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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[X]  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange
     Act of 1934

        For the quarterly period ended    March 31, 2006
                                          --------------

[ ]  Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of
     1934

      For the transition period                       to
                                    -----------------   --------------------

      Commission File Number    001-31608
                             ------------

                              PACIFIC SPIRIT, INC.
    ------------------------------------------------------------------------
        (Exact name of small Business Issuer as specified in its charter)

           Nevada                                        98-0349685
-------------------------------             ------------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
incorporation or organization)

11640 96A Avenue
Surrey, British Columbia                                    V3V 2A1
----------------------------------------     -----------------------------------
(Address of principal executive offices)              (Postal or Zip Code)

Issuer's telephone number, including area code: 604-760-1400
                                               -------------

                                      None
     -----------------------------------------------------------------------
      (Former name, former address and former fiscal year, if changed since
                                  last report)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Securities  Exchange  Act of 1934  during the  preceding  12
months (or for such  shorter  period  that the issuer was  required to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days                           [X] Yes          [ ] No

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).


                               Yes [ X ]        No  [  ]

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest  practicable date:  3,820,000 shares of $0.001 par value
common stock outstanding as of May 8, 2006.

<page>






                               PACIFIC SPIRIT INC.

                        (A Pre-exploration Stage Company)

                          INTERIM FINANCIAL STATEMENTS

                                 March 31, 2006

                             (Stated in US Dollars)

                                   (Unaudited)
                                   -----------











<page>


                               PACIFIC SPIRIT INC.
                        (A Pre-exploration Stage Company)
                             INTERIM BALANCE SHEETS
                      March 31, 2006 and December 31, 2005
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------

<table>
<caption>
                                                                                    March 31,        December 31,
                                                     ASSETS                            2006              2005
                                                     ------                            ----              ----

                                                                                <c>               <c>
Current
    Cash                                                                         $            39   $             -
                                                                                 ===============   ===============

                                                     LIABILITIES
                                                     -----------
Current
    Bank overdraft                                                               $             -   $            12
    Accounts payable and accrued liabilities - Note 4                                     21,032            18,318
    Due to related party - Note 4                                                         37,767            34,227
                                                                                 ---------------   ---------------

                                                                                          58,799            52,557
                                                                                 ---------------   ---------------

                                               STOCKHOLDERS' DEFICIENCY
                                               ------------------------

Preferred stock, $0.001 par value
         10,000,000  shares authorized, none outstanding
Common stock, $0.001 par value
        100,000,000  shares authorized
          3,820,000  (2005: 3,820,000) shares outstanding                                  3,820             3,820
Additional paid-in capital                                                                87,180            87,180
Deficit accumulated during the pre-exploration stage                                    (149,760)         (143,557)
                                                                                 ---------------- -----------------

                                                                                         (58,760)          (52,557)
                                                                                 ---------------- -----------------

                                                                                 $            39   $             -
                                                                                 ================ =================
</table>





                             SEE ACCOMPANYING NOTES

<page>


                               PACIFIC SPIRIT INC.
                        (A Pre-exploration Stage Company)
                        INTERIM STATEMENTS OF OPERATIONS
               for the three-months ended March 31, 2006 and 2005
      and for the period May 4, 2001 (Date of Inception) to March 31, 2006
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------

<table>
<caption>
                                                                                                       May 4, 2001
                                                                                                        (Date of
                                                                        Three-months ended            Inception) to
                                                                             March 31,                  March 31,
                                                                       2006             2005              2006
                                                                       ----             ----              ----

                                                                 <c>              <c>              <c>
Expenses
    Accounting and audit fees                                    $        2,250    $        2,692  $        41,315
    Administrative services - Note 4                                      1,500             1,500           28,000
    Bank charges and interest                                                79                72            1,144
    Exploration costs                                                         -                 -            1,747
    Incorporation costs                                                       -                 -              900
    Legal fees                                                                -                 -           33,206
    Mineral lease advance royalty - Note 3                                    -                 -           28,615
    Office and miscellaneous                                                750               750            5,768
    Transfer agent & filing fees                                          1,624               144            9,165
                                                                 --------------    ---------------  ---------------

Loss before other item                                                   (6,203)           (5,158)        (149,860)

Other item
    Interest income                                                           -                 -              100
                                                                 --------------    ---------------  ---------------

Net loss for the period                                          $       (6,203)   $       (5,158) $      (149,760)
                                                                 ==============    ===============  ===============

Basic loss per share                                             $        (0.00)   $        (0.00)
                                                                 ==============    ===============

Weighted average number of shares outstanding                         3,820,000         3,820,000
                                                                 ==============    ===============
</table>




                             SEE ACCOMPANYING NOTES

<page>


                               PACIFIC SPIRIT INC.
                        (A Pre-exploration Stage Company)
                        INTERIM STATEMENTS OF CASH FLOWS
               for the three-months ended March 31, 2006 and 2005
      and for the period May 4, 2001 (Date of Inception) to March 31, 2006
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------

