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**UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION**
  Washington, D.C. 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 September 30, 2005

 ̈ Transition Report
  pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 
  For the transition period ___________ to ___________

Commission File Number 000-50033

MERRITT VENTURES CORP.(Exact name of small business issuer as specified in its charter)

|NEVADA                          | 91-2147049                          
|------------------------------- | ------------------------------------
|(State or other jurisdiction of | (I.R.S. Employer Identification No.)
|incorporation or organization)  |                                     

810 Peace Portal Drive, Suite 201 Blaine, Washington 98230(Address of principal executive offices)

(360) 332-1752(Issuer's telephone number)

NOT APPLICABLE(Former name, former address and former
fiscal year end, 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
  past 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: Yes x No  ̈

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

State the number of shares outstanding of each of the issuers
classes of common stock, as of the latest practicable date: 9,137,500 shares
of common stock issued and outstanding as of November 14, 2005.

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

1

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PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

2

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MERRITT VENTURES CORP.(An Exploration Stage Company)

FINANCIAL STATEMENTS

SEPTEMBER 30, 2005(Unaudited)
  (Stated in U.S. Dollars)

F-1

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MERRITT VENTURES CORP.(An Exploration Stage Company)

BALANCE SHEET(Unaudited)
  (Stated in U.S. Dollars)

|                                                    |   | SEPTEMBER 30 |   |   | DECEMBER
      31 |  
|--------------------------------------------------- | - | ------------ | - | - | ----------------- | -
|                                                    |   | 2005         |   |   | 2004              |  
|ASSETS                                              |   |              |   |   |                   |  
|                                                    |   |              |   |   |                   |  
|Current                                             |   |              |   |   |                   |  
|Cash                                                | $ | 72,954       |   | $ | 15                |  
|LIABILITIES                                         |   |              |   |   |                   |  
|                                                    |   |              |   |   |                   |  
|Current                                             |   |              |   |   |                   |  
|Accounts payable
      and accrued liabilities      | $ | 86,956       |   | $ | 80,139            |  
|                                                    |   |              |   |   |                   |  
|STOCKHOLDERS DEFICIENCY                            |   |              |   |   |                   |  
|                                                    |   |              |   |   |                   |  
|Share Capital                                       |   |              |   |   |                   |  
|Authorized:                                         |   |              |   |   |                   |  
|100,000,000 common voting stock with a par value of |   |              |   |   |                   |  
|$0.001 per share                                    |   |              |   |   |                   |  
|                                                    |   |              |   |   |                   |  
|Issued:                                             |   |              |   |   |                   |  
|8,337,500 common shares (December 31, 2004          |   |              |   |   |                   |  
|7,437,500 common shares)                            |   | 8,338        |   |   | 7,438             |  
|                                                    |   |              |   |   |                   |  
|Additional paid-in capital                          |   | 150,412      |   |   | 61,312            |  
|                                                    |   |              |   |   |                   |  
|Deficit Accumulated During The Exploration Stage    |   | (172,752     | ) |   | (148,874          | )
|                                                    |   | (14,002      | ) |   | (80,124           | )
|                                                    | $ | 72,954       |   | $ | 15                |  

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

F-2

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MERRITT VENTURES CORP.(An Exploration Stage Company)

STATEMENT OF OPERATIONS(Unaudited)
  (Stated in U.S. Dollars)

