50,000
			
			-Changes in operating assets and
			liabilities:Amount receivable
			(75,000)
			
			-Prepaid expenses
			-
			
			(10,000)Accounts payable and accrued
			liabilities
			26,242
			
			4,667Due to related parties
			(61,774)
			
			-Net Cash Used in Operating
			Activities
			(294,269)
			
			(153,001)Investing ActivitiesMineral property costs
			(50,000)
			
			-Proceeds from mineral
			property option
			350,000
			
			-Purchase of property and
			equipment
			-
			
			-Net Cash
			Provided by Investing Activities
			300,000
			
			-Financing ActivitiesProceeds from issuance of common stock
			-
			
			-Common stock subscribed
			-
			
			59,000Share issuance costs
			-
			
			-Net Cash Provided By Financing
			Activities
			-
			
			59,000Increase (Decrease) in Cash
			5,731
			
			(94,001)Cash - Beginning of Period
			2,115
			
			201,600Cash - End of Period
			7,846
			
			107,599Supplemental DisclosuresInterest paid
			-
			
			-Income
			taxes paid
			-
			
			- (The accompanying notes are an integral part of these financial statements) F-3


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Douglas Lake Minerals, Inc.
(An Exploration Stage Company)
Notes to the Financial Statements
(Expressed in U.S. dollars)
(Unaudited)

1.   Nature of Operations and Continuance of Business

The Company was
incorporated in the State of Nevada on January 5, 2004. The Company is an
Exploration Stage Company, as defined by Statement of Financial Accounting
Standard ("SFAS") No.7 "Accounting and Reporting for Development Stage
Companies". The Company's principal business is the acquisition and
exploration of mineral resources. The Company has not presently determined
whether its properties contain mineral reserves that are economically
recoverable.

These financial
statements have been prepared on a going concern basis, which implies the
Company will continue to realize its assets and discharge its liabilities in the
normal course of business. The Company has never generated revenues since
inception and has never paid any dividends and is unlikely to pay dividends or
generate earnings in the immediate or foreseeable future. The continuation of
the Company as a going concern is dependent upon the continued financial support
from its shareholders, the ability of the Company to obtain necessary equity
financing to continue operations and to determine the existence, discovery and
successful exploitation of economically recoverable reserves in its resource
properties, confirmation of the Company's interests in the underlying
properties, and the attainment of profitable operations. As at August 31, 2006,
the Company has accumulated losses of $6,686,946 since inception, and a working
capital deficiency of $279,046. These factors raise substantial doubt regarding
the Company's ability to continue as a going concern. These financial statements
do not include any adjustments to the recoverability and classification of
recorded asset amounts and classification of liabilities that might be necessary
should the Company be unable to continue as a going concern.

2.   Summary of
Significant Accounting Policies

a)   Basis of
Presentation

These financial
statements and related notes are presented in accordance with accounting
principles generally accepted in the United States, and are expressed in U.S.
dollars. The Company's fiscal year-end is May 31.

b)   Use of Estimates

The preparation of
financial statements in conformity with U.S. 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.

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

The Company computes
net income (loss) per share in accordance with SFAS No. 128, "Earnings per
Share". SFAS No. 128 requires presentation of both basic and diluted
earnings per share (EPS) on the face of the income statement. Basic EPS is
computed by dividing net income (loss) available to common shareholders
(numerator) by the weighted average number of shares outstanding (denominator)
during the period. Diluted EPS gives effect to all dilutive potential common
shares outstanding during the period using the treasury stock method and
convertible preferred stock using the if-converted method. In computing diluted
EPS, the average stock price for the period is used in determining the number of
shares assumed to be purchased from the exercise of stock options or warrants.
Diluted EPS excludes all dilutive potential shares if their effect is anti
dilutive.

d)   Comprehensive Loss

SFAS No. 130, "Reporting
Comprehensive Income," establishes standards for the reporting and display
of comprehensive loss and its components in the financial statements. As at
August 31, 2006 and 2005, the Company has no items that represent a
comprehensive loss and, therefore, has not included a schedule of comprehensive
loss in the financial statements.

e)   Interim Financial Statements

These interim
unaudited financial statements have been prepared on the same basis as the
annual financial statements and in the opinion of management, reflect all
adjustments, which include only normal recurring adjustments, necessary to
present fairly the Company's financial position, results of operations and cash
flows for the periods shown. The results of operations for such periods are not
necessarily indicative of the results expected for a full year or for any future
period.