<table>
<caption>
                                                                                                   May 4, 2001
                                                                                                    (Date of
                                                                    Three-months ended            Inception) to
                                                                         March 31,                  March 31,
                                                                   2006             2005              2006
                                                                   ----             ----              ----

                                                            <c>              <c>               <c>
Cash Flows used Operating Activities
    Net loss for the period                                  $        (6,203)  $       (5,158)  $      (149,760)
    Changes in non-cash working capital items
     related to operations:
      Prepaid expenses                                                     -              200                 -
      Accounts payable and accrued liabilities                         2,714            3,611            21,032
                                                             ---------------   --------------   ---------------

                                                                      (3,489)          (1,347)         (128,728)
                                                             ---------------   --------------   ---------------

Cash Flows from Financing Activities
    Bank overdraft                                                       (12)               -                 -
    Capital stock issued                                                   -                -            91,000
    Advance from a related party                                       3,540            1,274            37,767
                                                             ---------------   --------------   ---------------

                                                                       3,528            1,274           128,767
                                                             ---------------   --------------   ---------------

Decrease in cash during the period                                        39              (73)               39

Cash, beginning of the period                                              -               576                -
                                                             ---------------   ---------------  ---------------

Cash, end of the period                                      $            39   $          503   $            39
                                                             ===============   ==============   ===============
</table>



                             SEE ACCOMPANYING NOTES

<page>

                               PACIFIC SPIRIT INC.
                        (A Pre-exploration Stage Company)
             INTERIM STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIENCY)
        for the period May 4, 2001 (Date of Inception) to March 31, 2006
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------
<table>
<caption>
                                                                                                    Deficit
                                                                                                 Accumulated
                                                                               Additional         During the
                                                    Common Shares               Paid-in        Pre-Exploration
                                            -----------------------------
                                                Number         Par Value         Capital             Stage              Total
                                                ------         ---------         -------             -----              -----

                                         <c>             <c>              <c>               <c>                 <c>
Capital stock issued for cash - at $0.01       2,500,000  $         2,500  $        22,500  $                -   $        25,000

Net loss for the period                                -                -                -             (40,255)          (40,255)
                                            ------------  ---------------  ---------------  ------------------   ---------------

Balance as at December 31, 2001                2,500,000            2,500           22,500             (40,255)          (15,255)

Capital stock issued for cash - at $0.05       1,320,000            1,320           64,680                   -            66,000

Net loss for the year ended
 December 31, 2002                                     -                -                -             (31,249)          (31,249)
                                             -----------  ---------------  ---------------  ------------------   ---------------

Balance as at December 31, 2002                3,820,000            3,820           87,180             (71,504)           19,496

Net loss for the year ended
 December 31, 2003                                     -                -                -             (12,962)          (12,962)
                                             -----------  ---------------  ---------------  ------------------   ---------------

Balance as at December 31, 2003                3,820,000            3,820           87,180             (84,466)            6,534

Net loss for the year ended
 December 31, 2004                                     -                -                -             (23,338)          (23,338)
                                             -----------  ---------------  ---------------  ------------------   ---------------

Balance as at December 31, 2004                3,820,000            3,820           87,180            (107,804)          (16,804)

Net loss for the year ended
 December 31, 2005                                     -                -                -             (35,753)          (35,753)
                                             -----------  ---------------  ---------------  ------------------   ---------------

Balance as at December 31, 2005                3,820,000            3,820           87,180            (143,557)          (52,557)

Net loss for the three-months ended
 March 31, 2006                                        -                -                -              (6,203)           (6,203)
                                             -----------  ---------------  ---------------  ------------------   ---------------

Balance as at March 31, 2006                   3,820,000  $         3,820  $        87,180  $         (149,760)  $       (58,760)
                                             ===========  ===============  ===============  ==================   ===============
</table>




                             SEE ACCOMPANYING NOTES

<page>


                               PACIFIC SPIRIT INC.
                        (A Pre-exploration Stage Company)
                    NOTES TO THE INTERIM FINANCIAL STATEMENTS
                             March 31, 2006 and 2005
                             (Stated in US Dollars)
                                   (Unaudited)
                                   -----------

Note 1        Interim Reporting
              -----------------
              While information  presented in the accompanying interim financial
              statements is unaudited,  it includes all adjustments,  which are,
              in the  opinion of  management,  necessary  to present  fairly the
              financial  position,  results of operations and cash flows for the
              interim  period  presented.   All  adjustments  are  of  a  normal
              recurring  nature.  It is suggested  that these interim  financial
              statements be read in conjunction with the company's  December 31,
              2005 financial statements.