CUMULATIVEINCEPTIONFEBRUARY 20THREE MONTHS ENDED
      
      
      NINE MONTHS ENDED
      
      
      2001 TOSEPTEMBERSEPTEMBER 30
      
      
      SEPTEMBER 30
      
      
      302005
      
      
      2004
      
      
      2005
      
      
      2004
      
      
      2005Revenue
      $
      -
      
      $
      -
      
      $
      -
      
      $
      -
      
      $
      -ExpensesAdministrativefees
      
      600
      
      
      1,500
      
      
      900
      
      
      4,500
      
      
      19,468Explorationexpenses
      
      500
      
      
      -
      
      
      500
      
      
      -
      
      
      8,356Mineral propertyand optionpayments
      
      -
      
      
      -
      
      
      -
      
      
      -
      
      
      8,000Office and sundry
      
      144
      
      
      29
      
      
      196
      
      
      244
      
      
      3,569Professional fees
      
      9,893
      
      
      9,320
      
      
      17,850
      
      
      21,608
      
      
      115,628Regulatory fees
      
      25
      
      
      900
      
      
      2,082
      
      
      900
      
      
      5,231Rent
      
      2,050
      
      
      750
      
      
      2,350
      
      
      2,250
      
      
      12,50013,212
      
      
      12,499
      
      
      23,878
      
      
      29,502
      
      
      172,752Net Loss For ThePeriod
      $
      (13,212
      )
      $
      (12,499
      )
      $
      (23,878
      )
      $
      (29,502
      )
      $
      (172,752
      )Basic And DilutedLoss Per Share
      $
      0.00
      
      $
      0.00
      
      $
      0.00
      
      $
      0.00Weighted Average**Number
        Of Shares****Outstanding**
      
      7,447,500
      
      
      7,437,500
      
      
      7,440,833
      
      
      7,437,500


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

F-3

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MERRITT VENTURES CORP.(An Exploration Stage Company)

STATEMENTS OF CASH FLOWS(Unaudited)
  (Stated in U.S. Dollars)

|                                                 |   |                   |   |   |           |   |   | CUMULATIVE  |  
|------------------------------------------------ | - | ----------------- | - | - | --------- | - | - | ----------- | -
|                                                 |   |                   |   |   |           |   |   | INCEPTION   |  
|                                                 |   |                   |   |   |           |   |   | FEBRUARY 20 |  
|                                                 |   | NINE MONTHS ENDED |   |   | 2001 TO   |  
|                                                 |   | SEPTEMBER 30      |   |   | SEPTEMBER |  
|                                                 |   |                   |   |   |           |   |   | 30          |  
|                                                 |   | 2005              |   |   | 2004      |   |   | 2005        |  
|                                                 |   |                   |   |   |           |   |   |             |  
|Operating Activities                             |   |                   |   |   |           |   |   |             |  
|Net loss for the
      period                    | $ | (23,878           | ) | $ | (29,502   | ) | $ | (172,752    | )
|                                                 |   |                   |   |   |           |   |   |             |  
|Changes in non-cash
      working capital items: |   |                   |   |   |           |   |   |             |  
|Accounts
      payable and accrued liabilities   |   | 6,817             |   |   | 28,652    |   |   | 86,956      |  
|                                                 |   | (17,061           | ) |   | (850      | ) |   | (85,796     | )
|                                                 |   |                   |   |   |           |   |   |             |  
|Financing Activities                             |   |                   |   |   |           |   |   |             |  
|Issuance of common stock                         |   | 90,000            |   |   |           |   |   | 158,750     |  
|                                                 |   |                   |   |   |           |   |   |             |  
|Increase (Decrease) In Cash                      |   | 72,939            |   |   | (850      | ) |   | 72,954      |  
|                                                 |   |                   |   |   |           |   |   |             |  
|Cash, Beginning Of Period                        |   | 15                |   |   | 945       |   |   | -           |  
|                                                 |   |                   |   |   |           |   |   |             |  
|Cash, End Of Period                              | $ | 72,954            |   | $ | 95        |   | $ | 72,954      |  
|                                                 |   |                   |   |   |           |   |   |             |  
|                                                 |   |                   |   |   |           |   |   |             |  
|Supplemental Disclosure Of Cash Flow             |   |                   |   |   |           |   |   |             |  
|Information                                      |   |                   |   |   |           |   |   |             |  
|Interest paid                                    | $ | -                 |   | $ | -         |   | $ | -           |  
|Income taxes paid                                |   | -                 |   |   | -         |   |   | -           |  

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

F-4

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MERRITT VENTURES CORP.(An Exploration Stage Company)

STATEMENT OF STOCKHOLDERS EQUITY (DEFICIENCY)

PERIOD FROM INCEPTION, FEBRUARY 20, 2001, TO SEPTEMBER 30,
  2005(Unaudited)
  (Stated in U.S. Dollars)

DEFICITCOMMON STOCK
      
      
      ACCUMULATEDADDITIONAL
      
      
      DURING THEPAID-IN
      
      
      EXPLORATIONSHARES
      
      
      AMOUNT
      
      
      CAPITAL
      
      
      STAGE
      
      
      TOTALBalance, February 20,2001 (Date ofincorporation)
      
