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**UNITED STATESSECURITIES 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 October 31, 2003

** ̈******TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE SECURITIES EXCHANGE
  ACT OF 1934
  For the transition period _____________________to _____________________

Commission File Number: 000-49996

BAYMONT CORPORATION 
  (Exact name of small business issuer as specified in its charter)

|NEVADA                                   | 71-0867612                       
|---------------------------------------- | ---------------------------------
|(State or other jurisdiction of          | (IRS Employer Identification No.)
|incorporation or organization)           |                                  
|                                         |                                  
|4734 South Golf Course Drive             |                                  
|Blaine, Washington                       | 98230                            
|(Address of principal executive offices) | (Zip Code)                       

Issuers telephone number, including area code: (360)
  371-3995

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

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

State the number of shares outstanding of each of the issuers
  classes of common stock, as of the latest practicable date: 8,985,713
  shares of $0.001 par value Common Stock outstanding as of October 31, 2003.

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

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PART 1 - FINANCIAL INFORMATION

ITEM 1.            FINANCIAL
  STATEMENTS

The accompanying unaudited financial statements have been
  prepared in accordance with the instructions to Form 10-QSB and Item 310(b)
  of Regulation S-B, and, therefore, do not include all information and footnotes
  necessary for a complete presentation of financial position, results of operations,
  cash flows, and stockholders' equity in conformity with generally accepted accounting
  principles. In the opinion of management, all adjustments considered necessary
  for a fair presentation of the results of operations and financial position
  have been included and all such adjustments are of a normal recurring nature.
  Operating results for the three months ended October 31, 2003 are not necessarily
  indicative of the results that can be expected for the year ending January 31,
  2004.

2

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BAYMONT CORPORATION(An Exploration Stage Company)

CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2003(Unaudited)
  (Stated in U.S. Dollars)



F-1

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BAYMONT CORPORATION(An Exploration Stage Company)

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

|                                                                  |   | OCTOBER 31 |   |   | JANUARY 31 |  
|----------------------------------------------------------------- | - | ---------- | - | - | ---------- | -
|                                                                  |   | 2003       |   |   | 2003       |  
|                                                                  |   |            |   |   |            |  
|ASSETS                                                            |   |            |   |   |            |  
|                                                                  |   |            |   |   |            |  
|Current                                                           |   |            |   |   |            |  
|Cash                                                              | $ | 20,037     |   | $ | 30,868     |  
|                                                                  |   |            |   |   |            |  
|Mineral Property Interest(Note 4)                                 |   | -          |   |   | -          |  
|                                                                  | $ | 20,037     |   | $ | 30,868     |  
|                                                                  |   |            |   |   |            |  
|LIABILITIES                                                       |   |            |   |   |            |  
|                                                                  |   |            |   |   |            |  
|Current                                                           |   |            |   |   |            |  
|Accounts payable                                                  | $ | 7,600      |   | $ | 640        |  
|                                                                  |   |            |   |   |            |  
|SHAREHOLDERS EQUITY                                              |   |            |   |   |            |  
|                                                                  |   |            |   |   |            |  
|Share Capital                                                     |   |            |   |   |            |  
|Authorized:                                                       |   |            |   |   |            |  
|100,000,000 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:                                                           |   |            |   |   |            |  
|8,985,713 common shares at October
      31, 2003 and             |   |            |   |   |            |  
|January 31, 2003                                                  |   | 8,986      |   |   | 8,986      |  
|                                                                  |   |            |   |   |            |  
|Additional paid-in capital                                        |   | 86,585     |   |   | 86,585     |  
|                                                                  |   |            |   |   |            |  
|Deficit Accumulated During The Exploration Stage                  |   | (83,134    | ) |   | (65,343    | )
|                                                                  |   | 12,437     |   |   | 30,228     |  
|                                                                  | $ | 20,037     |   | $ | 30,868     |  

F-2

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BAYMONT CORPORATION(An Exploration Stage Company)