F-4

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Douglas Lake Minerals, Inc.
(An Exploration Stage Company)
Notes to the Financial Statements
(Expressed in U.S. dollars)
(Unaudited)

2.   Summary of
Significant Accounting Policies (continued)

f)    Cash and Cash
Equivalents

The Company considers
all highly liquid instruments with maturity of three months or less at the time
of issuance to be cash equivalents.

g)   Property and Equipment

Property and
equipment consists of office equipment recorded at cost and amortized on a
straight-line basis over a three-year period.

h)   Mineral Property Costs

The Company has been
in the exploration stage since its inception on January 5, 2004 and has not yet
realized any revenues from its planned operations. It is primarily engaged in
the acquisition and exploration of mining properties. Mineral property
exploration costs are expensed as incurred. Mineral property acquisition costs
are initially capitalized when incurred using the guidance in EITF 04-02, "Whether
Mineral Rights Are Tangible or Intangible Assets". The Company assesses the
carrying costs for impairment under SFAS No. 144, "Accounting for Impairment
or Disposal of Long Lived Assets" at each fiscal quarter end. When it has
been determined that a mineral property can be economically developed as a
result of establishing proven and probable reserves, the costs then incurred to
develop such property, are capitalized. Such costs will be amortized using the
units-of-production method over the estimated life of the probable reserve. If
mineral properties are subsequently abandoned or impaired, any capitalized costs
will be charged to operations.

i)    Financial
Instruments

The fair values of
financial instruments including cash, amount receivable, accounts payable,
accrued liabilities, and due to related parties were estimated to approximate
their carrying values due to the immediate or short-term maturity of these
financial instruments. The Company's operations are in Canada and Africa
resulting in exposure to market risks from changes in foreign currency rates.
The financial risk is the risk to the Company's operations that arise from
fluctuations in foreign exchange rates and the degree of volatility of these
rates. Currently, the Company does not use derivative instruments to reduce its
exposure to foreign currency risk.

j)    Income Taxes

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

k)   Foreign Currency Translation

The functional and
reporting currency of the Company is the United States dollar. Monetary assets
and liabilities denominated in foreign currencies are translated to United
States dollars in accordance with SFAS No. 52 "Foreign Currency Translation"
using the exchange rate prevailing at the balance sheet date. Gains and losses
arising on translation or settlement of foreign currency denominated
transactions or balances are included in the determination of income. Foreign
currency transactions are primarily undertaken in Canadian dollars. The Company
has not, to the date of these financials statements, entered into derivative
instruments to offset the impact of foreign currency fluctuations.

l)    Stock-based Compensation

The Company records
stock-based compensation in accordance with SFAS No. 123R "Share Based
Payments", using the fair value method. The Company has not issued any stock
options since its inception.

F-5

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Douglas Lake Minerals, Inc.
(An Exploration Stage Company)
Notes to the Financial Statements
(Expressed in U.S. dollars)
(Unaudited)

2.   Summary of
Significant Accounting Policies (continued)

m)  Recent Accounting
Pronouncements

In February 2006, the
Financial Accounting Standards Board (FASB) issued SFAS No. 155 "Accounting
for Certain Hybrid Financial Instruments" and in March 31, 2006, the FASB
issued SFAS No. 156 "Accounting for Servicing of Financial Assets", but
they will not have any relationship to the operations of the Company. Therefore
a description and its impact for each on the Company's operations and financial
position have not been disclosed.