      -
      
      $
      -
      
      $
      -
      
      $
      -
      
      $
      -Shares issued for cash at$0.001
      
      5,000,000
      
      
      5,000
      
      
      -
      
      
      -
      
      
      5,000Shares issued for cash at$0.01
      
      2,000,000
      
      
      2,000
      
      
      18,000
      
      
      -
      
      
      20,000Shares issued for cash at$0.10
      
      437,500
      
      
      438
      
      
      43,312
      
      
      -
      
      
      43,750Net loss for the period
      
      -
      
      
      -
      
      
      -
      
      
      (16,045
      )
      
      (16,045
      )Balance, December 31,2001
      
      7,437,500
      
      
      7,438
      
      
      61,312
      
      
      (16,045
      )
      
      52,705Net loss for the year
      
      -
      
      
      -
      
      
      -
      
      
      (49,313
      )
      
      (49,313
      )Balance, December 31,2002
      
      7,437,500
      
      
      7,438
      
      
      61,312
      
      
      (65,358
      )
      
      3,392Net loss for the year
      
      -
      
      
      -
      
      
      -
      
      
      (32,516
      )
      
      (32,516
      )Balance, December 31,2003
      
      7,437,500
      
      
      7,438
      
      
      61,312
      
      
      (97,874
      )
      
      (29,124
      )Net loss for the year
      
      -
      
      
      -
      
      
      -
      
      
      (51,000
      )
      
      (51,000
      )Balance, December 31,2004
      
      7,437,500
      
      
      7,438
      
      
      61,312
      
      
      (148,874
      )
      
      (80,124
      )Shares issued for cash at$0.10
      
      900,000
      
      
      900
      
      
      89,100
      
      
      -
      
      
      90,000Net loss for the period
      
      -
      
      
      -
      
      
      -
      
      
      (23,878
      )
      
      (23,878
      )Balance, September30, 2005
      
      8,337,500
      
      $
      8,338
      
      $
      150,412
      
      $
      (172,752
      )
      $
      (14,002
      )


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

F-5

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MERRITT VENTURES CORP.(An Exploration Stage Company)

NOTES TO FINANCIAL STATEMENTS
  SEPTEMBER 30, 2005(Unaudited)
  (Stated in U.S. Dollars)

|1. | BASIS OF PRESENTATION                                                                                                                                                                                                 
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                       
|   | a)                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                       
|   | b)                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                       
|2. | MINERAL EXPLORATION PROPERTY                                                                                                                                                                                          
|   |                                                                                                                                                                                                                       
|   | The Company owns a 100% interest in one mineral
        claim located in the Yellow Pine Mining District in Clark County, Nevada,
        known as the Ireland 1 Claim, for a total consideration of
        $6,000.

F-6

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MERRITT VENTURES CORP.(An Exploration Stage Company)

NOTES TO FINANCIAL STATEMENTS
  SEPTEMBER 30, 2005(Unaudited)
  (Stated in U.S. Dollars)

|3. | SHARE CAPITAL                                                                                                                                                                                                                                                                             
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                           
|   | On September 15, 2005, the Company increased its private
        placement offering to 1,000,000 shares at $0.10 per share from 500,000
        shares, previously approved in November 2004.                                                                                             
|   |                                                                                                                                                                                                                                                                                           
|   | On September 30, 2005, the Company issued 900,000 common
        shares at a price of $0.10 per share for total proceeds of $90,000.                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                           
|   | Subsequent to September 30, 2005, the Company increased
        the private placement offering to a total of 1,750,000 shares at $0.10
        per share and issued an additional 800,000 shares to close the offering
        with a total of 1,700,000 shares issued at $0.10 per share.