CONSOLIDATED STATEMENT OF LOSS AND DEFICIT (Unaudited)
  (Stated in U.S. Dollars)

|                           |                    |           |                   |   |           |            |   |           |  |   |           |  |   | INCEPTION   | 
|-------------------------- | ------------------ | --------- | ----------------- | - | --------- | ---------- | - | --------- |  | - | --------- |  | - | ----------- | 
|                           |                    |           |                   |   |           |            |   |           |  |   |           |  |   | DECEMBER 21 | 
|                           | THREE MONTHS ENDED |           | NINE MONTHS ENDED |   |           | 2001 TO    |  
|                           | OCTOBER 31         |           | OCTOBER 31        |   |           | OCTOBER 31 |  
|                           |                    | 2003      |                   |   | 2002      |            |   | 2003      |  |   | 2002      |  |   | 2003        | 
|                           |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Expenses                   |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Mineral property           |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|acquisition and            |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|exploration expenditures   | $                  | -         |                   | $ | -         |            | $ | 7,600     |  | $ | 4,424     |  | $ | 14,524      | 
|Office and sundry          |                    | 467       |                   |   | 232       |            |   | 917       |  |   | 706       |  |   | 1,975       | 
|Rent                       |                    | 150       |                   |   | 150       |            |   | 450       |  |   | 687       |  |   | 1,235       | 
|Professional fees          |                    | 1,673     |                   |   | 5,517     |            |   | 8,224     |  |   | 42,834    |  |   | 61,440      | 
|Transfer agent fees        |                    | -         |                   |   | -         |            |   | 600       |  |   | 1,360     |  |   | 1,960       | 
|Consulting fees            |                    | -         |                   |   | 2,000     |            |   | -         |  |   | 2,000     |  |   | 2,000       | 
|                           |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Net Loss For The Period    |                    | 2,290     |                   |   | 7,899     |            |   | 17,791    |  |   | 52,011    |  | $ | 83,134      | 
|                           |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Deficit Accumulated During |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|The Exploration Stage,     |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Beginning Of Period        |                    | 80,844    |                   |   | 54,857    |            |   | 65,343    |  |   | 10,745    |  |   |             | 
|                           |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Deficit Accumulated During |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|The Exploration Stage,     |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|End Of Period              | $                  | 83,134    |                   | $ | 62,756    |            | $ | 83,134    |  | $ | 62,756    |  |   |             | 
|                           |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Basic And Diluted Loss Per |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Share                      | $                  | 0.01      |                   | $ | 0.01      |            | $ | 0.01      |  | $ | 0.01      |  |   |             | 
|                           |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Weighted Average Number    |                    |           |                   |   |           |            |   |           |  |   |           |  |   |             | 
|Of Shares Outstanding      |                    | 8,985,713 |                   |   | 8,985,713 |            |   | 8,985,713 |  |   | 8,985,713 |  |   |             | 

F-3

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BAYMONT CORPORATION(An Exploration Stage Company)

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

|                                   |                    |        |                   |   |        |            |   |         |   |   |         |   |   | INCEPTION   |  
|---------------------------------- | ------------------ | ------ | ----------------- | - | ------ | ---------- | - | ------- | - | - | ------- | - | - | ----------- | -
|                                   |                    |        |                   |   |        |            |   |         |   |   |         |   |   | DECEMBER 21 |  
|                                   | THREE MONTHS ENDED |        | NINE MONTHS ENDED |   |        | 2001 TO    |  
|                                   | OCTOBER 31         |        | OCTOBER 31        |   |        | OCTOBER 31 |  
|                                   |                    | 2003   |                   |   | 2002   |            |   | 2003    |   |   | 2002    |   |   | 2003        |  
|                                   |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Cash Flows From Operating          |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Activities                         |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Net loss for the period            | $                  | (2,290 | )                 | $ | (7,899 | )          | $ | (17,791 | ) | $ | (52,011 | ) | $ | (83,134     | )
|                                   |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Adjustments To Reconcile Net Loss  |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|To Net Cash Used By Operating      |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Activities                         |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Change in accounts payable         |                    | (2,620 | )                 |   | 1,485  |            |   | 6,960   |   |   | (2,995  | ) |   | 7,600       |  
|                                   |                    | (4,910 | )                 |   | (6,414 | )          |   | (10,831 | ) |   | (55,006 | ) |   | (75,534     | )
|                                   |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Cash Flows From Financing Activity |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Issue of share capital             |                    | -      |                   |   | -      |            |   | -       |   |   | -       |   |   | 95,571      |  
|                                   |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Increase (Decrease) In Cash        |                    | (4,910 | )                 |   | (6,414 | )          |   | (10,831 | ) |   | (55,006 | ) |   | 20,037      |  
|                                   |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Cash, Beginning Of Period          |                    | 24,947 |                   |   | 41,532 |            |   | 30,868  |   |   | 90,124  |   |   | -           |  
|                                   |                    |        |                   |   |        |            |   |         |   |   |         |   |   |             |  
|Cash, End Of Period                | $                  | 20,037 |                   | $ | 35,118 |            | $ | 20,037  |   | $ | 35,118  |   | $ | 20,037      |  

