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

                                   FORM 10-QSB

                                   (Mark One)
 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
                                   ACT OF 1934

                  FOR THE QUARTERLY PERIOD ENDED APRIL 30, 2005

                                       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 NUMBER000-49995

                            AMERICAN GOLDFIELDS INC.

             (Exact name of registrant as specified in its charter)



                Nevada                                   71-0867612
      (State or other jurisdiction          (I.R.S. Employer Identification No.)
   of incorporation or organization)

            200-4170 Still Creek Drive, Burnaby B.C. V5C 6C6, Canada
               (Address of principal executive offices) (Zip Code)

                                 (604) 299-6600
              (Registrant's telephone number, including area code)

(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 the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

Common Stock,  $0.001 par value,  25,842,878  shares  outstanding as of June 10,
2005.

Transitional Small Business Disclosure Format (elect one) [   ] Yes [X] No



<PAGE>



                                TABLE OF CONTENTS

                                                                            Page
PART I  - Financial Information
  Item 1. Financial Statements
      Balance Sheets April 30, 2005, and January 31, 2005 (audited)
      Statements  of Loss for the three month  periods  ended April 30, 2005 and
      2004,  and for the period from inception on December 21, 2001 to April 30,
      2005. Statements of Cash Flows for the three-month periods ended April 30,
      2005 and 2004,  and for the period from  inception on December 21, 2001 to
      April 30, 2005. Notes to the Financial Statements
  Item 2. Management's Discussion and Analysis or Plan of Operation
  Item 3 Controls and Procedures
PART II - Other Information
  Item 1.  Legal Proceedings
  Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
  Item 3. Defaults Upon Senior Securities
  Item 4. Submission of Matters to a Vote of Security Holders
  Item 5. Other Information
  Item 6. Exhibits



<PAGE>



                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.
<TABLE>
<CAPTION>

-----------------------------------------------------------------------------------------------------------------

American Goldfields Inc.
(formerly Baymont Corporation)
(An Exploration Stage Company)
Consolidated Balance Sheets
(Unaudited)
                                                                                   April 30,          January 31,
                                                                                        2005                2005
----------------------------------------------------------------------- --------------------- -------------------
<S>                                                                     <C>                   <C>
Assets
CURRENT ASSETS
     Cash                                                               $           723,503   $          847,199
     Prepaid expenses                                                                10,430                  430
                                                                        -- ------------------ -- ----------------

          Total current assets                                                      733,933              847,629

Reclamation deposit                                                                  13,256               13,256
Web-site development costs, net                                                      11,000               12,500
                                                                        -- ------------------ -- ----------------
Total Assets                                                             $          758,189    $         873,385
===================================================================================================================

Liabilities
CURRENT LIABILITIES
     Accounts payable and accrued liabilities                            $           16,627    $          32,041
                                                                        -- ------------------ -- ----------------

          Total current liabilities                                                  16,627               32,041
                                                                        -- ------------------ -- ----------------

Stockholders' Equity

SHARE CAPITAL
     Authorized:
          600,000,000 (January 31, 2005 - 600,000,000) common
            shares with a par value of $0.001 per share
          100,000,000 preferred shares with a par value of $0.001
            per share
     Issued:
          25,842,878 (January 31, 2005 - 25,817,878) common
          issued and outstanding at April 30, 2005                                   25,843              25,818
     Additional paid-in capital                                                     533,707             532,232
     Additional paid-in capital - warrants                                          702,264             702,264

DEFICIT ACCUMULATED DURING THE EXPLORATION STAGE                                   (520,252)           (418,970)
                                                                         -- ------------------ -- ----------------

          Total stockholders' equity                                                 741,562             814,344
                                                                         -- ------------------ -- ----------------

Total Liabilities and Stockholders' Equity                                $          758,189     $       873,385
===================================================================================================================
</TABLE>