In May 2005, the FASB
issued SFAS No. 154, "Accounting Changes and Error Corrections - A
Replacement of APB Opinion No. 20 and SFAS No. 3". SFAS 154 changes the
requirements for the accounting for and reporting of a change in accounting
principle and applies to all voluntary changes in accounting principle. It also
applies to changes required by an accounting pronouncement in the unusual
instance that the pronouncement does not include specific transition provisions.
SFAS 154 requires retrospective application to prior periods' financial
statements of changes in accounting principle, unless it is impracticable to
determine either the period-specific effects or the cumulative effect of the
change. The provisions of SFAS No. 154 are effective for accounting changes and
correction of errors made in fiscal years beginning after December 15, 2005. The
adoption of this standard did not have a material effect on the Company's
results of operations or financial position.

3.   Property
and Equipment

|                 |  |       |              | August 31, | May 31, 
|---------------- |  | ----- | ------------ | ---------- | --------
|                 |  |       |              | 2006       | 2006    
|                 |  |       | Accumulated  | Net Book   | Net Book
|                 |  | Cost  | Amortization | Value      | Value   
|                 |  | $     | $            | $          | $       
|                 |  |       |              |            |         
|Office equipment |  | 1,199 | 966          | 233        | 333     
|                 |  |       |              |            |         

4.   Related
Party Transactions

a)   As at August 31, 2006, the Company owed a former President of the Company
$47,788 (May 31, 2006 - $47,788), which comprised of $35,350 in management fees,
$7,500 in rent expense and $4,938 in travel expenses.

b)   During the period ended August 31, 2006, the Company incurred a total of
$48,881 (2005 - $8,950) in consulting fees, $45,522 (2005 - $Nil) in travel
expenses and $9,325 (2005 - $Nil) in promotion, to other directors and officers,
and owed to these directors and officers $72,196 (May 31, 2006 - $133,970),
which comprised of $46,069 in consulting and $26,127 for expenses paid on behalf
of the Company.

c)   In January 2005, the Company entered into an agreement with a consultant
for the provision of consulting services for a period of two years to pay him
$10,000 per month ($120,000 per year) ending on January 1, 2007 (ended May 31,
2006). This consultant became a director of the Company effective April 7, 2006.
During the period ended August 31, 2006, the Company incurred $NIL (2005 -
$30,000) to this individual. As at August 31, 2006, the Company owed $75,000
(May 31, 2006 - $75,000) to this individual.

d)   During the three month period ended August 31, 2006, the Company recognized
a total of $750 (2005 - $NIL) for donated rent at $250 per month provided by a
director of the Company. Total rent expense for the three month period ended
August 31, 2006 was $750 (2005 - $1,500).

e)   All amounts due to related parties are non-interest bearing, unsecured and
due on demand.





F-6

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Douglas Lake Minerals, Inc.
(An Exploration Stage Company)
Notes to the Financial Statements
(Expressed in U.S. dollars)
(Unaudited)

5.   Mineral
Properties

Squamish, BC, Canada

The Company
entered into an Agreement dated April 11, 2004 to acquire a 100% interest in two
mineral claims located near Squamish, British Columbia, Canada, in consideration
for a cash payment of $7,500. The claims are subject to a 2.5% net smelter
returns royalty and a 7.5% gross rock royalty. Advance royalty payments of
$25,000 are due each year commencing April 17, 2007. As at August 31, 2006, the
Company has incurred $15,549 towards mineral exploration costs related to these
two mineral claims.