F-4

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BAYMONT CORPORATION(An Exploration Stage Company)

CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY

OCTOBER 31, 2003(Unaudited)
  (Stated in U.S. Dollars)

|                                 |                    |  |   |             |  |   |            |  |   | DEFICIT     |   |   |         |  
|-------------------------------- | ------------------ |  | - | ----------- |  | - | ---------- |  | - | ----------- | - | - | ------- | -
|                                 | COMMON
      STOCK |  |   | ACCUMULATED |  |   |            | 
|                                 | NUMBER OF          |  |   |             |  |   | ADDITIONAL |  |   | DURING THE  |   |   |         |  
|                                 | COMMON             |  |   | PAR         |  |   | PAID IN    |  |   | EXPLORATION |   |   |         |  
|                                 | SHARES             |  |   | VALUE       |  |   | CAPITAL    |  |   | STAGE       |   |   | TOTAL   |  
|                                 |                    |  |   |             |  |   |            |  |   |             |   |   |         |  
|Shares issued for cash at $0.001 | 6,000,000          |  | $ | 6,000       |  | $ | -          |  | $ | -           |   | $ | 6,000   |  
|                                 |                    |  |   |             |  |   |            |  |   |             |   |   |         |  
|Shares issued for cash at $0.03  | 2,985,713          |  |   | 2,986       |  |   | 86,585     |  |   | -           |   |   | 89,571  |  
|                                 |                    |  |   |             |  |   |            |  |   |             |   |   |         |  
|Net loss for the period          | -                  |  |   | -           |  |   | -          |  |   | (10,745     | ) |   | (10,745 | )
|                                 |                    |  |   |             |  |   |            |  |   |             |   |   |         |  
|Balance, January 31, 2002        | 8,985,713          |  |   | 8,986       |  |   | 86,585     |  |   | (10,745     | ) |   | 84,826  |  
|                                 |                    |  |   |             |  |   |            |  |   |             |   |   |         |  
|Net loss for the year            | -                  |  |   | -           |  |   | -          |  |   | (54,598     | ) |   | (54,598 | )
|                                 |                    |  |   |             |  |   |            |  |   |             |   |   |         |  
|Balance, January 31, 2003        | 8,985,713          |  |   | 8,986       |  |   | 86,585     |  |   | (65,343     | ) |   | 30,228  |  
|                                 |                    |  |   |             |  |   |            |  |   |             |   |   |         |  
|Net loss for the period          | -                  |  |   | -           |  |   | -          |  |   | (17,791     | ) |   | (17,791 | )
|                                 |                    |  |   |             |  |   |            |  |   |             |   |   |         |  
|Balance, October 31, 2003        | 8,985,713          |  | $ | 8,986       |  | $ | 86,585     |  | $ | (83,134     | ) | $ | 12,437  |  

F-5

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BAYMONT CORPORATION(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2003(Unaudited)
  (Stated in U.S. Dollars)

|1. | BASIS OF PRESENTATION
      The unaudited consolidated financial statements as of
        October 31, 2003 included herein have been prepared without audit pursuant
        to the rules and regulations of the Securities and Exchange Commission.
        Certain information and footnote disclosures normally included in financial
        statements prepared in accordance with United States of America generally
        accepted accounting principles have been condensed or omitted pursuant
        to such rules and regulations. In the opinion of management, all adjustments
        (consisting of normal recurring accruals) considered necessary for a fair
        presentation have been included. It is suggested that these consolidated
        financial statements be read in conjunction with the January 31, 2003
        audited consolidated financial statements and notes thereto.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|2. | OPERATIONS
      Organization
      The Company was incorporated in the State of Nevada, U.S.A., on December
        21, 2001.
      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 $83,134 for the period
        from December 21, 2001 (inception) to October 31, 2003, 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.