F-7

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

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS

Certain statements contained in this Form 10-QSB constitute
"forward-looking statements". These statements, identified by words such as
plan, "anticipate," "believe," "estimate," "should," "expect" and similar
expressions include our expectations and objectives regarding our future
financial position, operating results and business strategy. These statements
reflect the current views of management with respect to future events and are
subject to risks, uncertainties and other factors that may cause our actual
results, performance or achievements, or industry results, to be materially
different from those described in the forward-looking statements. Such risks and
uncertainties include those set forth under this Item 2. "Management's
Discussion and Analysis or Plan of Operation" and elsewhere in this Form 10-QSB.
We do not intend to update the forward-looking information to reflect actual
results or changes in the factors affecting such forward-looking information. We
advise you to carefully review the reports and documents we file from time to
time with the Securities and Exchange Commission (the SEC), particularly our
annual reports on Form 10-KSB, our quarterly reports on Form 10-QSB and our
current reports on Form 8-K.

As used in this Quarterly Report, the terms "we", "us", "our",
Company and Merritt mean Merritt Ventures Corp. unless otherwise indicated.
All dollar amounts in this Quarterly Report are in U.S. dollars unless otherwise
stated.

INTRODUCTION

The following discussion and analysis summarizes our plan of
operation for the next 12 months, our results of operations for the nine months
ended September 30, 2005 and changes in our financial condition from December
31, 2004. This discussion should be read in conjunction with the Managements
Discussion and Analysis or Plan of Operation included in our Annual Report on
Form 10-KSB for the year ended December 31, 2004.

We were incorporated on February 20, 2001 under the laws of the
State of Nevada. We are an exploration stage company engaged in the acquisition,
exploration and development of mineral properties.

In November, 2004, we acquired a 100% interest in a mineral
claim located in the Yellow Pine Mining District in Clark County, Nevada that we
refer to as the Ireland Claim. Our plan of operation for the next twelve months
primarily involves conducting preliminary exploration and development work on
this property in order to ascertain whether it possess commercially exploitable
mineral deposits. To date, no commercially viable mineral deposits have been
identified on the Ireland Claim and there is no assurance that any commercially
viable mineral deposits exist on the property.

PLAN OF OPERATION

Our proposed exploration program for the Ireland Claim consists
of the following:

| | 1. | Phase I: Phase I of the exploration program
      involves conducting a VLF electromagnetic survey that traces geological
      fracture and breccia zones. VLF electromagnetic surveying employs
      electromagnetic waves that are generated at the surface and directed into
      the earth. When these waves encounter electrically conductive mineral
      formations or ore bodies located underground, they induce currents in the
      conducting minerals which generate new electromagnetic waves that are then
      detected by instruments located at the
| | -- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

3

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| |    | surface. Using this method, we can detect the presence of
      underground mineral formations and ore bodies. The estimated cost of
      completing Phase I is $5,500.                                                                                                                                                                                                                                                                                                                                                                
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | 2. | Phase II: Phase II of the exploration program will
      involve conducting a trench sampling survey of the Ireland Claim. Trench
      sampling involves dragging a shovel along the surface in a single
      direction to create a channel. Material for the sample is then taken at
      regular intervals along the channel. This procedure is repeated with
      several other channels in different directions until a suitable sample
      size has been procured. The estimated cost of completing Phase II is
      $8,500.
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | 3. | Phase III: Phase III of the exploration program
      will involve conducting a detailed geological mapping program of the
      Ireland Claim. The purpose of this phase of the exploration program would
      be to identify the geological environment underling the mineral claims and
      to produce a detailed mineralization map. The estimated cost of completing
      Phase III is $10,000.                                                                                                                                
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | 4. | Phase IV: Phase IV of the exploration program will
      involve diamond drilling the Ireland Claim in order to obtain core samples
      of the underground mineralization. The estimated cost of completing Phase
      IV is $91,200.                                                                                                                                                                                                                                                                                                

During the next twelve months, we intend to proceed with Phase
I of the exploration program. Currently we have sufficient working capital to
meet the anticipated costs of completing Phases I to III of our exploration
program. However, there are no assurances that the actual costs of completing
each phase will not exceed our estimates of those costs. Further, we do not have
sufficient capital resources to complete Phase IV of our exploration program and
meet our ongoing current obligations. Upon the completion of each phase of our
exploration program, our Board of Directors will make an assessment to determine
whether the results of that phase are sufficiently favorable to justify
proceeding. If our Board of Directors decides to proceed through to Phase IV of
our exploration program, of which there are no assurances, or if the actual
costs of completing each phase exceeds our estimates of those costs, we may be
required to seek additional financing. There are no assurances that we will be
able to obtain sufficient financing on terms acceptable to us, or at all.