Tanzania, Africa

a)   On August 4, 2005, the Company entered into an Asset Purchase Agreement
(the "KBT Agreement") with KBT Discovery Group Tanzania Ltd. ("KBT") to acquire
three Prospecting Licenses, which cover an area of approximately 621 square
kilometres in Tanzania, for an aggregate purchase price of $75,000 and 2,800,000
restricted shares of common stock. On November 10, 2005, the Company entered
into an Amendment Agreement in which the number of shares to be issued was
increased to 5,600,000 restricted shares of common stock. By the end of the
fiscal year ended May 31, 2006, the Company had completed its due diligence and
closed the agreement. At the first closing, Prospecting Licence No. 2810/2004,
known as "Tabora", was transferred to the Company's name and the Company issued
5,600,000 restricted shares of common stock to KBT. The Prospecting Licence No.
3117/2005, known as "Morogoro", and Prospecting Licence No. 3118/2005, known as
"KM 7", were in the name of Atlas Africa Limited ("Atlas"), a Tanzanian company.
KBT had entered into an agreement with Atlas which gave KBT the right to
prospect minerals under the Morogoro and KM 7 Prospecting Licenses and an option
to enter into a joint venture with Atlas to prospect and mine minerals under the
Morogoro and KM 7 Prospecting Licenses. KBT caused Atlas to terminate the joint
venture agreements and transferred the Morogoro and KM 7 Prospecting Licenses to
the Company's name and the Company paid KBT $75,000.  On July 19, 2006, the
Company entered into a Letter of Amendment, whereby the Company paid $50,000
directly to Atlas, and is to have the $75,000 paid to KBT refunded to the
Company.  During the three month period ended August 31, 2006, the Company paid
the $50,000 to Atlas and recognized an impairment loss of $50,000 as there are
no proven or probable reserves on any of the Tanzania properties.

b)   On August 4, 2005, the Company entered into an Asset Purchase Agreement
(the "HG Agreement") with Hydro-Geos Consulting Group Tanzania Limited ("HG") to
acquire Prospecting License No. 2683/2004 known as "Ashanti South East", which
covers an area of approximately 210 square kilometres in Tanzania, for an
aggregate purchase price of 2,600,000 restricted shares of common stock. On
November 10, 2005, the Company entered into an Amendment Agreement in which the
number of shares to be issued was increased to 5,200,000 restricted shares of
common stock. By the end of the fiscal year ended May 31, 2006, the Company had
completed its due diligence and closed the agreement. At closing, Prospecting
License Ashanti South East was transferred to the Company's name and the Company
issued 5,200,000 restricted shares of common stock to HG.

c)   On August 4, 2005, the Company entered into an Asset Purchase Agreement
(the "Megadeposit Agreement") with Megadeposit Explorers Limited ("Megadeposit")
to acquire Prospecting Licence Renewal No. 2957/2005 known as "Green Hills South
East", which covers an area of approximately 207 square kilometres in Tanzania,
for an aggregate purchase price of 2,600,000 restricted shares of common stock.
On November 10, 2005, the Company entered into an Amendment Agreement in which
the number of shares to be issued was increased to 5,200,000 restricted shares
of common stock. By the end of the fiscal year ended May 31, 2006, the Company
had completed its due diligence and closed the agreement. At closing,
Prospecting License Green Hills South East was transferred to the Company's name
and the Company issued 5,200,000 restricted shares of common stock to
Megadeposit.

d)   On April 26, 2006, the Company issued 16,000,000 restricted shares of
common stock upon completion of due diligence related to the three agreements
described above. The Company valued the shares using the guidance in SFAS No.
123R "Share Based Payments" and EITF 96-18 "Accounting for Equity Instruments
That Are Issued to Other Than Employees for Acquiring, or in Conjunction with
Selling, Goods or Services". Accordingly, the issuance of the 16,000,000
restricted shares of common stock was valued at $5,620,000 using the closing
price of the common stock on the measurement dates and applying a discount of
50% to account for the trading restriction condition. The acquisition has been
accounted for as an asset purchase in accordance with EITF 98-3 "Determining
Whether a Nonmonetary Transaction Involves Receipt of Productive Assets or of a
Business", as the prospecting licenses acquired are in the early stages of
exploration and have no known reserves.

