**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      DC 20549**





**FORM
      10-QSB/A**





x QUARTERLY
      REPORT
      UNDER SECTION 13 OR 15 (d) OF THE


SECURITIES
      EXCHANGE ACT OF 1934





For
      the
      quarterly period ended June 30, 2007





o
      TRANSITION REPORT UNDER
      SECTION 13 OR 15 (d) OF THE


EXCHANGE
      ACT





Commission
      File Number: 0-52518




**SUNRISE
      MINING CORPORATION**


Exact
      name of small business issuer as specified in its charter





**NEVADA**
            
            **20-8051714**(State
                or other jurisdiction of
            
            I.R.S.
                Employerincorporation
                or organization)
            
            Identification
                No.





1108
      W.
      Valley Blvd, STE 6-399


Alhambra,
      CA 91803


(Address
      of principal executive offices)





(626)
      407-2618


Issuer's
      telephone number





Check
      whether the registrant (1) filed all documents and reports required to be filed
      by Section 13 or 15(d) of the Exchange Act during the past 12 months (or such
      shorter period that the registrant was required to file such reports) and (2)
      has been subject to such filing requirements for the past 90 days Yes x No o




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









**APPLICABLE
      ONLY TO ISSUERS INVOLVED IN BANKRUPTCY**


**PROCEEDINGS
      DURING THE PRECEDING FIVE YEARS**





Check
      whether the registrant filed all documents and reports required to be filed
      by
      Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
      under a plan confirmed by a court. Yes o No o





**APPLICABLE
      ONLY TO CORPORATE ISSUERS**





State
      the
      number of shares outstanding of each of the issuer's classes of common equity,
      as of the latest practicable date: 5,785,090 shares as of November 08,
      2007.





Transitional
      Small Business Disclosure Format (Check one): Yes o No x




2
 
 EXPLANATORY
          NOTE
 Subsequent
            to
            the filing of the Form 10-QSB of the Company for the period ended June
            30, 2007,
            the Company completed its spin-off as a former subsidiary of Magnum D’Or
            Resources, Inc. (“Magnum”) on September 20, 2007, the Company: (i) cancelled the
            100,000 shares of common stock of the Company previously owned by Magnum
            and
            issued 5,785,090 shares of the Company’s common stock to the shareholders of
            record of Magnum as of January 23, 2007.  As a result, the Company has
            amended the cover page of this Form 10-QSB/A to reflect 5,785,090 outstanding
            shares of the Company’s common stock as of the latest practicable
            date.






**SUNRISE
      MINING CORPORATION**





**INDEX**


PART
                  I: FINANCIAL INFORMATIONItem
                  1: Financial Statements:Condensed
                  Consolidated Balance Sheet as of June 30, 2007 (unaudited)
              
              
              4Condensed
                  Consolidated Statements of Operations for the three and nine months
                  ended
                  June 30, 2007 and 2006, and from inception to June 30, 2007
                  (unaudited)
              
              
              5Condensed
                  Consolidated Statements of Cash Flows for the nine months ended
                  June 30,
                  2007 and 2006 and from inception to June 30, 2007
                  (unaudited)
              
              
              6Condensed
                  Notes to the Condensed Consolidated Financial Statements
                  (unaudited)
              
              
              7Item
                  2 Management's Discussion and Analysis or Plan of
                  Operations
              
              
              12Item
                  3 Controls and Procedures
              
              
              13PART
                  II OTHER INFORMATIONItem
                  1 Legal Proceedings
              
              
              14Item
                  2 Unregistered Sales of Equity Securities and Use of
                  Proceeds
              
              
              14Item
                  3 Defaults upon Senior Securities
              
              
              14Item
                  4 Submission of Matters to a Vote of Security Holders
              
              
              14Item
                  5 Other Information
              
              
              14Item
                  6 Exhibits and Reports on Form 8-K
              
              
              14Signatures
              
              
              15




3




**PART
      I. FINANCIAL INFORMATION**





**ITEM
      1. UNAUDITED FINANCIAL STATEMENTS**





**SUNRISE
                MINING CORPORATION****(A
                MINING EXPLORATION COMPANY)****CONDENSED
                CONSOLIDATED BALANCE SHEET****AS
                OF JUNE 30, 2007 (Unaudited)**