RESULTS OF OPERATIONS

|         |                                  |           |                                
|-------- | -------------------------------- | --------- | -------------------------------
|         | Three Months Ended September 30, |           | Nine Months Ended September 30,
|         |                                  |           | Percentage                     
|         | 2005                             | 2004      | Increase /                     
|         |                                  |           | (Decrease)                     
|Revenue  | $ --                             | $ --      | N/A                            
|Expenses | (13,212)                         | (12,499)  | 5.7%                           
|Net Loss | $(13,212)                        | $(12,499) | 5.7%                           

Revenue

We have not earned any revenues since our inception and we do
not anticipate earning revenues until such time as we have entered into
commercial production of our mineral properties. We are currently in the
exploration stage of our business and we can provide no assurances that we will

4

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discover commercially exploitable levels of mineral resources
on our properties, or if such resources are discovered, that we will be able to
enter into commercial production of our mineral properties.

Expenses

|                    |                                  |         |                                
|------------------- | -------------------------------- | ------- | -------------------------------
|                    | Three Months Ended September 30, |         | Nine Months Ended September 30,
|                    |                                  |         | Percentage                     
|                    | 2005                             | 2004    | Increase /                     
|                    |                                  |         | (Decrease)                     
|Rent                | $2,050                           | $750    | 173.3%                         
|Professional Fees   | 9,893                            | 9,320   | 6.1%                           
|Regulatory Fees     | 25                               | 900     | (97.2)%                        
|Administrative Fees | 600                              | 1,500   | (60)%                          
|Office and Sundry   | 144                              | 29      | 396.6%                         
|Mineral Property    | --                               | --      | N/A                            
|and Option          |                                  |         |                                
|Payments            |                                  |         |                                
|Exploration         | 500                              | --      | 100%                           
|Expenses            |                                  |         |                                
|Total Expenses      | $13,212                          | $12,499 | 5.7%                           

Our total expenses for the three months ended September 30,
2005 did not materially change from our total expenses for the same period ended
September 30, 2004.

We anticipate that our operating expenses will increase
significantly as we undertake our plan of operation and pursue our exploration
program for the Ireland Claim. Expenses will continue to increase if our Board
of Directors decides to proceed beyond Phase I of our exploration program.
However, there are no assurances that such a determination will be made.

Liquidity and Capital Resources

|Working Capital         |                      
|----------------------- | ---------------------
|                        |                      
|                        | At September 30, 2005
|Current Assets          | $72,954              
|Current Liabilities     | (86,956)             
|Working Capital Deficit | $(14,002)            

5

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|Cash Flows                                    |                                
|--------------------------------------------- | -------------------------------
|                                              | Nine Months Ended September 30,
|                                              | 2005                           
|Net Cash Used In Operating Activities         | $(17,061)                      
|Net Cash From Financing Activities            | 90,000                         
|Net Increase (Decrease) In Cash During Period | $72,939                        

On September 30, 2005, we obtained financing in the amount of
$90,000 as a result of the private placement sale of 900,000 shares of our
common stock. An additional 800,000 shares of our common stock were sold on a
private placement basis on October 24, 2005, resulting in additional proceeds to
the Company of $80,000. (See Part II, Item 2 Unregistered Sales of Equity
Securities and Use of Proceeds.) The funds received from these financings will
be used to fund our exploration program for the Ireland Claim and to meet our
current obligations as they become due.

We currently have sufficient working capital to meet the
anticipated costs of completing Phases I through III of our exploration program.
However, there is no assurance that the actual costs of completing those phases
of our exploration program will not exceed our estimates. Additionally, if our
Board of Directors decides to proceed through to Phase IV of our exploration
program, of which there is no assurance, we will need additional financing in
order to complete Phase IV. There is no assurance that we will be able to
acquire such additional financing on terms that are acceptable to us, or at
all.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have
or are reasonably likely to have a material current or future effect on our
financial condition, changes in financial condition, revenues or expenses,
results of operations, liquidity, capital expenditures or capital resources.

CRITICAL ACCOUNTING POLICIES

The preparation of financial statements in conformity with
generally accepted accounting principles requires our management to make
estimates and assumptions that affect the reported amount 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.
Our management routinely makes judgments and estimates about the effects of
matters that are inherently uncertain.