              The results of operations for the period ended March 31, 2006, are
              not necessarily indicative of the results that can be expected for
              the year ended December 31, 2006.

Note 2        Continuance of Operations
              -------------------------
              These  financial  statements have been prepared in accordance with
              generally  accepted  accounting  principles  applicable to a going
              concern , which  assumes that the Company will be able to meet its
              obligations  and  continue  its  operations  for its  next  twelve
              months.  Realization  values may be  substantially  different from
              carrying  values as shown and these  financial  statements  do not
              give effect to adjustments that would be necessary to the carrying
              values and  classification  of assets and  liabilities  should the
              Company be unable to  continue  as a going  concern.  At March 31,
              2006 the Company had not yet achieved profitable  operations,  has
              accumulated losses of $149,760 since its inception,  has a working
              capital  deficiency of $58,760 and expects to incur further losses
              in the development of its business, all of which casts substantial
              doubt about the Company's  ability to continue as a going concern.
              The Company's  ability to continue as a going concern is dependent
              upon its ability to generate future  profitable  operations and/or
              to obtain the  necessary  financing  to meet its  obligations  and
              repay its liabilities arising from normal business operations when
              they come due.  Management  has no formal plan in place to address
              this concern but considers that the Company will be able to obtain
              additional   funds  by  equity   financing  and/or  related  party
              advances,  however  there is no  assurance of  additional  funding
              being available.

Note 3        Commitments
              -----------
              Mineral Property

              By a lease  agreement  effective June 1, 2001 and amended June 25,
              2002,  November 25, 2002,  January 9, 2004 and April 11, 2005, the
              Company was granted  the  exclusive  right to explore and mine the
              Del Oro and NP Claims  located in Pershing  County of the State of
              Nevada.  The term of this lease is for 30 years,  renewable for an
              additional  30 years so long as the  conditions  of the  lease are
              met. Minimum payments and performance commitments are as follows:


<page>


Pacific Spirit Inc.
(A Pre-exploration Stage Company)
Notes to the Interim Financial Statements
March 31, 2006
(Stated in US Dollars)
(Unaudited) - Page 2
 ---------

Note 3        Commitments (cont'd)
              ----------- -

              Mineral Property (cont'd):

              Minimum Advance Royalty Payments:

              The owner shall be paid a royalty of 4% of the net smelter returns
              from all  production.  In respect to this royalty,  the Company is
              required to pay minimum advance royalty payments of the following:

                -        $5,000 upon execution (paid) and $4,500 (paid) for
                         extension of the agreement;
                -        $2,000 upon execution of the amended agreement dated
                         January 9, 2004 (paid);
                -        $5,000 on July 9, 2004 (paid);
                -        $5,000 on April 12, 2005 (paid); and
                -        each  January 9  thereafter,  a payment of $50,000 plus
                         an annual  increase or decrease  equivalent to the date
                         of inflation designated by the Consumer Price Index for
                         that year with the execution year as the base year.

              The advance royalty payment of $50,000 due January 9, 2006 has not
              been made.  The Company is currently  negotiating  an amendment to
              the balance of the advance royalty  payments due. As per the lease
              agreement,  the landlord must give written  default  notice to the
              Company  and the  Company  then has 15 days to cure the default or
              the  lease  can be  terminated.  On March  10,  2006  the  Company
              received  a  termination  notice.  The  Company is  attempting  to
              negotiate an amendment to the agreement.

              The Company can reduce the net smelter  return  royalty to 0.5% by
              payment of a buy-out price of $5,000,000. Advance royalty payments
              made to the date of the  buy-out  will be  applied  to reduce  the
              buy-out price.

              Performance Commitment:

              In the event that the Company terminates the lease after June 1 of
              any year, it is required to pay all federal and state mining claim
              maintenance  fees for the next  assessment  year.  The  Company is
              required to perform  reclamation  work on the property as required
              by federal,  state and local law for  disturbances  resulting from
              the Company's activities on the property.


<page>

Pacific Spirit Inc.
(A Pre-exploration Stage Company)
Notes to the Interim Financial Statements
March 31, 2006
(Stated in US Dollars)
(Unaudited) - Page 3
 ---------


Note 4        Related Party Transactions
              --------------------------

              The  Company  was  charged  the  following  by a  director  of the
              Company:

<table>
<caption>
                                                                                                   May 2, 2001
                                                                                                    (Date of
                                                                     Three-months ended           Inception) to
                                                                          March 31,                 March 31,
                                                                    2006            2005              2006
                                                                    ----            ----              ----
               
                                               <c>            <c>             <c>
              Administrative services                           $       1,500  $       1,500   $          10,500
                                                                =============  =============   =================
</table>

              The amount  due to  related  party,  a  director  of the  Company,
              consists of unpaid advances and management fees. The amount due is
              unsecured,  non-interest  bearing  and has no  specific  terms for
              repayment.