June
                  30,2007**ASSETS:****Current
                  assets:**Cash
              
              
              -Total
                  current assets
              
              
              -**TOTAL
                  ASSETS**
              
              $
              -**LIABILITIES
                  AND STOCKHOLDERS' DEFICIT:****Current
                  liabilities:**Accounts
                  payable
              
              $
              31,643Advance
                  from company officers
              
              
              37,624Total
                  current liabilities
              
              
              69,267**TOTAL
                  LIABILITIES**
              
              
              69,267**Stockholders'
                  Deficit:**Preferred
                  Stock, $.0001 par value; 10,000,000 shares authorized, 10,000,000
                  issued
                  and outstanding at June 30, 2007
              
              
              10,000Common
                  Stock, $.001 par value; 190,000,000 shares authorized, 100,000
                  issued and
                  outstanding at June 30, 2007
              
              
              100Additional
                  paid-in capital
              
              
              35,364Accumulated
                  deficit
              
              
              (114,731
              )Total
                  Stockholders' Deficit
              
              
              (69,267
              )**TOTAL
                  LIABILITIES AND STOCKHOLDERS' DEFICIT**
              
              $
              -




**The
      accompanying notes are an integral part of these financial
      statements.**


4




**SUNRISE
                MINING CORPORATION****(A
                MINING EXPLORATION COMPANY)****CONDENSED
                CONSOLIDATED STATEMENTS OF OPERATIONS****AS
                OF JUNE 30, 2007 (Unaudited)**





Three
                  Months Ended June 30,
              
              Nine
                  Months Ended June 30,
              
              October
                  25, 2005 (Inception) to June 30,2007
              
              2006
              
              2007
              
              2006
              
              2007**Revenue:****Total
                  Revenue**
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -**Expenses:**Exploration
                  costs
              
              
              -
              
              
              -
              
              
              19,407
              
              
              1,956
              
              
              37,426General
                  and administrative expenses
              
              
              24,764
              
              
              18,130
              
              
              49,860
              
              
              24,183
              
              
              77,305**Total
                  Operating Expenses**
              
              
              24,764
              
              
              18,130
              
              
              69,267
              
              
              26,139
              
              
              114,731**Net
                  Loss**
              
              $
              (24,764
              )
              $
              (18,130
              )
              $
              (69,267
              )
              $
              (26,139
              )
              $
              (114,731
              )**Net
                  Income(Loss) per Common Share - Basic and Diluted**
              
              $
              (0.25
              )
              $
              (0.18
              )
              $
              (0.69
              )
              $
              (0.26
              )**Per
                  Share Information:**Weighted
                  Average Number of Common StockShares
                  Outstanding - Basic and Diluted
              
              
              100,000
              
              
              100,000
              
              
              100,000
              
              
              100,000




**The
      accompanying notes are an integral part of these financial
      statements.**


5




**SUNRISE
                MINING CORPORATION****(A
                MINING EXPLORATION COMPANY)****CONDENSED
                CONSOLIDATED STATEMENTS OF CASH FLOWS****AS
                OF JUNE 30, 2007 (Unaudited)**




October
                25, 2005Nine
                Months Ended
            
            (Inception)
                toMarch
                31
            
            June
                30,2007
            
            2006
            
            2007**Cash
                Flows from Operating Activities:**Net
                Loss
            
            $
            (69,267
            )
            $
            (26,139
            )
            $
            (114,731
            )Adjustments
                to reconcile net loss to net cash used in operating
                activities:Stocks
                issued for services and compensation
            
            
            -
            
            
            -Deprecation
            
            
            -
            
            
            -
            
            
            -(Increase)
                decrease in prepaid expenses
            
            
            -
            
            
            -
            
            
            -Increase
                (decrease) in accounts payable
            
            
            31,643
            
            
            -
            
            
            31,643Net
                Cash Flows Used by Operations
            
            
            (37,624
            )
            
            (26,139
            )
            
            (83,088
            )**Cash
                Flows from Investing Activities:**Disposal
                of fixed assets
            
            
            **-**
            
            
            -
            
            
            -Purchase
                of assets
            
            
            -
            
            
            -
            
            
            -Net
                Cash Flows Used for Investing Activities
            
            
            -
            
            
            -
            
            
            -**Cash
                Flows from Financing Activities:**Stocks
                issued for services and expenses
            