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


<PAGE>



<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------

American Goldfields Inc.
(formerly Baymont Corporation)
(An Exploration Stage Company)
Consolidated Statements of Loss
(Unaudited)
                                              For the three-month periods ended April 30                Inception
                                            ---------------------------------------------         December 21, 2001 to
                                                        2005                 2004                     April 30,2005
                                             -----------------     ------------------        -------------------------

<S>                                          <C>                   <C>                       <C>
Interest income                                          821                     -                             821

Expenses
     Mineral claim payments and
       exploration expenditures                       83,662                32,400                         344,715
     Office and sundry                                11,080                11,893                          50,196
     Rent                                                929                   814                           7,791
     Professional fees                                 4,932                16,724                          94,009
     Transfer agent fees                                   -                 1,560                           5,565
     Amortization                                      1,500                 1,000                           7,000
     Interest expense                                      -                     -                           1,070
     Directors' fees                                       -                     -                           5,000
     Consulting fees                                       -                 3,600                           5,727
                                           -----------------------------------------------------------------------
Net loss for the period                             (101,282)              (67,991)                       (520,252)
                                           ===========================================================================
Basic and diluted loss per share
    of common stock                         $         (0.00)        $       (0.00)
===================================================================================================================

Weighted average shares outstanding
- basic and diluted                              25,837,541             43,603,167
===================================================================================================================
</TABLE>

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


<PAGE>

<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------------------------------------

American Goldfields Inc.
(formerly Baymont Corporation)
(An Exploration Stage Company)
Consolidated Statements of Cash Flows
Unaudited)

                                                  For the Three Month Period Ended April 30     Inception December 21,
                                                             2005                   2004        2001 to April 30, 2005
------------------------------------------------ -------------------- --------------------- --------------------------
<S>                                               <C>                 <C>                    <C>
Cash provided by (used in):

Cash flows used in operating activities
     Net loss for the period                      $       (101,282)   $            (67,991)  $             (520,252)
     Adjustments to reconcile net loss to net
       Cash flows used in operating activities:
         Stock-based compensation                                -                  43,200                   43,200
         Amortization                                        1,500                   1,000                    7,000
       Changes in assets and liabilities
         Prepaid expenses                                  (10,000)                   (100)                 (10,430)
         Accounts payable and accrued liabilities          (15,414)                 15,017                   21,170
                                                 --  ----------------- -- ------------------ -- ---------------------

      Net cash used in operating activities               (125,196)                 (8,874)                (459,312)

Cash flows from (used in)financing activities
      Proceeds from loan                                         -                      -                     60,000
      Repayment of loan principal                                -                      -                    (60,000)
      Proceeds from the issue of common stock                    -                      -                  1,104,571
      Proceeds from the exercise of stock options            1,500                 60,000                     91,500
                                                 -- ----------------- -- ------------------ -- ---------------------
      Net cash from financing activities                     1,500                 60,000                  1,196,071

Cash flows used in investing activities
     Reclamation deposit                                         -                      -                   (13,256)
                                                 -- ----------------- -- ------------------  -- ---------------------
                                                                 -                      -                   (13,256)
                                                 -- ----------------- -- ------------------  -- ---------------------
Increase (decrease) in cash                               (123,696)                51,126                   723,503

Cash, beginning of period                                  847,199                 12,104                         -
                                                 -- ----------------- -- ------------------  -- ---------------------
Cash, end of period                              $         723,503   $             63,230    $              723,503
======================================================================================================================
SCHEDULE OF NON-CASH ACTIVITIES
      Settlement of accounts payable by contribution
         from a shareholder                      $               -   $              4,543    $                4,543

      Web-site development costs related to non -
         Employee stock-based compensation       $               -   $             18,000    $               18,000
</TABLE>

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

<PAGE>


                            AMERICAN GOLDFIELDS INC.
                         (formerly Baymont Corporation)
                         (An Exploration Stage Company)

                        Notes to the Financial Statements
                                   (Unaudited)

