UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



Form 10-Q



(Mark One)

[X] QUARTERLY REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934



For the Quarterly Period EndedApril 30,
2012



OR



[ ] TRANSITION REPORT PURSUANT TO SECTION
13 OR 15(d) OF THE SECURITIES EXCHANGE

ACT OF 1934



For the transition period from _____________
to _____________



Commission file number 000-49996



GOLDFIELDS INTERNATIONAL INC.

(Exact name of registrant
as specified in its charter)



3481 E Sunset Road, Suite 100

Las Vegas, Nevada, USA 89120

(Address of principal executive offices) (Zip
Code)



(800) 315-6551

(Registrant's telephone number, including area
code)



American Goldfields Inc.

(Former name, former address and former fiscal
year, if changed since last report)



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



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



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



|Large accelerated filer  [  ]                                            | Accelerated filer  [  ]       
|------------------------------------------------------------------------ | ------------------------------
|Non-accelerated filer [  ] (Do not check if a smaller reporting company) | Smaller reporting company  [X]



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



Indicate the number of shares outstanding
of each of the issuer's classes of common stock, as of the latest practicable date:341,790shares of common stock issued and outstanding as of June 18, 2012.















TABLE OF CONTENTS





|PART I – FINANCIAL INFORMATION | 1       
|------------------------------ | --------
|                               |         
|PART II – OTHER INFORMATION    | 1       
|                               |         
|                               | Item 1. 
|                               |         
|                               | Item 1A.
|                               |         
|                               | Item 2. 
|                               |         
|                               | Item 3. 
|                               |         
|                               | Item 4. 
|                               |         
|                               | Item 5. 
|                               |         
|                               | Item 6. 
|                               |         
|SIGNATURE                      | 2       











PART I



FINANCIAL INFORMATION



Pursuant to Regulation 13A Reports of Issuers of Securities
Registered Pursuant to Section 12 (Reg. §240.13a-13 ( c )(2)(i)(ii)), the Company is not required to file
Part I - Financial Information for the period ending April 30, 2012 for the following reasons:



| | a) | The registrant is not in the production state but is engaged primarily in the exploration for the development of mineral deposits
other than oil, gas or coal; and
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | b) | The registrant has not been in production during the current fiscal year or the two years immediately prior thereto; and
| | -- | ------------------------------------------------------------------------------------------------------------------------



| | c) | The registrant has not received any receipts from the sale of mineral products or from the operations of mineral producing
properties.
| | -- | --------------------------------------------------------------------------------------------------------------------------------------



PART II



OTHER INFORMATION



Item 1. Legal Proceedings.



None



Item 1A. Risk Factors.



N/A



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



None



Item 3. Defaults Upon Senior Securities.



None



Item 4. Mine Safety Disclosures.



The Dodd-Frank Wall Street Reform and Consumer
Protection Act (the “Act”) and Item 104 of Regulation S-K require certain mine safety disclosures to be made by companies
that operate mines regulated under the Federal Mine Safety and Health Act of 1977. However, the requirements of the Act and Item 104
of Regulation S-K do not apply as the Company does not engage in mining activities. Therefore, the Company is not required to make
such disclosures.



Item 5. Other Information.



None



ITEM 6. EXHIBITS



|Exhibit  No. |  | Description                                                                                                                                                                                                                    
|------------ |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|             |  |                                                                                                                                                                                                                                
|31.1         |  | Certification of Principal Executive Officer and Principal Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act.







1





SIGNATURES



Pursuant to the requirements of Section 13 of 15(d) of the Securities
Exchange act of 1934, as amended, the Registrant has duly caused this report to be signed on behalf by the undersigned, thereunto
duly authorized.





Date: June 18, 2012



GOLDFIELDS INTERNATIONAL INC.



By: /s/ Richard Kehmeier

Richard Kehmeier

President, Chief Executive







2