            
            -
            
            
            26,139
            
            
            45,464Advance
                from company officer
            
            
            37,624
            
            
            -
            
            
            37,624Proceeds
                from notes payable
            
            
            -
            
            
            -
            
            
            -Net
                Cash Flows Provided by Financing Activities
            
            
            37,624
            
            
            26,139
            
            
            83,088Net
                Increase (Decrease) in Cash
            
            
            -
            
            
            -
            
            
            -**Cash
                and cash equivalents - Beginning of period**
            
            
            **-**
            
            
            -
            
            
            -**Cash
                and cash equivalents - End of period**
            
            $
            -
            
            $
            -
            
            $
            -**SUPPLEMENTARY
                INFORMATION**Interest
                Paid
            
            $
            -
            
            $
            -
            
            $
            -Taxes
                Paid
            
            $
            -
            
            $
            -
            
            $
            -




**The
      accompanying notes are an integral part of these financial
      statements.**




6




**SUNRISE
      MINING CORPORATION**


**(A
      Mining Exploration Company)**


**Notes
      To Condensed Consolidated Financial Statements**





**June
      30, 2007**


**(Unaudited)**





**Note
      1 - General**





**Inclusion
      of Unaudited Financial Information**





The
      unaudited financial statements included herein have been prepared in accordance
      with generally accepted accounting principles for interim financial statements
      and with Regulation S-X. Accordingly, they do not include all of the information
      and footnotes required by generally accepted accounting principles for complete
      financial statements. In the opinion of management, all adjustments (consisting
      of normal recurring accruals) considered necessary for a fair presentation
      have
      been included. The results of operations for the three months and nine months
      ended June 30, 2007 are not necessarily indicative of the results expected
      for
      the full year. The accompanying condensed financial statements should be read
      in
      conjunction with the audited financial statements at September 30, 2006 included
      in the Company annual report.





**Nature
      of Business**





Sunrise
      Mining Corporation (the "Company") was incorporated on October 25, 2005 under
      the laws of the State of Nevada. The Company is a mining resource company
      focused on the exploration and advancement of premium base and precious metal
      assets, primarily in Mongolia. Currently, the Company has two properties in
      Mongolia whereon it has options to earn 100% of the mineral rights and to
      purchase the royalties outright. These two properties were transferred to the
      Company from its parent, Magnum D’Or Resources Inc., in October 2005.





During
      December 2006, the parent of Sunrise formed Oriental Magnum, Inc. (“Oriental”)
      in Mongolia. Subsequent to Oriental’s incorporation, the parent of Sunrise
      transferred the titles for both the Khul Morit license and the Shandi license
      to
      the name of Oriental in January 2007.





The
      Company's fiscal year end is September 30.





**Note
      2 - Summary of Significant Accounting Policies:**


**Basis
        of Presentation - Mining Exploration Company**




The
      Company has not earned any revenue from limited principal operations. Accordingly,
      the Company's activities have been accounted for as those of an "Exploration
      Stage Enterprise" as set forth in Financial Accounting Standards Board Statement
      No. 7 ("SFAS 7"). Among
      the
      disclosures required by SFAS 7 are that the Company's financial statements
      be
      identified as those of a mining exploration company, and that the statements
      of
      operations, stockholders' equity (deficit) and cash flows disclose activity
      since the date of the Company's inception.





**Basis
      of Accounting**





The
      accompanying financial statements have been prepared on the accrual basis of
      accounting in accordance with accounting principles generally accepted in the
      United States. Significant accounting principles followed by the Company and
      the
      methods of applying those principles, which materially affect the determination
      of financial position and cash flows are summarized below.





**Foreign
      Currency Adjustments**





The
      Company's functional currency for all operations worldwide is the U.S. dollar.
      Non-monetary assets and liabilities are translated at historical rates and
      monetary assets and liabilities are translated at exchange rates in effect
      at
      the end of the year. Income statement accounts are translated at average rates
      for the year. Gains and losses from translation of foreign currency financial
      statements into U.S. dollars are included in current results of operations.
      Gains and losses resulting from foreign currency transactions are also included
      in current results of operations.