                             APRIL 30, 2005 AND 2004

1. BASIS OF PRESENTATION AND GOING CONCERN CONSIDERATIONS

The unaudited financial  information  furnished herein reflects all adjustments,
which in the opinion of  management  are necessary to fairly state the financial
position of American  Goldfields  Inc.  (the  "Company")  and the results of its
operations for the periods presented.  This report on Form 10-QSB should be read
in  conjunction  with the  Company's  financial  statements  and  notes  thereto
included in the  Company's  Form  10-KSB for the fiscal  year ended  January 31,
2005. The Company  assumes that the users of the interim  financial  information
herein  have read or have  access to the audited  financial  statements  for the
preceding fiscal year and that the adequacy of additional  disclosure needed for
a fair  presentation  may be determined in that context.  Accordingly,  footnote
disclosure,  which would substantially duplicate the disclosure contained in the
Company's  Form  10-KSB for the  fiscal  year ended  January  31,  2005 has been
omitted.  The results of  operations  for the three month period ended April 30,
2005 is not necessary  indicative of results for the entire year ending  January
31, 2006.

Organization

The Company was  incorporated  in the State of Nevada,  U.S.A.,  on December 21,
2001.  On  February  24,  2004,  the  Company  and a majority  of the  Company's
stockholders   authorized  the  changing  of  the  Company's  name  to  American
Goldfields Inc. The name change became effective March 31, 2004.

Exploration Stage Activities

The Company has been in the  exploration  stage since its  formation and has not
yet realized any revenues from its planned  operations.  It is primarily engaged
in the  acquisition  and  exploration of mining  properties.  Upon location of a
commercial minable reserve, the Company expects to actively prepare the site for
its extraction and enter a development stage.

Going Concern

The accompanying  consolidated  financial statements have been prepared assuming
the Company will continue as a going concern.

As shown in the accompanying consolidated financial statements,  the Company has
incurred  a net  loss  of  $520,252  for  the  period  from  December  21,  2001
(inception)  to April 30, 2005,  and has no sales.  The future of the Company is
dependent  upon its  ability  to obtain  financing  and upon  future  profitable
operations from the development of its mineral properties. Management is seeking
additional  capital  through an equity  financing.  The  consolidated  financial
statements do not include any  adjustments  relating to the  recoverability  and
classification  of  recorded  assets,  or the amounts of and  classification  of
liabilities  that might be necessary in the event the Company cannot continue in
existence.


2. STOCK OPTIONS

The Company applies  Accounting  Principles  Board Opinion No. 25 ("APB No. 25")
and related  interpretations  in accounting for its employee common stock option
plans. Accordingly,  compensation costs are recognized as the difference between
the exercise price of each option and the market price of the Company's stock at
the date of each grant. The Company did not grant any employee stock options and
accordingly did not charge operations with any compensation  expense in relation
to employee stock option grants in either of the three-month periods ended April
30, 2005 or 2004.

The Company  accounts for the grant of options to  non-employees  using the fair
value-based  method  prescribed  in Statement of Financial  Accounting  Standard
("SFAS")  No.  123 (as  amended  by SFAS 143),  using the  Black-Scholes  option
pricing model.  Compensation  for unvested options is amortized over the vesting
period. The Company granted 1,700,000 stock options to non-employees  during the
quarter ended April 30, 2004. These options were valued using the  Black-Scholes
option pricing model with the following  assumptions:  (1) dividend yield of 0%,
(2) expected  volatility  of 165%,  (3) risk free  interest  rate of 3% and, (4)
expected life of 1 year. The weighted  average fair value of options granted for
the three-months ended April 30, 2004 was $0.036. As a result of the recognition
of  stock-based  compensation,  the following  amounts have been included in the
Consolidated Statement of Loss at April 30, 2004:


<PAGE>

Mineral property acquisition and exploration expenditures       $   32,400
Office and sundry                                                    7,200
Consulting                                                           3,600
                                                                ----------
                                                                $   43,200

In  addition,  web site  development  costs in the amount of  $18,000  have been
capitalized  pursuant to the granting of non-employee stock options. The Company
did not grant any non-employee  stock options during the quarter ended April 30,
2005.