<page>

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


Forward Looking Statements
--------------------------

This quarterly report contains forward-looking statements that involve risks and
uncertainties.  We use words such as anticipate,  believe, plan, expect, future,
intend and similar expressions to identify such forward-looking  statements. You
should not place too much  reliance  on these  forward-looking  statements.  Our
actual results are likely to differ  materially from those  anticipated in these
forward-looking  statements  for many  reasons,  including the risks faced by us
described in this Risk Factors section and elsewhere in this quarterly report.


Plan of Operation
-----------------

Our business plan for the next twelve months calls for  significant  expenses in
connection  with the  exploration of the Del Oro Property.  In order to complete
phase one of the exploration  program, we anticipate the costs to be $53,000. We
are also  required  to pay an  additional  $50,000  in  order to keep our  lease
agreement respecting the Del Oro Property in good standing.  The royalty payment
of $50,000 due by January 9, 2005 has not been made.  The  Company is  currently
negotiating  an  amendment  to the  balance  of the  scheduled  advance  royalty
payments.  As per the lease  agreement,  the landlord must give written  default
notice to the Company  and the  Company  then has 15 days to cure the default or
the  lease  can be  terminated.  On  March  10,  2006  the  Company  received  a
termination  notice.  In addition to royalty payments,  we anticipate  incurring
$15,000 in professional fees and $15,000 in administrative expenses.

We  will  require  additional   financing  in  order  to  meet  the  anticipated
exploration  costs and to sustain our business  operations.  We do not currently
have any arrangements for financing and we can provide no assurance to investors
that we will be able to find such  financing if required.  Obtaining  additional
financing  would be subject to a number of factors,  including the market prices
for gold, copper,  nickel and platinum group metals,  investor acceptance of our
property  and investor  sentiment.  These  factors may make the timing,  amount,
terms or conditions of additional financing unavailable to us.

Results of Operations for the three months ended March 31, 2006
---------------------------------------------------------------

We  incurred a net loss of $6,203 for the  three-month  period  ended  March 31,
2006, as compared to a loss of $5,158 in the same period in 2005. The difference
in net loss of $1,045 was  primarily  due to an increase  in transfer  agent and
filing fees.  As per  management  agreement  dated July 1, 2004,  the  president
started to charge the Company $500 per month for administrative services ($1,500
for the  period).  The Company  also  incurred  $250 per month for office  rent,
telephone  expenses,  and general  miscellaneous  office  expenses ($750 for the
period)  related to the use of the  Vancouver  office.  During  the  three-month
period  ended  March 31,  2006,  we incurred  transfer  agent and filing fees of
$1,624 (2005:  $144) and  accounting  and audit fees of $2,250 (2005:  $2692) in
order to keep SEC filings current.  At the end of the first quarter, we had cash
on hand of $39. Our liabilities at the same date totalled $58,799, and consisted
of accounts payable of $21,032 and $37,767 due to a related party.

<page>

Item 3.           Controls and Procedures


As required by Rule 13a-15 under the Exchange  Act,  within the 90 days prior to
the filing date of this report,  the Company  carried out an  evaluation  of the
effectiveness of the design and operation of the Company's  disclosure  controls
and  procedures.  This evaluation was carried out under the supervision and with
the  participation  of  the  Company's   management,   including  the  Company's
President, the Chief Executive Officer, and the Chief Financial Officer.

Based upon that evaluation,  the Company concluded that the disclosure  controls
and  procedures are  effective.  There have been no  significant  changes in the
Company's  internal  controls or in other  factors,  which  could  significantly
affect  internal  controls  subsequent  to the date the Company  carried out its
evaluation.

PART II  OTHER INFORMATION

Item 1.           Legal Proceedings

The Company is not a party to any pending  legal  proceeding.  Management is not
aware of any threatened litigation, claims or assessments.

Item 2.           Changes in Securities

None.

Item 3.           Defaults upon Senior Securities

None.

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

None.

Item 5.           Other Information

None.

Item 6.           Exhibits and Report on Form 8-K

 31.1      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
           to Section 302 of the Sarbanes-Oxley Act of 2002
 31.2      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
           to Section 302 of the Sarbanes-Oxley Act of 2002
 32.1      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
           to Section 906 of the Sarbanes-Oxley Act of 2002
 32.2      Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
           to Section 906 of the Sarbanes-Oxley Act of 2002


<page>

There were no reports  filed on Form 8-K during  the  three-month  period  ended
March 31, 2006.

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.

                                           Pacific Spirit, Inc.

                                           /s/ Peter Sotola
                                           ------------------------------------
                                           Peter Sotola
                                           President, Secretary, Treasurer
                                           Chief Executive Officer and Director
                                           (Principal Executive Officer,
                                           Principal Financial Officer and
                                           Principal Accounting Officer)
                                           Dated: May 12, 2006