**Estimates**





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States requires management to make estimates
      and assumptions that affect certain reported amounts and disclosures.
      Accordingly, actual results could differ from those estimates.





7


**Cash
      and Cash Equivalents**





For
      purposes of the statement of cash flows, the Company considered all cash and
      other highly liquid investments with initial maturities of three months or
      less
      to be cash equivalents.





**Mining
      Exploration Costs**





In
      accordance with the views expressed by the U.S. Securities and Exchange
      Commission in "Current Accounting and Disclosure Issues in the Extractive
      Industry", the Company expenses mining exploration costs as they are incurred.





**Income
      Taxes**





The
      Company accounts for income taxes under SFAS No. 109, which requires the asset
      and liability approach to accounting for income taxes. Under this method,
      deferred tax assets and liabilities are measured based on differences between
      financial reporting and tax bases of assets and liabilities measured using
      enacted tax rates and laws that are expected to be in effect when differences
      are expected to reverse





**Net
      Earning (Loss) Per Share**





Basic
      and
      diluted net loss per share information is presented under the requirements
      of
      SFAS No. 128, Earnings per Share. Basic net loss per share is computed by
      dividing net loss by the weighted average number of shares of common stock
      outstanding for the period, less shares subject to repurchase. Diluted net
      loss
      per share reflects the potential dilution of securities by adding other common
      stock equivalents, including stock options, shares subject to repurchase,
      warrants and convertible preferred stock, in the weighted-average number of
      common shares outstanding for a period, if dilutive. All potentially dilutive
      securities have been excluded from the computation, as their effect would be
      anti-dilutive.





**Fair
      Value of Financial Instruments**





The
      carrying amount of accounts payable and accrued charges is considered to be
      representative of its fair value because of the short-term nature of this
      financial instrument.





**Recently
      Issued Accounting Standards**





In
      February 2006, the FASB issued Statement No. 155, *“Accounting
      for Certain Hybrid Financial Instruments”* (“SFAS No. 155”),
      which amends FASB Statements No. 133 and 140. This Statement permits fair
      value re-measurement for any hybrid financial instrument containing an embedded
      derivative that would otherwise require bifurcation, and broadens a Qualified
      Special Purpose Entity’s (“QSPE”) permitted holdings to include passive
      derivative financial instruments that pertain to other derivative financial
      instruments. This Statement is effective for all financial instruments acquired,
      issued or subject to a re-measurement event occurring after the beginning of
      an
      entity’s first fiscal year beginning after September 15, 2006. This
      Statement has no current applicability to the Company’s financial statements.





In
      March
      2006, the FASB issued Statement No. 156, *“Accounting
      for Servicing of Financial Assets - an amendment of FASB Statement No. 140”* (“SFAS No. 156”).
      This Statement is effective for fiscal years beginning after September 15,
      2006. This Statement requires that all separately recognized servicing assets
      and servicing liabilities be initially measured at fair value, if practicable.
      This Statement has no current applicability to the Company’s financial
      statements.





In
      June
      2006, the FASB issued Interpretation 48, *“Accounting
      for Uncertainty in Income Taxes”* (“FIN 48”),
      an interpretation of FASB Statement No. 109, *“Accounting
      for Income Taxes.”* FIN 48
      clarifies the accounting and reporting for income taxes where interpretation
      of
      the law is uncertain. FIN 48 prescribes a comprehensive model for the
      financial statement recognition, measurement, presentation and disclosure of
      income tax uncertainties with respect to positions taken or expected to be
      taken
      in income tax returns. FIN 48 is effective for fiscal years beginning after
      December 15, 2006. Adoption of FIN
      48 is not expected to have any impact on Sunrise’s financial position,
      results of operations, or cash flows.





In
      September 2006, the FASB issued Statement No. 157, *“Fair
      Value Measurements”* (“SFAS No. 157”).
      SFAS No. 157 addresses how companies should measure fair value when
      they are required to use a fair value measure for recognition or disclosure
      purposes under GAAP. SFAS No. 157 defines fair value, establishes a
      framework for measuring fair value and expands disclosures about fair value
      measurements. SFAS No. 157 is effective for fiscal years beginning
      after November 15, 2007, with earlier adoption permitted. Management is
      assessing the impact of the adoption of this Statement.