F-6

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BAYMONT CORPORATION(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2003(Unaudited)
  (Stated in U.S. Dollars)

|3. | SIGNIFICANT ACCOUNTING POLICIES
      The consolidated financial statements of the Company
        have been prepared in accordance with generally accepted accounting principles
        in the United States of America. Because a precise determination of many
        assets and liabilities is dependent upon future events, the preparation
        of consolidated financial statements for a period necessarily involves
        the use of estimates which have been made using careful judgement.
      The consolidated financial statements have, in managements
        opinion, been properly prepared within reasonable limits of materiality
        and within the framework of the significant accounting policies summarized
        below:
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              

F-7

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BAYMONT CORPORATION(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

OCTOBER 31, 2003(Unaudited)
  (Stated in U.S. Dollars)

|3. | SIGNIFICANT ACCOUNTING POLICIES(Continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | e)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | f)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   | g)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|4. | MINERAL PROPERTY INTEREST
      By an agreement dated December 28, 2001, as amended,
        the Company acquired a 75% interest in the BOR Claims located in British
        Columbia, Canada, in consideration of a cash payment of $2,500.
      Concurrently with the execution of this agreement, the
        Company entered into a joint venture agreement with the vendor of the
        property. The joint venture agreement requires that the Company expend
        an initial $12,000 on the property by June 30, 2003 with all further expenditures
        split 75% for the Company and 25% for their joint venture partner.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|5. | CONTINGENCY
      Under the terms of the joint venture agreement, either
        partys interest in the joint venture will be reduced proportionately
        for failure to contribute to exploration costs incurred pursuant to the
        agreement.                                                                                                                                                                                                                                                                                                                                                                                   

F-8

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

FORWARD LOOKING STATEMENTS

The information in this discussion contains forward-looking
  statements within the meaning of Section 27A of the Securities Act of 1933,
  as amended, and Section 21E of the Securities Exchange Act of 1934, as amended
  (the Exchange Act). These forward-looking statements involve risks
  and uncertainties, including statements regarding the Company's capital needs,
  business strategy and expectations. Any statements contained herein that are
  not statements of historical facts may be deemed to be forward-looking statements.
  In some cases, you can identify forward-looking statements by terminology such
  as "may", "will", "should", "expect", "plan", "intend", "anticipate", "believe",
  "estimate", "predict", "potential" or "continue", the negative of such terms
  or other comparable terminology. Actual events or results may differ materially.
  In evaluating these statements, you should consider various factors, including
  the risks outlined from time to time, in other reports Baymont Corporation (the
  Company) files with the Securities and Exchange Commission (the
  SEC). These factors may cause the Company's actual results to differ
  materially from any forward-looking statement. The Company disclaims any obligation
  to publicly update these statements, or disclose any difference between its
  actual results and those reflected in these statements. The information constitutes
  forward-looking statements within the meaning of the Private Securities Litigation
  Reform Act of 1995.

As used in this quarterly report, the terms "we", "us", "our",
  and our company mean Baymont Corporation, unless otherwise indicated.

General

Our Company is in the business of mineral exploration. We
  acquired a 75% undivided interest in four mineral claims known as the Bor
  Mineral Claims located in the Omineca Mining District in the Province of British
  Columbia, Canada. The acquisition of our 75% interest in the Bor mineral claims
  was made through our wholly-owned subsidiary, Baymont Exploration, Inc. The
  claims were purchased from Lorne Warren. The remaining 25% interest was reserved
  by Mr. Warren. We also entered into a joint venture agreement (the JV
  Agreement) with Mr. Warren on December 28, 2001, creating a joint operation
  for the purposes of exploring the Bor mineral claims. Under the terms of the
  JV Agreement with Mr. Warren, we were required to pay the first $12,000 of all
  exploration expenditures incurred by the joint venture in respect of mineral
  exploration activities conducted on the property.

The exploration work completed on the property to date was
  sufficient to meet our expenditure obligations under the JV Agreement. For any
  additional work, we will pay our proportionate share of 75% and Mr. Warren will
  pay his proportionate share of 25%. Each party's share may be reduced under
  certain conditions. Mr. Warren has been designated the initial operator of the
  joint venture program, entitling him to some additional compensation.

Plan of Operations

Our plan of operations is to conduct mineral exploration activities
  on the Bor mineral claims in order to assess whether these claims possess commercially
  exploitable mineral deposits. Our exploration program is designed to explore
  for commercially viable deposits of copper or silver minerals. We have not,
  nor has any predecessor, identified any commercially exploitable reserves of
  these minerals on our mineral claims.

We engaged Mr. John R. Poloni, B.Sc. P.Eng., our geological
  consultant, to prepare a geological evaluation report on the Bor mineral claims.
  We received this "Summary Report on the Bor Mining Property For Baymont Exploration
  Inc." on January 20, 2002. This report summarized the results of the history
  of the exploration of the mineral claims, the regional and local geology of
  the mineral claims and the mineralization and the geological formations identified
  as a result of the prior exploration. The geological report also gave conclusions
  regarding potential mineralization of the mineral claims and recommended a further
  geological exploration program on the mineral claims. This included a proposed
  Phase I and Phase II exploratory program.