F-7

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Douglas Lake Minerals, Inc.
(An Exploration Stage Company)
Notes to the Financial Statements
(Expressed in U.S. dollars)
(Unaudited)

5.   Mineral
Properties (continued)

Tanzania, Africa(continued)

e)   On April 27, 2006, the Company entered into a Strategic Alliance Agreement
with Canaco Resources Inc. ("Canaco"), a Canadian public company. Under the
terms of the agreement, Canaco paid $350,000 to the Company, and will provide
technical management and fund the initial assessment of each of the prospects in
Tanzania, in order to earn up to a 70% undivided interest in the prospects.

6.   Commitment

On January 9,
2006, the Company entered into a consulting agreement for a term of three months
for consideration of $75,000 cash (paid in fiscal 2006 by a director of the
Company) and 150,000 common shares (100,000 common shares transferred to the
consultant by related parties during fiscal 2006. As at August 31, 2006, 50,000
common shares are owed to the consultant. The fair value of $50,000 for these
common shares owed is included in accounts payable as at August 31, 2006.

7.   Subsequent Event

On October 5,
2006 the Company entered into an option agreement with Canaco Resources Inc. ("Canaco")
whereby the Company granted Canaco the right to earn up to a 70% interest in
Prospecting License 3117/2005 in Tanzania known as "Morogoro" held by the
Company (see Note 5(a)). Under the option agreement Canaco has agreed to:

i)    make cash payments to the Company of $250,000, of which $50,000 is payable
upon the approval of the board of directors of both companies and the TSX
Venture Exchange, the stock exchange that Canaco's shares are listed on (such
date is referred to as the "Effective Date"). An additional $75,000 is payable
on the first anniversary of the Effective Date and an additional $125,000 is
payable on the second anniversary of the Effective Date;

ii)    issue up to 800,000 of its common shares to the Company, of which 100,000
shares are issuable on the Effective Date, an additional 200,000 shares are
issuable on the first anniversary of the Effective Date; and an additional
500,000 shares are issuable on the second anniversary of the Effective Date; and

iii)   commit to spend up to $2,000,000 in exploration expenses on the subject
property prior to the third anniversary of the Effective Date (up to $250,000 in
exploration expense prior to the first anniversary of the Effective Date, up to
$750,000 in cumulative exploration expense prior to the second anniversary of
the Effective Date, and up to $2,000,000 in cumulative exploration expense prior
to the third anniversary of the Effective Date).

F-8

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Item 2.  Management's Discussion and Analysis or Plan of Operation

Forward Looking Statements

The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking statements involve risks and uncertainties, including statements regarding the Company's capital needs, business strategy and expectations. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expect", "plan", "intend", "anticipate", "hope", "believe", "estimate", "predict", "potential" or "continue", the negative of such terms or other comparable terminology. Actual events or results may differ materially. In evaluating these statements, you should consider various factors, including the risks outlined below, and, from time to time, in other reports the Company files with the SEC. These factors may cause the Company's actual results to differ materially from any forward-looking statement. The Company disclaims any obligation to publicly update these statements, or disclose any difference between its actual results and those reflected in these statements. The information constitutes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

Business Overview

We are a start-up, exploration company and must raise cash in order to implement our business plan and remain in business.

Our continued existence and plans for future growth depend on our ability to obtain the capital necessary to operate by issuance of additional equity shares.  We have sufficient funds to meet our obligations for the short term.  However, we will require additional financing in order to meet all of our anticipated operating expenses and for any new exploration projects.

In April 2004, we acquired a 100% undivided mineral interest in the two mineral claims (PAC 1 and PAC 2), located in the Coast Range mountains in south-west British Columbia near Squamish, in the Lillooet Mining Divisions.  There is no assurance that a mineral deposit exists on the mineral claim until appropriate geological exploration is done and a final comprehensive evaluation is concluded. There are no mineral reserves on the mineral claim and our proposed exploration program is entirely exploratory in nature.