8


In
      September 2006, the FASB issued Statement No. 158, *“Employers’
      Accounting for Defined Benefit Pension and Other Postretirement Plans”* (“SFAS No. 158”),
      an amendment of FASB Statements No. 87, 88, 106 and 132(R).
      SFAS No. 158 requires (a) recognition of the funded status
      (measured as the difference between the fair value of the plan assets and the
      benefit obligation) of a benefit plan as an asset or liability in the employer’s
      statement of financial position, (b) measurement of the funded status as of
      the employer’s fiscal year-end with limited exceptions, and (c) recognition
      of changes in the funded status in the year in which the changes occur through
      comprehensive income. The requirement to recognize the funded status of a
      benefit plan and the disclosure requirements are effective as of the end of
      the
      fiscal year ending after December 15, 2006. The requirement to measure the
      plan assets and benefit obligations as of the date of the employer’s fiscal
      year-end statement of financial position is effective for fiscal years ending
      after December 15, 2008. This Statement has no current applicability to the
      Company’s financial statements.





In
      September 2006, the Securities Exchange Commission issued Staff Accounting
      Bulletin No. 108 (“SAB No. 108”). SAB No. 108
      addresses how the effects of prior year uncorrected misstatements should be
      considered when quantifying misstatements in current year financial statements.
      SAB No. 108 requires companies to quantify misstatements using a
      balance sheet and income statement approach and to evaluate whether either
      approach results in quantifying an error that is material in light of relevant
      quantitative and qualitative factors. When the effect of initial adoption is
      material, companies will record the effect as a cumulative effect adjustment
      to
      beginning of year retained earnings and disclose the nature and amount of each
      individual error being corrected in the cumulative adjustment.
      SAB No. 108 became effective beginning October 1, 2006, and its
      adoption had no material impact on the Company’s financial position, results of
      operations, or cash flows.





**Going
      Concern**





As
      shown
      in the accompanying financial statements, the Company has incurred recurring
      losses from operations, and as of June 30, 2007, the Company's net loss is
      $69,267. The Company also has a $69,267 working capital deficit as of June
      30,
      2007. These factors raise substantial doubt about the Company's ability to
      continue as a going concern. The ability to continue as a going concern will
      be
      dependant upon management or outside funding. The accompanying financial
      statements do not include any adjustments that might be necessary if the Company
      is unable to continue as a going concern.





**Note
      3 - Income Taxes**





There
      has
      been no provision for U.S. federal, state, or foreign income taxes for any
      period because the Company has incurred losses from inception.





At
      June
      30, 2007, the Company had US net operating loss carryforwards of approximately
      $69,267 for federal income tax purposes.





Deferred
      tax assets and liabilities are comprised of the following as of June 30, 2007:


Deferred
                  income tax assets:Tax
                    effect of net operating loss carryforward
              
              $
              39,000Valuation
                  allowance
              
              
              (39,000
              )Net
                  deferred tax asset
              
              $
              -





Realization
      of deferred tax assets is dependent upon future earnings, if any, the timing
      and
      amount of which are uncertain. Accordingly, the net deferred tax assets have
      been fully offset by a valuation allowance. As of June 30, 2007, the Company
      had
      net operating loss carryforward of approximately $69,267 for federal and state
      income tax purposes. These carry forwards, if not utilized to offset taxable
      income will expire in 2026. Utilization of the net operating loss may be subject
      to substantial annual limitation due to the ownership change limitations
      provided by the Internal Revenue Code and similar state provisions. The annual
      limitation could result in the expiration of the net operating loss before
      utilization.





A
      reconciliation of the difference between the expected tax benefit at the U.S.
      federal statutory rate and the Company's of effective tax benefit for the period
      ended June 30, 2007




Expected
                  benefit
            
            $
            23,551(23,551
            )Less
                increase in vacation allowance
            
            $
            -





9


**Note
      4 - Share Capital**





In
      October 2005, the Company issued 100,000 shares of common stock to Magnum D’Or
      Resources Inc., its parent company in exchange for the assignment of the
      Magnum’s leases, certain costs and expenses incurred and paid by Magnum on its
      behalf and its spin-off from its parent to act as a separate entity. These
      shares will be cancelled upon the spin-off of Sunrise.