RISKS AND UNCERTAINTIES

If we do not obtain additional financing, our business will
fail

Our current operating funds are inadequate to complete Phases I
through IV of our planned exploration for the Ireland Claim. Our business plan
calls for significant expenses in connection with the exploration and
development of the Ireland Claim. As a result, we will require additional
financing to complete our exploration and development plans. We will also
require additional financing if the costs of exploration are greater than
anticipated and to sustain our business operations if we are not successful in
earning revenues once exploration is complete.

6

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We currently do not have any arrangements for financing and we
may not be able to obtain financing when required. Obtaining additional
financing would be subject to a number of factors, the known material factors
being market prices for gold and silver, investor acceptance of our mineral
claim, and investor sentiment. These factors may make the timing, amount, terms
or conditions of additional financing unavailable to us.

If we complete a financing through the sale of additional
shares of our common stock, shareholders will experience dilution

The most likely source of future financing presently available
to us is through the issuance of our common stock. Any sale of share capital
will result in dilution to existing shareholders. The only other anticipated
alternative for the financing of further exploration would be the offering by us
of an interest in our properties to be earned by another party or parties
carrying out further exploration thereof, which is not presently
contemplated.

In order to maintain our rights to the Ireland Claim, we
will be required to make annual filings with federal and state regulatory
agencies and/or be required to complete assessment work on the Ireland
Claim

In order to maintain our rights to the Ireland Claim, we will
be required to make annual filings with federal and state regulatory
authorities. Currently the amount of these fees is nominal; however, these
maintenance fees are subject to adjustment. In addition, we may be required by
federal and/or state legislation or regulations to complete minimum annual
amounts of mineral exploration work on the Ireland Claim. A failure by us to
meet the annual maintenance requirements under federal and state laws could
cause our rights to the Ireland Claim to lapse.

Because we have not commenced business operations, we face a
high risk of business failure

We were incorporated on February 20, 2001 and, to date, have
been involved primarily in organizational activities, the acquisition of mineral
claims and the exploration and development on these claims. We have not earned
any revenues as of the date of this Quarterly Report. Potential investors should
be aware of the difficulties normally encountered by new mineral exploration
companies and the high rate of failure of such enterprises. The likelihood of
success must be considered in light of the problems, expenses, difficulties,
complications and delays encountered in connection with the exploration of the
mineral properties that we plan to undertake. These potential problems include,
but are not limited to, unanticipated problems relating to exploration, and
additional costs and expenses that may exceed current estimates.

Because we anticipate our operating expenses will increase
prior to our earning revenues, we may never achieve profitability

Prior to completion of our exploration stage, we anticipate
that we will incur increased operating expenses without realizing any revenues.
We therefore expect to incur significant losses into the foreseeable future. We
recognize that if we are unable to generate significant revenues from the
exploration of our mineral claim and the production of minerals thereon, if any,
we will not be able to earn profits or continue operations. There is no history
upon which to base any assumption as to the likelihood that we will prove
successful, and we may not be able to ever generate any operating revenues or
achieve profitable operations. If we are unsuccessful in addressing these risks,
our business will most likely fail.

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Because of the speculative nature of exploration of mining
properties, there is substantial risk that no commercially exploitable minerals
will be found and our business will fail

The search for valuable minerals as a business is extremely
risky. We may not find commercially exploitable reserves of gold or silver on
our mineral claim. Exploration for minerals is a speculative venture,
necessarily involving substantial risk. The expenditures to be made by us in the
upcoming exploration of the mineral claim may not result in the discovery of
commercial quantities of ore. Problems such as unusual or unexpected formations
and other conditions are involved in mineral exploration and often result in
unsuccessful exploration efforts. In such a case, we would be unable to complete
our business plan.

Because of the inherent dangers involved in mineral
exploration, there is a risk that we may incur liability or damages if and when
we conduct mineral exploration activities

The search for valuable minerals involves numerous hazards. As
a result, if and when we conduct exploration activities we may become subject to
liability for such hazards, including pollution, cave-ins and other hazards
against which we cannot insure or against which we may elect not to insure. The
payment of such liabilities may have a material adverse effect on our financial
position.