In March 2004,  the Board of Directors  adopted the American  Goldfields  Inc.'s
2004 Stock Option Plan (the 2004 Plan)  reserving  5,000,000  common  shares for
grant to employees, directors and consultants.  Because additional stock options
are expected to be granted in future periods, the above stock-based compensation
expenses are not representative of the effects on reported financial results for
future periods.

Activity under the 2004 Plan is summarized as follows:


                                                                     Weighted
                                                                      Average
                                               Options               Exercise
                                             Outstanding               Price
                                           -----------------   -----------------
Balance, January 31, 2005                        200,000        $         0.06

Options granted                                        -        $            -
Options exercised                                (25,000)       $         0.06
                                           -----------------    ----------------

Balance, April 30, 2005                          175,000        $         0.06
                                           =================   =================



The  following  table   summarizes   information   concerning   outstanding  and
exercisable common stock options under the 2004 Plan at April 30, 2005:

<TABLE>
<CAPTION>
                       Weighted
                        Average
                                          Remaining           Weighted         Number of            Weighted
        Range of       Number of        Contractual            Average           Options             Average
        Exercise         Options               Life           Exercise         Currently            Exercise
          Prices     Outstanding        (in Years)              Price       Exercisable               Price
----------------- --------------- -- --------------- --- -------------- --- ------------- --- ---------------

<S>        <C>           <C>                 <C>            <C>                 <C>             <C>
           $0.06         175,000             8.92           $   0.06            175,000         $      0.06
   ----------------- --------------- -- --------------- --- -------------- --- ------------- --- ---------------

                         175,000                                                175,000
                  ===============                                          ============
</TABLE>


3. RELATED PARTY TRANSACTIONS

On May 26, 2004, Mr. Richard Kern joined the Company's  Board of Directors.  Mr.
Kern is also the  President of MinQuest Inc  ("MinQuest").  All of the Company's
mineral  properties  have been optioned from  Minquest.  The Imperial and Cortez
Property  Option  Agreements  require the Company to use MinQuest as the primary
contractor  for  exploration   activity   undertaken  on  the  properties.   All
exploration  work  undertaken on any of the Company's  properties will be at the
direction and  discretion of the Company.  For the quarter ended April 30, 2005,
the Company made total  property  payments of $65,000 (April 30, 2004 - $Nil) to
MinQuest related to the initial property option payment for the Cortez Property.
Included in the net loss for three  months  ended April 30, 2005 is an amount of
$5,600  (April  30,  2004 - $Nil)  with  respect  to fees  paid to Mr.  Kern for
geological  services  rendered  to the  Company.  In  addition,  the Company has
reimbursed  Mr.  Kern or MinQuest a combined  total of $9,565  (April 30, 2004 -
$Nil)  for  expenses   including   subcontractor   costs,   claim  filing  fees,
documentation preparation,  field sample costs and travel related to exploration
activity on the Company's properties.

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

The  following  discussion  should  be read in  conjunction  with the  financial
statements  of American  Goldfields  Inc.  (the  "Company"),  which are included
elsewhere  in this Form  10-QSB.  Certain  statements  contained in this report,
including statements regarding the anticipated  development and expansion of the
Company's business,  the intent,  belief or current expectations of the Company,
its directors or its officers,  primarily  with respect to the future  operating
performance  of the  Company  and the  products  it  expects  to offer and other

<PAGE>

statements contained herein regarding matters that are not historical facts, are
"forward-looking"  statements  within  the  meaning  of the  Private  Securities
Litigation Reform Act (the "Reform Act"). Future filings with the Securities and
Exchange Commission, future press releases and future oral or written statements
made by or with  the  approval  of the  Company,  which  are not  statements  of
historical fact, may contain  forward-looking  statements,  as defined under the
Reform Act.  Because such  statements  include risks and  uncertainties,  actual
results  may  differ   materially  from  those  expressed  or  implied  by  such
forward-looking statements. For a more detailed listing of some of the risks and
uncertainties  facing the  Company,  please see the January 31, 2005 Form 10-KSB
filed by the Company with the Securities and Exchange Commission.