On
      September 27, 2006, the Company amended its Article of Incorporation to increase
      its total authorized shares of stock from ten million (10,000,000) to two
      hundred million (200,000,000), par value at ($.001) per share divided into
      two
      (2) classes of stock as follows:





(A)
      Non-assessable Common Stock: One Hundred Ninety Million (190,000,000) shares
      of
      Common Stock, par value One Mill ($0.001) per share and





(B)
      Preferred Stock: Ten Million (10,000,000) shares of Preferred Stock, par value
      One Mill ($0.001) per share.





The
      Common shares of Sunrise Mining Corporation shall have one (1) vote per share.
      The Preferred shares of Sunrise Mining Corporation shall have twenty (20) votes
      per share. The Preferred shares are not convertible into common shares and
      have
      no preferred dividends.


On
          January 15, 2007, Sunrise issued 10,000,000 shares of its Preferred Stock
          to Magnum D'OR Resources Inc, who in turn transferred these shares to former
          Magnum preferred shareholder ("Sunrise Lighting Holdings
          Limited") at the date it was spun off from Magnum.




**Note
      5 - Related Party Transactions**





During
      the nine month period ended June 30, 2007, Mr. Xuguang Sun and Mr. Shaojun
      Sun,
      current directors and officers of the Company, have advanced $37,624 to pay
      all
      expenses charged by professionals and costs incurred to change the titles of
      the
      Khul Morit and Shandi licenses back to the name of Oriental Magnum Inc, a wholly
      owned subsidiary of the Company. These advances are unsecured, non-interest
      bearing and have no fixed terms of repayment.





**Note
      6 - Other Commitments**





On
      December 7, 2006, the Company retained the services of Gobi Exploration LLC
      for
      the re-logging of all cores and necessary research work in porphyry-copper-gold
      systems with the assistance of additional experienced geologists. The Company
      has received a comprehensive report on what has been discovered at Khul Morit
      property, what is the possible mineralization model there and the recommendation
      for the next stage of exploration. The cost for this work was $5,000.





**Note
      7 - New Mineral Laws in Mongolia**





In
      April
      2006, there were some mass protests against the Mongolian government’s granting
      of mineral concessions to North American firms, and the Mongolian government
      has
      amended the mineral laws by imposing the “Winfall profits” tax on mining and
      increasing the license maintenance fees.





**"Windfall
      profits" tax**





The
      Mongolian state on May 12, 2006, imposed what it is called a "windfall profits"
      tax on mining carried out in that country. The law constitutes a 68% tax on
      profits from mineral sales when the copper and gold price are above US$1.18
      per
      pound and US$500 per ounce respectively. The new tax has caused a lot of
      investor concerns and is destroying investment in Mongolia's mining
      industry





**Higher
      license maintenance fees**





The
      annual license fees and the license transfer fees in Mongolia have increased
      substantially during 2006. In addition, the new minerals law in Mongolia
      requires an exploration license holder to expend at least $.50 per hectare
      annually in exploration expenses in order to renew a mining exploration license.





The
      new
      mineral laws, effective in August 2006, also required any exploration or mining
      license that was under an individual name be changed to the name of a company
      within 6 months.





The
      recent political and mining law changes in Mongolia have made future mining
      operations less profitable.





10


**Note
      8 - Spin-Off of Mining Operations**





On
      December 19, 2006, the parent of Sunrise Mining Corporation approved the
      spin-off of its mining operations. This spin-off had not taken place as of
      June
      30, 2007.





**Note
      9 - Changes of Exploration Licenses**





In
      January 29, 2007, the Company changed the Khul Morit Exploration License from
      its former license holder (“Khulan Choilon”) to the name of Oriental Magnum
      Inc., a wholly owned subsidiary of the Company.





In
      January 29, 2007, the Company changed the Shandi Exploration License from its
      former license holder (“Timursukh Oidov”) to the name of Oriental Magnum Inc., a
      newly formed wholly owned subsidiary of the Company.





11


**Item
      2. Management's Discussion and Analysis of Financial Condition or Results of
      Operations**




**Forward-looking
      Information**




This
      quarterly report contains forward-looking statements. For this purpose, any
      statements contained herein that are not statements of historical fact may
      be
      deemed to be forward-looking statements. These statements relate to future
      events or to our future financial performance. In some cases, you can identify
      forward-looking statements by terminology such as "may," "will," "should,"
      "expects," "plans," "anticipates," "believes," "estimates," "predicts,"
      "potential" or "continue" or the negative of such terms or other comparable
      terminology. These statements are only predictions. Actual events or results
      may
      differ materially. There are a number of factors that could cause our actual
      results to differ materially from those indicated by such forward-looking
      statements.