Even if we discover commercial reserves of precious metals
on our mineral claim, we may not be able to successfully obtain commercial
production

Our mineral claim does not contain any known bodies of ore. If
our exploration programs are successful in discovering ore of commercial tonnage
and grade, we will require additional funds in order to place the mineral claim
into commercial production. At this time, there is a risk that we will not be
able to obtain such financing as and when needed.

Because we are an exploration stage company, our business
has a high risk of failure

As noted in the financial statements that are included with
this Quarterly Report, we are an exploration stage company that has incurred net
losses since inception, we have not attained profitable operations and we are
dependent upon obtaining adequate financing to complete our exploration
activities. These conditions, as indicated in the audit report of Telford
Sadovnick, PLLC, raise substantial doubt as to our ability to continue as a
going concern. The success of our business operations will depend upon our
ability to obtain further financing to complete our planned exploration program
and to attain profitable operations. If we are not able to complete a successful
exploration program and attain sustainable profitable operations, then our
business will fail.

If we are unable to hire and retain key personnel, we may
not be able to implement our business plan and our business will fail

Our success will largely depend on our ability to hire highly
qualified personnel with experience in geological exploration. These individuals
may be in high demand and we may not be able to attract the staff we need. In
addition, we may not be able to afford the high salaries and fees demanded by
qualified personnel, or may lose such employees after they are hired. Currently,
we have not hired any key personnel. Our failure to hire key personnel when
needed could have a significant negative effect on our business.

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Because our executive officers have only agreed to provide
their services on a part-time basis, they may not be able or willing to devote a
sufficient amount of time to our business operations, causing our business to
fail

Our executive officers provide their services on a part-time
basis. Our officers may pursue other business activities, provided that these
other activities do not interfere with their obligations to us. Ms. Archibald,
Mr. Burley and Mr. Rommel devote their full-time attention to other business
pursuits. It is therefore possible that, over time, Ms. Archibald, Mr. Burley
and Mr. Rommel may not be able to devote sufficient time to the management of
our business, as and when needed.

Because our executive officers do not have formal training
specific to the technicalities of mineral exploration, there is a higher risk
our business will fail

Our executive officers and directors do not have formal
training as geologists or in the technical aspects of management of a mineral
exploration company. Accordingly, we will have to rely on the technical services
of others trained in appropriate areas. If we are unable to contract for the
services of such individuals, it will make it difficult and maybe impossible to
pursue our business plan.

As we undertake exploration of our mineral claim, we will be
subject to compliance with government regulation that may increase the
anticipated cost of our exploration program

There are several government regulations that materially
restrict the exploration of minerals. We may be required to obtain work permits,
post bonds and perform remediation work for any physical disturbance to the land
in order to comply with these laws. While our planned exploration program
budgets for regulatory compliance, there is a risk that new regulations could
increase our costs of doing business and prevent us from carrying out our
exploration program.

If we receive positive results from our exploration program
and we decide to pursue commercial production, we may be subject to an
environmental review process that may delay or prohibit commercial production

If the results of our geological exploration program indicate
commercially exploitable reserves, and we decide to pursue commercial production
of our mineral claim, we may be subject to an environmental review process under
environmental assessment legislation. Compliance with an environmental review
process may be costly and may delay commercial production. Furthermore, there is
the possibility that we would not be able to proceed with commercial production
upon completion of the environmental review process if government authorities
did not approve our mine or if the costs of compliance with government
regulation adversely affected the commercial viability of the proposed mine.

ITEM 3. CONTROLS AND PROCEDURES.

Evaluation Of Disclosure Controls And Procedures

As of the end of the period covered by this report, our
management carried out an evaluation, under the supervision and with the
participation of our principal executive officer and principal financial
officer, of the effectiveness of the design and operation of our disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934 (the Exchange Act)). Based on this evaluation,
our principal executive officer and principal financial officer have concluded
that our disclosure controls and procedures are, as of the date

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covered by this Quarterly Report, effective to ensure that the
information required to be disclosed by us in the reports that we file or submit
under the Exchange Act is recorded, processed, summarized and reported within
the time periods specified in the SEC rules and forms.