All forward-looking statements speak only as of the date on which they are made.
The Company undertakes no obligation to update such statements to reflect events
that occur or circumstances that exist after the date on which they are made.

Plan of Operation

The Company was  incorporated  in the State of Nevada,  U.S.A.,  on December 21,
2001. The Company has been in the exploration  stage since its formation and has
not yet  realized  any  revenues  from its planned  operations.  It is primarily
engaged in the acquisition and exploration of mining  properties.  Upon location
of a commercial  minable  reserve,  the Company expects to actively  prepare the
site for its extraction and enter a development stage.

Over the next twelve months,  the Company intends to explore various  properties
to determine  whether there are  commercially  exploitable  reserves of gold and
silver or other metals. The Company does not intend to hire any employees nor to
make any purchases of equipment  over the next twelve  months,  as it intends to
rely  upon  outside  consultants  to  provide  all  the  tools  needed  for  the
exploratory work being conducted.

Current cash on hand is sufficient for all of the Company's  commitments for the
next 18 months.  We anticipate that the additional  funding that we require will
be in the form of equity  financing from the sale of our common stock.  However,
we cannot  provide  investors  with any assurance  that we will be able to raise
sufficient  funding from the sale of our common stock to fund additional  phases
of the exploration  program,  should we decide to proceed.  We believe that debt
financing  will not be an  alternative  for funding  any  further  phases in our
exploration  program.  The risky nature of this  enterprise and lack of tangible
assets places debt financing beyond the credit-worthiness required by most banks
or typical investors of corporate debt until such time as an economically viable
mine  can be  demonstrated.  We do not have any  arrangements  in place  for any
future equity financing

Notwithstanding,  we cannot be certain  that any required  additional  financing
will be available on terms  favorable to us. If  additional  funds are raised by
the issuance of our equity securities, such as through the issuance and exercise
of  warrants,  then  existing  stockholders  will  experience  dilution of their
ownership  interest.  If additional  funds are raised by the issuance of debt or
other  equity  instruments,  we may be  subject to  certain  limitations  in our
operations,  and issuance of such  securities may have rights senior to those of
the then existing  holders of common stock.  If adequate funds are not available
or not  available  on  acceptable  terms,  we may be unable  to fund  expansion,
develop or enhance services or respond to competitive pressures.

Results of Operations

We did not earn any revenues during the three months ended April 30, 2005. We do
not  anticipate  earning  revenues  until  such  time  as we have  entered  into
commercial  production  of  our  mineral  properties.  We are  presently  in the
exploration  stage of our business and we can provide no assurance  that we will
discover commercially exploitable levels of mineral resources on our properties,
or if  such  resources  are  discovered,  that  we will  enter  into  commercial
production of our mineral properties.

During the three months ended April 30, 2005, we incurred a net loss of $101,282
compared to a net loss of $67,991 for the  comparative  period in 2004. Our year
to date net loss for 2005 has  increased  over 2004  largely due  mineral  claim
payments and exploration expenditures. In 2005, the Company recorded the initial
property option payment on the Cortez Properties ($65,000) and incurred start-up
costs  related to the Phase II drilling  program that will start on the Imperial
Property in May 2005.  Offsetting  the  increase in mineral  claim  payments and
exploration   expenditures   are  higher  2004  costs  related  to   stock-based
compensation  of $43,200  for  options  granted to  non-employees  for  services
provided to the Company. In addition, in 2004 professional fees were higher than
in the  current  year due to the  restructuring  of the  Company  including  the
relocation and setting-up of the Company's new office.