In April 2006, we acquired three prospecting licenses in Tanzania (PL No. 2810/2004 known as "Tabora", PL No. 2683/2004 known as "Ashanti South West", and PL No. 2957/2005 known as "Negero (Green Hills)"), which cover an area of approximately 272.5 square miles (793.8 square kilometers) located in east-central Tanzania.

In July 2006, the remaining two prospecting licenses, PL No. 3117/2005 known as "Morogoro" and PL No. 3118/2005 known as "KM 7", which cover an area of approximately 97.4 square miles (243.6 square kilometers) located in east-central Tanzania, were transferred to us by Atlas Africa Limited.  For the five prospecting licenses, we issued 16,000,000 restricted stock, paid KBT $75,000 and paid Atlas Africa Limited $50,000. We have submitted the Transfer Deed to the Tanzanian Commissioner for Minerals Office to transfer title to the two prospecting licenses. We are waiting to receive confirmation from the Minerals Office that legal title has been transferred.

The acquisition of the five prospecting licenses is pursuant to asset purchase agreements dated August 4, 2005, as amended, between Douglas Lake and each of KBT Discovery Group Tanzania Ltd., Hydro-Geos Consulting Group Tanzania Limited and Megadeposit Explorers Limited, and a transfer deed dated July 15, 2006, between Douglas Lake and Atlas Africa Limited.

11

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In April 2006, we entered into a Strategic Alliance Agreement with Canaco Resources Inc. ("Canaco"), a Canadian public company. Under the Strategic Alliance Agreement, Canaco is committed to fund and manage the initial technical assessment of any mineral properties acquired by Douglas Lake in Tanzania. Pursuant to the Strategic Alliance Agreement, Canaco paid us $350,000 in August 2006.  Canaco has also committed to spend up to $2 million over the next two years performing initial technical assessment of the mineral potential of any properties Douglas Lake acquires in Tanzania. In exchange for this commitment, Canaco has the right to earn a 70% interest in any of those properties which meet Canaco's exploration criteria through property specific options.

Plan of Operations

We are focusing our attention and expenses on our Tanzanian properties, and we are not proceeding with Phase II of our exploration program on the PAC claims. Canaco, our joint venture partner, has committed to spend up to $2 million over the next two years performing initial technical assessment of the mineral potential of our properties in Tanzania. In exchange for this commitment, Canaco has the right to earn a 70% interest in any of those properties which meet Canaco's exploration criteria through property specific options.

As of August 31, 2006 we had cash on hand of $7,846.  We require at least $85,000 for our administrative operations for the next 12 months. The Company hopes to raise sufficient funding from the sale of our common stock to fund our operations for the next 12 months. If we are not successful in raising the necessary funding, we will not be able to continue our operations.

We are currently seeking opportunities to acquire other mineral exploration properties which, in the opinion of our consulting geologist, offer attractive mineral exploration opportunities.

Results of Operations for the three months ended August 31, 2006

We did not earn any revenues during the three months ended August 31, 2006. We do not anticipate earning revenues until such time as we have entered into commercial production of our mineral properties. We are presently in the exploration stage of our business and we can provide no assurance that we will commence exploration of mineral resources on our properties, or if we will discover commercially exploitable levels of mineral resources on our properties, or if such resources are discovered, that we will enter into commercial production of our mineral properties.

For the three months ended August 31, 2006, we incurred loss $224,587.

Liquidity and Capital Resources

We had cash of $7,846 as of August 31, 2006, compared with $2,115 as of May 31, 2006. The increase in cash position of $5,731 is due to a decrease of $294,269 provided by our operating and general activities being offset by $300,000 in investing activities.