Changes In Internal Controls Over Financial
Reporting

In connection with the evaluation of our internal controls
during our last fiscal quarter, our principal executive officer and principal
financial officer have determined that there have been no changes to our
internal controls over financial reporting that has materially affected, or is
reasonably likely to materially effect, our internal controls over financial
reporting.

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PART II - OTHER INFORMATION

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

Effective on September 30, 2005, we issued 900,000 shares of
our common stock at a price of $0.10 per share to a number of subscribers. These
shares were issued pursuant to the exceptions to registration contained in
Regulation S promulgated under the Securities Act of 1933 on the basis of
representations made by the subscribers that they were not U.S. persons, as
that term is defined under Regulation S, and that they were not acquiring those
shares for the account or benefit of a U.S. person.

Effective on October 24, 2005, we issued 800,000 shares of our
common stock at a price of $0.10 per share to a number of subscribers. These
shares were issued pursuant to the exceptions to registration contained in
Regulation S promulgated under the Securities Act of 1933 on the basis of
representations made by the subscribers that they were not U.S. persons, as
that term is defined under Regulation S, and that they were not acquiring those
shares for the account or benefit of a U.S. person.

The proceeds of these sales of our equity securities will be
used by us to fund our exploration program and to meet our current obligations
as they become due.

ITEM 5. OTHER INFORMATION.

Except as provided below, all information required to be
disclosed in a Current Report on Form 8-K during the period covered by this
Quarterly Report has been previously disclosed by the filing of such reports on
Form 8-K.

Unregistered Sales of Equity Securities and Use of
Proceeds

See Item 2 above.

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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

|Exhibit |                                                                                                                                                                         
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description of Exhibit                                                                                                                                                  
|3.1     | Articles of Incorporation.(1)                                                                                                                                           
|3.2     | Bylaws.(1)                                                                                                                                                              
|10.1    | Option Agreement between International Arimex Resources
      Inc. and the Company to acquire a 75% undivided interest in the Claw Property,
      dated May 5, 2004.(2)
|10.2    | Amendment No. 1 to Option Agreement between International
      Arimex Resources Inc. and the Company, dated August 18, 2004.(3)                                        
|10.3    | Purchase Agreement between Multi Metal Mining Corp.
      and the Company, dated November 30, 2004.(4)                                                                  
|14.1    | Code of Ethics.(3)                                                                                                                                                      
|31.1    | Certification of Principal
      Executive Officer pursuant to Section 302 of the Sarbanes- Oxley Act of
      2002.                                                    
|31.2    | Certification of Principal
      Financial Officer pursuant to Section 302 of the Sarbanes- Oxley Act of
      2002.                                                    
|32.1    | Certification of Principal
      Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant
      to Section 906 of the Sarbanes-Oxley Act of 2002.      
|32.2    | Certification
      of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.      
|
|99.1    | Certificate of Location for the Ireland Claim.(4)                                                                                                                       
|99.2    | Report on the Ireland Property by W.G. Timmins,
      P.Eng, dated February 1, 2005.(4)                                                                                 

| | (1) | Previously filed as an Exhibit to our Form SB-2
      registration statement originally filed on April 18, 2002, as
    amended.                            
| | --- | ------------------------------------------------------------------------------------------------------------------------------------------------------------
| | (2) | Previously filed as an Exhibit to our Current Report on
      Form 8-K filed on May 21, 2004.                                                               
| | (3) | Filed as an Exhibit to our Annual Report on Form 10-KSB
      for the year ended December 31, 2003, filed with the SEC on September 28,
      2004.         
| | (4) | Previously filed as an Exhibit to our Annual Report on
      Form 10-KSB for the year ended December 31, 2004, filed with the SEC on
      October 21, 2005.

Reports on Form 8-K

No reports on Form 8-K were filed by us during our fiscal
quarter ended September 30, 2005 and from the end of that fiscal quarter to the
date of filing of this Quarterly Report.

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SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

|                         |     | MERRITT VENTURES CORP.        
|------------------------ | --- | ------------------------------
|                         |     |                               
|                         |     |                               
|Dated: November 17, 2005 | By: | /s/ Lorrie Ann
      Archibald
|                         |     | Lorrie Ann Archibald          
|                         |     | President and                 
|                         |     | Chief Executive Officer       

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