Although
      we believe that the expectations reflected in the forward-looking statements
      are
      reasonable, we cannot guarantee future results, levels of activity, performance,
      or achievements. Moreover, we do not assume responsibility for the accuracy
      and
      completeness of such forward-looking statements. We are under no duty to update
      any of the forward-looking statements after the date of this report to conform
      such statements to actual results.




**General**





The
      following discussion and analysis summarizes the results of operations of
      Sunrise Mining Corporation, Inc. (the "Sunrise" or "we").





Sunrise
      is a mining exploration company that currently holds two properties in Mongolia.
      Sunrise currently focuses its resources primarily on the development and
      financing of its two Mongolian properties. At present, none of its properties
      are in production and, consequently, it has no current operating
      income




**Overview**





Sunrise
      owns a 100% ownership interest in a prospective copper/gold mining property
      called the Khul Morit property (Exploration License No. 6283x) located in south
      central Mongolia that consists of approximately 494 hectares.





Sunrise
      also owns a 100% ownership interest in another prospective copper-gold mining
      property called the Shandi property (Exploration License No. 10528) located
      in
      southeastern Mongolia.





Political
      Environment





In
      April
      2006, there were mass protests against the Mongolian government’s granting of
      mineral concessions to North American firms, and the Mongolian government has
      amended its mining laws. The political situation in Mongolia had once
      deteriorated to the point that management believed that it would be better
      for
      us to hold onto our mining investments until everything was clear. The political
      environment in Mongolia has improved recently, and management of Sunrise is
      considering whether or not to proceed with its exploration program on the Khul
      Morit property.





"Windfall
      profits" tax





The
      Mongolian government, on May 12, 2006, imposed what it is called a "windfall
      profits" tax on mining carried out in that country. The law constitutes a 68%
      tax on profits from mineral sales when copper and gold price are above US$1.18
      per pound and US $500 per ounce, respectively. The new tax has caused
      significant investor concerns and is inhibiting investment in Mongolia's mining
      industry.





Given
      the
      recent political and mining law changes in Mongolia, we presently believe it
      would be in our best interests to ensure our investments in Mongolia are secure
      before a further exploration program can be carried on.





Any
      additional evaluation test drilling at the Kohl Morit property or at the Shandi
      property will require substantial capital expenditures to determine the scope
      of
      their copper and gold reserves and to evaluate their commercial viability.
      Sunrise does not have the necessary capital to conduct additional test drilling
      to fully evaluate these mining properties at this time. Management
      plans to raise funds and proceed with next phase exploration program on the
      Khul
      Morit property, however, there is no assurance that investment funds will be
      made available to Sunrise.




12


**Results
      of Operations**




**Comparison
      of the three months ended June 30, 2007 and 2006**




For
      the
      three month period ended June 30, 2007 compared to the three month period ended
      June 30, 2006, Sunrise had a net loss of $24,764 and $18,130, respectively,
      an
      increase of approximately 36.59%. This increase was mainly due to an increase
      in
      professional fees.




Mining
      exploration costs were $0 during the three month period ended June 30, 2007
      and
      the comparable period in 2006 because there was no exploration activity going
      on
      during those periods.




General
      and administrative expenses increased 36.59% to $24,764 during the three month
      period ended June 30, 2007 as compared to $18,130 for the comparable period
      in
      2006. This
      increase was mainly due to an increase in professional fees.