We anticipate that we will incur for the next 12 months:

|(1) |  | $185,000 for Exploration Programs;                  
|--- |  | ----------------------------------------------------
|(2) |  | $150,000 for Management and Consulting Expenses; and
|(3) |  | $85,000 Administration and Operating                

We do not have enough funds as of May 31, 2006, to cover our anticipated expenses, we have not generated revenues and do not expect to generate revenue in the next 12 months. The Company hopes to raise sufficient funding from the sale of our common stock to fund our operations for the next 12 months. If we are not successful in raising the necessary funding, we will have to cut back in some

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expenses. Without sufficient cash flow, the Company may be dormant during the next twelve months, or until such time as necessary funds are raised in the equity securities market.

We have not attained profitable operations and are dependent upon obtaining financing to pursue exploration activities. For these reasons, our auditors stated in their report that they have substantial doubt we will be able to continue as a going concern.



Item 3. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of the end of the fiscal period ended August 31, 2006, the Company carried out an evaluation, under the supervision the Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the design and operation of our Company's disclosure controls and procedures pursuant to Rule 13a-15(b) of the U.S. Securities Exchange Act of 1934 (the "Exchange Act"). Based on this evaluation, our Chief Executive Officer, and our Chief Financial Officer concluded that, as of August 31, 2006, our disclosure controls and procedures, related to internal control over financial reporting and the recording of certain equity and related party transactions, were not effective in light of the material weaknesses described below.

We were advised by Manning Elliott LLP, our independent auditors that during their performance of auditor review procedures related to our financial statements for the fiscal period ended August 31, 2006, they identified "material weaknesses" in our internal controls as defined in Statement on Auditing Standards No. 60, "Communication of Internal Control Related Matters Noted in an Audit" ("SAS 60"). The Company is in the process of rectifying the material weaknesses which are described below:

INADEQUATE CONTROLS OVER EQUITY TRANSACTIONS. We do not have adequate review and supervision controls or sufficient supporting documentation of certain equity-related transactions to ensure that such  transactions are properly valued and recorded on a timely basis. As a result, adjustments in the equity accounts and financial statements could occur. If we were not, or are not in future periods, successful in identifying these adjustments, our quarterly or annual financial statements could be materially misstated, which could require a restatement.

We disclosed in our 8K filed in October 2006 that shares issued pursuant to a consulting agreement by a related party were not initially recorded in our financial statements. This resulted in a restatement of our financial statements for the three and nine months ended February 28, 2006, and the fiscal year ended May 31, 2006.

INADEQUATE ENTITY LEVEL CONTROLS. We do not have effective entity level controls. These weaknesses include

(i)          weaknesses in the risk assessment controls, including the lack of
adequate mechanisms for anticipating and identifying financial reporting risks;
and for reacting to changes in the operating environment that could have a
potential effect on financial reporting;

(ii)         weaknesses in monitoring controls, including the lack of adequate
staffing and procedures to ensure periodic evaluations of internal controls to
ensure that appropriate personnel regularly obtain evidence that controls are
functioning effectively and that identified control deficiencies are timely
remedied.

If we were not, or are not in future periods, successful in identifying these control weaknesses, our quarterly or annual financial statements could be materially misstated, which could require a restatement.

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To address the lack of adequate accounting and finance resources and lack of effective segregation of duties, we have implemented an increased level of internal reviews and approvals. These procedures include review and approval of significant transactions with financial reporting risk.

INADEQUATE SEGREGATION OF DUTIES. We do not have adequate procedures and controls in place to ensure proper segregation of duties within the contract approval processes. As a result, adjustments in the financial statements could occur and not be prevented or detected by our controls in a timely manner.

We will ensure that adequate procedures are in place so that all material agreements and contracts entered into by the Company are approved by the Board of Directors.

Refer to the response in the above section on inadequate entity level controls for planned response.

INADEQUATE CONTROLS OVER RELATED PARTY TRANSACTIONS/OPERATING EXPENSES. We do not have adequate procedures and controls to ensure that related party transactions including those which affect operating expense transactions are accurately recorded in the correct period, and that any resulting adjusting entries are accurately and timely recorded in our general ledger. As a result, material post-closing adjustments have been posted to our general ledger.