We completed phase one and phase two of our planned two-phase
  exploration program on the Bor property. The total cost for both phases was
  approximately $12,000. Phase one, consisting of rock

3

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sampling and electromagnetic geological surveys, was completed
  at a cost of $4,100 in February, 2002. Following this successful completion
  of Phase I, we completed a second phase consisting of geological prospecting
  to extend known zones of interest and locate additional zones of interest at
  a cost of $7,600 in September, 2003. Results from the program are not yet available.
  Preliminary results from the Phase II exploration program, as reported by our
  operator for the exploration program, Mr. Warren, have confirmed that geophysical
  anomalies previously found are unmineralized faults and that no additional mineralized
  zones of interest were found.

Our business plan is to re-evaluate with our joint venture
  partner whether to proceed with the exploration of the Bor mineral claims following
  receipt of assays and a final report on phase two of the work program. If a
  further program is advisable, we will require additional financing.

During this exploration stage, our president will only be
  devoting approximately six hours per week of his time to our business. We do
  not foresee this limited involvement as negatively impacting our company over
  the next twelve months as all exploratory work has been and will continue to
  be performed by outside consultants. Additionally, we will not have a need to
  hire any employees over the next twelve months; nor do we plan to make any purchases
  of equipment over the next twelve months due to reliance upon outside consultants
  to provide all tools needed for the exploratory work being conducted. Our total
  expenditures over the next twelve months are anticipated to be approximately
  $15,000. Accordingly, we will require additional financing to fund our operations
  for the next twelve months. We anticipate that any additional financing will
  involve an equity financing. However, there is no assurance that we will be
  able to secure the necessary financing.

Results of Operations For Period Ending October 31, 2003

We did not earn any revenues during the period ended October
  31, 2003. We do not anticipate earning revenues until such time as we enter
  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 deposits are discovered, that we will enter into further substantial
  exploration programs.

We incurred expenses in the amount of $2,290 for the three
  month period ended October 31, 2003 and $17,791 for the nine months ended October
  31, 2003. These expenses in the third quarter ended October 31, 2003 included
  the following: (a) office related fees in the amount of $467 and rent in the
  amount of $150; and (b) professional fees in the amount of $1,673 in connection
  with our corporate organization and ongoing reporting obligations under the
  Exchange Act.

For the three month period ended October 31, 2003, we incurred
  a loss in the amount of $2,290 and $17,791 for the nine month period ended October
  31, 2003. We incurred a loss in the amount of $83,134 for the period from inception
  to October 31, 2003. Our loss was attributable entirely to operating expenses.

Liquidity and Capital Resources

We had working capital of $12,437 as of October 31, 2003 compared
  to working capital of $30,228 as of January 31, 2003. We anticipate that we
  will incur approximately $3,000 for operating expenses, including professional
  legal and accounting expenses associated with our reporting requirements under
  the Exchange Act through the end of our fiscal year.

We are currently deciding whether to proceed with the exploration
  of the Bor mineral claims following receipt of assays and a final report on
  phase two of the work program. If we decide not to proceed with further explorations
  of the property, we may pursue other business opportunities. We are currently
  searching for suitable opportunities. Any new business or property would likely
  require additional financing. We intend to maintain our interest in the Bor
  mineral claims property pending a change in metal prices warranting further
  exploration of the property.

We anticipate that additional funding, if required, will be
  in the form of equity financing from the sale of our common stock. However,
  we may not be able to raise sufficient funding from the sale of our common stock
  to fund additional phases, if any, of the exploration program. We believe that
  debt financing will not be an alternative for funding phase two of the 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

4

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typical investors of corporate debt until such time as an
  economically viable mine can be demonstrated. Traditional debt financing is
  not available at the early stages of exploration in which we are currently involved.
  We do not have any arrangements in place for any future equity financing.

Additional financing, if needed, may not be available. If
  we do not obtain additional financing necessary to conduct our exploration,
  we may consider bringing in an additional joint venture partner to provide the
  required funding. We have not undertaken any efforts to locate a joint venture
  partner. In addition, we may not ever be able to locate a joint venture partner
  who will assist us in funding our exploration of the Bor mineral claims.

OFF-BALANCE SHEET ARRANGEMENTS

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

ITEM 3.            CONTROLS
  AND PROCEDURES.