**Comparison
      of the nine months ended June 30, 2007 and 2006**




For
      the
      nine month period ended June 30, 2007 compared to the nine month period ended
      June 30, 2006, Sunrise had a net loss of $69,267 and $26,139, respectively,
      an
      increase of approximately 164.99%. This increase was mainly due to an increase
      in professional fees as well as costs incurred on transferring the Khul Morit
      and Shandi licenses to the name of Oriental Magnum Inc, a wholly owned
      subsidiary of the Company




Mining
      exploration costs increased to $19,407 during the nine month period ended June
      30, 2007 as compared to $1,956 for the comparable period in 2006. The $19,407
      exploration cost includes
      (1) fees charged by Gobi Exploration LLC for their re-logging and assaying
      of
      the Khul Morit cores, and their preparation of the Khul Morit exploration report
      written in Mongolian which was required by the Mongolia government; (2) fees
      and
      taxes paid to the Mongolia government for changing the titles of the Khul Morit
      and Shandi licenses to Oriental Magnum Inc.; (3) fees
      paid to Mr.
      Timursukh Oidov to acquire the remaining 40% ownership interest previously
      retained by him in the Shandi property .




General
      and administrative expenses increased 106.18% to $49,860 during the nine month
      period ended June 30, 2007 as compared to $24,183 for the comparable period
      in
      2006. The increase was due primarily to more fees charged by professionals
      and
      expenses on transferring the Khul Morit and Shandi licenses to the name of
      Oriental Magnum Inc, a wholly owned subsidiary of the Company.




**Liquidity
      and Capital Resources**




At
      June
      30, 2007, Sunrise had current assets of $0, working capital deficit of $69,267,
      and had $37,624 of net cash used by operations during the nine month period
      ended June 30, 2007.




Mr.
      Xuguang Sun and Mr. Shaojun Sun, current
      directors and officers of the Company, have advanced $37,624 to pay expenses
      for
      the spin-off of Sunrise Mining Corporation and costs incurred to change the
      titles of the Khul Morit and Shandi licenses to the name of Oriental Magnum
      Inc, a
      wholly
      owned subsidiary of the Company.




Sunrise
      must rely on corporate officers, directors and outside investors in order to
      meet its budget for further exploration. If Sunrise is unable to obtain
      financing from any of one of these aforementioned sources, Sunrise would not
      be
      able to complete the financial obligation regarding the exploration and
      development of its Mongolian properties or to continue as a going
      concern.





Management
      is currently looking for the capital to complete our corporate objectives.
      In
      addition, we may engage in joint mining activities with other companies. Sunrise
      cannot predict the extent to which its liquidity and capital resources will
      be
      diminished prior to the consummation of a business acquisition or whether its
      capital will be further depleted by its operating losses. Sunrise has not
      engaged in discussions concerning potential business combinations.





Limited
      commitments to provide additional funds have been made by management and other
      shareholders. We cannot provide any assurance that any additional funds will
      be
      made available on acceptable terms or at all.




**Item
      3. Controls and Procedures**




The
      Company’s Chief Executive Officer and Chief Financial Officer, after evaluating
      the effectiveness of the Company’s disclosure controls and procedures (as
      defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act
      of
      1934, as amended) as of June 30, 2007, have concluded that, as of June 30,
      2007
      (the “Evaluation Date”), the Company’s disclosure controls and procedures were
      effective to ensure the timely collection, evaluation, and disclosure of
      information relating to the Company that would potentially be subject to
      disclosure under the Securities Exchange Act of 1934, as amended, and the rules
      and regulations promulgated under that Act. There were no changes in the
      Company’s internal controls during the period or in other factors that could
      affect the internal controls subsequent to the Evaluation Date.




13


**PART
      II - OTHER INFORMATION**


**Item
      1 Legal Proceedings**




N/A




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




N/A





**Item
      3 Defaults Upon Senior Securities**





N/A




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





N/A




**Item
      5 Other Information**





N/A





**Item
      6 Exhibits**





Exhibit
      Number, Name and/or Identification of Exhibit




31.1
            Certification
                of the Chief Executive Officer pursuant to Section 302 of the
                Sarbanes-Oxley Act of 2002





31.2
            Certification
                of the Chief Financial Officer pursuant to Section 302 of the
                Sarbanes-Oxley Act of 2002





32.1
            Certification
                of the Chief Executive Officer pursuant to U.S.C. Section 1350 as
                adopted
                pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002





32.2
            Certification
                of the Chief Financial Officer pursuant to U.S.C. Section 1350 as
                adopted
                pursuant to Section 906 of the Sarbanes-Oxley Act of
                2002




14





**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.




November 08,
              2007
            Sunrise Mining CorporationBy:
            /s/ Xuguang
              SunXuguang
                Sun, Chief Executive Officer and
                President  15