Liquidity and Capital Resources

We had cash of $723,503 as of April 30, 2005. We  anticipate  that we will incur
the following through the next twelve months:

o        $85,000 in  connection  with  mineral  claim  payments  and $350,000 in
         exploration expenditures on the Company's properties;

o        $70,000 for operating expenses,  including working capital and general,
         legal, accounting and administrative expenses associated with reporting
         requirements under the Securities Exchange Act of 1934.

Net cash used in  operating  activities  during the three months ended April 30,
2005 was  $125,196  compared to $8,874  during the three  months ended April 30,
2004.  The cash used in the current  quarter was higher than in the prior period

<PAGE>

due to an  increase  in the  net  loss  in  2005  ($101,282)  compared  to  2004
($67,991). In addition, in the current quarter, a deposit of $10,000 was made to
the Company's primary  exploration  contractor.  Partially  offsetting these two
factors  was a  non-cash  item  in  2004  related  to  non-employee  stock-based
compensation of $43,200

Going Concern Consideration

As shown in the accompanying consolidated financial statements,  the Company has
incurred  a net  loss  of  $520,252  for  the  period  from  December  21,  2001
(inception)  to April 30, 2005,  and has no sales.  The future of the Company is
dependent  upon its  ability  to obtain  financing  and upon  future  profitable
operations from the development of its mineral properties.  Management has plans
to seek additional  capital  through a private  placement and public offering of
its common  stock.  The  consolidated  financial  statements  do not include any
adjustments  relating  to the  recoverability  and  classification  of  recorded
assets,  or the  amounts  of and  classification  of  liabilities  that might be
necessary in the event the Company cannot continue in existence.

There is  substantial  doubt about our  ability to continue as a going  concern.
Accordingly, our independent auditors included an explanatory paragraph in their
report on the January 31, 2005 financial statements regarding concerns about our
ability  to  continue  as a going  concern.  Our  financial  statements  contain
additional  note  disclosures  describing  the  circumstances  that lead to this
disclosure by our independent auditors.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

ITEM 3. CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures

Our disclosure  controls and procedures are designed to ensure that  information
required to be disclosed in reports that we file or submit under the  Securities
Exchange Act of 1934 is recorded, processed,  summarized and reported within the
time periods  specified in the rules and forms of the United  States  Securities
and Exchange Commission. Our Chief Executive Officer and Chief Financial Officer
have reviewed the effectiveness of our "disclosure  controls and procedures" (as
defined in the  Securities  Exchange Act of 1934 Rules  13a-14(c) and 15d-14(c))
within the last ninety days and has concluded that the  disclosure  controls and
procedures  are  effective to ensure that material  information  relating to the
Company is recorded,  processed,  summarized,  and reported in a timely  manner.
There were no significant  changes in our internal  controls or in other factors
that could  significantly  affect these controls subsequent to the last day they
were evaluated by our Chief Executive Officer and Chief Financial Officer.

 Changes in Internal Controls over Financial Reporting

There have been no changes in the  Company's  internal  control  over  financial
reporting  during the last  quarterly  period  covered by this  report that have
materially  affected,  or  are  reasonably  likely  to  materially  affect,  the
Company's internal control over financial reporting.

                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

No legal  proceedings  are pending against the Company or any of its officers or
directors,  and the  Company  has no  knowledge  that any such  proceedings  are
threatened.

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

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

None.

ITEM 5. OTHER INFORMATION.

The Company does not have any procedures by which security holders can recommend
nominees to the Board of Directors.

ITEM 6. EXHIBITS.


<PAGE>

---------------- --------------------------------------------
  Exhibit No.                    Description
---------------- --------------------------------------------
31.1             Rule 13a-14(a)/15d14(a)  Certifications
---------------- --------------------------------------------
32.1             Section 1350 Certifications
---------------- --------------------------------------------





<PAGE>


                                   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 13, 2005

AMERICAN GOLDFIELDS INC.

By:   /s/ Donald Neal
       Donald Neal
       President, Chief Executive
       Officer, Secretary and Treasurer