As required by Rule 13a-15 under the Exchange Act, we carried
  out an evaluation of the effectiveness of the design and operation of our disclosure
  controls and procedures as of October 31, 2003, being the date of our most recently
  completed fiscal quarter. This evaluation was carried out under the supervision
  and with the participation of our Chief Executive Officer and Chief Financial
  Officer, Mr. Alfredo De Lucrezia. Based upon that evaluation, our Chief Executive
  Officer and Chief Financial Officer concluded that our disclosure controls and
  procedures are effective in timely alerting management to material information
  relating to us required to be included in our periodic SEC filings. There have
  been no significant changes in our internal controls or in other factors that
  could significantly affect internal controls subsequent to the date we carried
  out our evaluation.

Disclosure controls and procedures are controls and other
  procedures that are designed to ensure that information required to be disclosed
  our reports filed or submitted under the Exchange Act is recorded, processed,
  summarized and reported, within the time periods specified in the Securities
  and Exchange Commission's rules and forms. Disclosure controls and procedures
  include, without limitation, controls and procedures designed to ensure that
  information required to be disclosed in our reports filed under the Exchange
  Act is accumulated and communicated to management, including our Chief Executive
  Officer and Chief Financial Officer, to allow timely decisions regarding required
  disclosure.

During our most recently completed fiscal quarter ended October
  31, 2003, there were no changes in our internal control over financial reporting
  that have materially affected, or are reasonably likely to affect, our internal
  control over financial reporting.

The term internal control over financial reporting
  is defined as a process designed by, or under the supervision of, the registrant's
  principal executive and principal financial officers, or persons performing
  similar functions, and effected by the registrant's board of directors, management
  and other personnel, to provide reasonable assurance regarding the reliability
  of financial reporting and the preparation of financial statements for external
  purposes in accordance with generally accepted accounting principles and includes
  those policies and procedures that:

| | (1) | Pertain to the maintenance of records
        that in reasonable detail accurately and fairly reflect the transactions
        and dispositions of the assets of the registrant;                                                                                                                                                                                                 
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                                                                                                                                                                                                                                                                  
| | (2) | Provide reasonable assurance that transactions
        are recorded as necessary to permit preparation of financial statements
        in accordance with generally accepted accounting principles, and that
        receipts and expenditures of the registrant are being made only in accordance
        with authorizations of management and directors of the registrant; and
| |     |                                                                                                                                                                                                                                                                                                                                                                                  
| | (3) | Provide reasonable assurance regarding
        prevention or timely detection of unauthorized acquisition, use or disposition
        of the registrant's assets that could have a material effect on the financial
        statements.                                                                                                                                          

5

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PART II - OTHER INFORMATION

ITEM 1.            LEGAL
  PROCEEDINGS.

We are not a party to any material legal proceedings and, to our knowledge, no such proceedings are threatened or contemplated.

ITEM 2.            CHANGES
  IN SECURITIES.

None.

ITEM 3.            DEFAULT
  UPON SENIOR SECURITIES.

None.

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

No matters were submitted to our security holders for a vote during the fiscal quarter ended October 31, 2003.

ITEM 5.            OTHER
  INFORMATION.

None.

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

EXHIBITS

|Exhibit Number |  | Description of Exhibit                                                                                                                                                                                   
|-------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|               |  |                                                                                                                                                                                                          
|               |  |                                                                                                                                                                                                          
|31.1           |  | Certification
        of Chief Executive Officer and Chief Financial Officer pursuant to 18
        U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley
        Act of 2002 (1)
|               |  |                                                                                                                                                                                                          
|32.1           |  | Certification
        of Chief Executive Officer and Chief Financial Officer pursuant to 18
        U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
        Act of 2002 (1)

|    |                                                             
|--- | ------------------------------------------------------------
|(1) | Filed as an Exhibit to this Quarterly Report on Form 10-QSB.
|    |                                                             

**REPORTS ON FORM 8-K**

We did not file any Current Reports on Form 8-K during the fiscal quarter ended
  October 31, 2003 and we have not filed any Current Reports on Form 8-K since
  October 31, 2003.

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SIGNATURES

In accordance with the requirements of the Securities and
  Exchange Act of 1934, the Registrant has duly caused this report to be signed
  on its behalf by the undersigned, thereunto duly authorized.

BAYMONT CORPORATION

Date:December 15,
  2003

By: /s/
  Alfredo De Lucrezia 
                    
  ALFREDO DE LUCREZIA 
                    
  CHIEF EXECUTIVE OFFICER, 
                    
  CHIEF FINANCIAL OFFICER 
                    
  AND DIRECTOR

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