We will implement internal control procedures to ensure our all related party transactions including those which affect operating expenses are recorded in the period in which they are incurred.

Our disclosure controls and procedures are designed to ensure that the information required to be disclosed in our reports filed under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the U.S. Securities and Exchange Commission's (the "SEC") rules and forms, and to reasonably assure that such information is accumulated and communicated to our management,  to allow timely decisions regarding required disclosure. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met under all potential conditions, regardless of how remote, and may not prevent or detect all error and all fraud. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within our company have been prevented or detected.

We continue to improve and refine our internal controls as an ongoing process. Other than as summarized above, there have been no changes in our internal controls over financial reporting or other factors that have materially affected, or are reasonably likely to materially affect, our internal controls.

The certifications of our principal executive officer and our principal financial officer required in accordance with Section 302 of the Sarbanes-Oxley Act of 2002 are attached as exhibits to this Quarterly Report on Form 10-QSB. The disclosures set forth in this Item 3 contain information concerning (i) the evaluation of our disclosure controls and procedures, and changes in internal control over financial reporting, referred to in paragraph 4 of the certifications, and (ii) material weaknesses in the design or operation of our internal control over financial reporting, referred to in paragraph 5 of the certifications. Those certifications should be read in conjunction with this Item 3 for a more complete understanding of the matters covered by the certification.



PART II  -  OTHER INFORMATION

Item 1.  Legal Proceedings

None

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Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds

The following sets forth certain information regarding sales of equity securities that were either not registered under the Securities Act or not previously included in a Current Report on Form 8-K during the three months ended August 31, 2006:

None.

Item 3. Defaults upon Senior Securities

None.

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

None.

Item 5.  Other Information.

On October 5, 2006 the Company entered into an option agreement with Canaco Resources Inc. whereby the Company granted Canaco the right to earn up to a 70% interest in Prospecting License 3117/2005 in Tanzania known as "Morogoro" held by the Company.  Under the option agreement Canaco has agreed to:

(1)  make cash payment to Douglas Lake of US$250,000, of which US$50,000 is
payable upon the approval of the board of directors of both companies and TSX
Venture Exchange, the exchange that Canaco's shares are listed on (such date is
referred to as the "Effective Date"), an additional US$75,000 is payable on the
first anniversary of the Effective Date, and an additional US$125,000 is payable
on the second anniversary of the Effective Date;

(2)  issue up to 800,000 common shares to Douglas Lake, of which 100,000 shares
are issuable on the Effective Date, an additional 200,000 shares are issuable on
the first anniversary of the Effective Date; and an additional 500,000 shares
are issuable on the second anniversary of the Effective Date; and

(3)  commit to spend up to US$2,000,000 in exploration expenses in the subject
property prior to the third anniversary of the Effective Date (up to US$250,000
in exploration expense prior to the first anniversary of the Effective Date, up
to US$750,000 in cumulative exploration expense prior to the second anniversary
of the Effective Date, and spend up to US$2,000,000 in cumulative exploration
expense prior to the third anniversary of the Effective Date).

A copy of the Option Agreement is attached as an exhibit to this Quarterly Report.

Item 6.  Exhibits

|Exhibit No. | Description of Exhibit                                                                             
|----------- | ---------------------------------------------------------------------------------------------------
|10.1        | Option Agreement with Canaco Resources Inc.                                                        
|31.1        | Certifications of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002



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Exhibit No.
Description of Exhibit31.2
Certifications of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 200232.1
Certifications of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 200232.2
Certifications of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002





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SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

|                       | DOUGLAS LAKE MINERALS INC.                                                                  
|---------------------- | --------------------------------------------------------------------------------------------
|Date: November 2, 2006 | By:  	/s/ Harpreet S. Sangha	        Harpreet Singh Sangha, President and CEO               
|Date: November 2, 2006 | By:   /s/ Antonia Bold-de-Haughton	        Antonia Bold-de-Haughton, Chief Financial Officer



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