---

UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION
  Washington, DC 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 July 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 .001 par value Common Stock outstanding as of July
  31, 2003.

---

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 July 31, 2003 are not necessarily
  indicative of the results that can be expected for the year ending January 31,
  2004.

1

---



BAYMONT CORPORATION(An Exploration Stage Company)

CONSOLIDATED FINANCIAL STATEMENTS

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

F-1

---

BAYMONT CORPORATION(An Exploration Stage Company)

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

|                                                                        |   | JULY
      31 |   |   | JANUARY
      31 |  
|----------------------------------------------------------------------- | - | ------------- | - | - | ---------------- | -
|                                                                        |   | 2003          |   |   | 2003             |  
|                                                                        |   |               |   |   |                  |  
|ASSETS                                                                  |   |               |   |   |                  |  
|                                                                        |   |               |   |   |                  |  
|Current                                                                 |   |               |   |   |                  |  
|Cash                                                                    | $ | 24,947        |   | $ | 30,868           |  
|                                                                        |   |               |   |   |                  |  
|Mineral Property Interest(Note 4)                                       |   | -             |   |   | -                |  
|                                                                        |   |               |   |   |                  |  
|                                                                        | $ | 24,947        |   | $ | 30,868           |  
|                                                                        |   |               |   |   |                  |  
|LIABILITIES                                                             |   |               |   |   |                  |  
|                                                                        |   |               |   |   |                  |  
|Current                                                                 |   |               |   |   |                  |  
|Accounts payable                                                        | $ | 10,220        |   | $ | 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 July 31, 2003 and January 31, 2003     |   | 8,986         |   |   | 8,986            |  
|                                                                        |   |               |   |   |                  |  
|Additional paid-in capital                                              |   | 86,585        |   |   | 86,585           |  
|                                                                        |   |               |   |   |                  |  
|Deficit Accumulated During The Exploration Stage                        |   | (80,844       | ) |   | (65,343          | )
|                                                                        |   | 14,727        |   |   | 30,228           |  
|                                                                        |   |               |   |   |                  |  
|                                                                        | $ | 24,947        |   | $ | 30,868           |  

F-2

---

BAYMONT CORPORATION(An Exploration Stage Company)

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

|                           |                    |           |                  |   |           |  |      |           | INCEPTION   |  
|-------------------------- | ------------------ | --------- | ---------------- | - | --------- |  | ---- | --------- | ----------- | -
|                           |                    |           |                  |   |           |  |      |           | DECEMBER 21 |  
|                           | THREE MONTHS ENDED |           | SIX MONTHS ENDED |   | 2001 TO   | 
|                           | JULY 31            |           | JULY 31          |   | JULY 31   | 
|                           | 2003               |           | 2002             |   | 2003      |  | 2002 |           | 2003        |  
|                           |                    |           |                  |   |           |  |      |           |             |  
|Expenses                   |                    |           |                  |   |           |  |      |           |             |  
|Mineral property           |                    |           |                  |   |           |  |      |           |             |  
|acquisition and            |                    |           |                  |   |           |  |      |           |             |  
|exploration expenditures   | $                  | 7,600     |                  | $ | 4,424     |  | $    | 7,600     |             | $
|Office and sundry          |                    | 225       |                  |   | 317       |  |      | 450       |             |  
|Rent                       |                    | 150       |                  |   | 200       |  |      | 300       |             |  
|Professional fees          |                    | 5,500     |                  |   | 13,404    |  |      | 6,551     |             |  
|Transfer agent fees        |                    | -         |                  |   | -         |  |      | 600       |             |  
|Consulting fees            |                    | -         |                  |   | -         |  |      | -         |             |  
|                           |                    |           |                  |   |           |  |      |           |             |  
|Net Loss For The Period    |                    | 13,475    |                  |   | 18,345    |  |      | 15,501    |             |  
|                           |                    |           |                  |   |           |  |      |           |             |  
|Deficit Accumulated During |                    |           |                  |   |           |  |      |           |             |  
|The Exploration Stage,     |                    |           |                  |   |           |  |      |           |             |  
|Beginning Of Period        |                    | 67,369    |                  |   | 36,512    |  |      | 65,343    |             |  
|                           |                    |           |                  |   |           |  |      |           |             |  
|Deficit Accumulated During |                    |           |                  |   |           |  |      |           |             |  
|The Exploration Stage,     |                    |           |                  |   |           |  |      |           |             |  
|End Of Period              | $                  | 80,844    |                  | $ | 54,857    |  | $    | 80,844    |             | $
|                           |                    |           |                  |   |           |  |      |           |             |  
|Basic And Diluted Loss Per |                    |           |                  |   |           |  |      |           |             |  
|Share                      | $                  | 0.01      |                  | $ | 0.01      |  | $    | 0.01      |             | $
|                           |                    |           |                  |   |           |  |      |           |             |  
|Weighted Average Number    |                    |           |                  |   |           |  |      |           |             |  
|Of Shares Outstanding      |                    | 8,985,713 |                  |   | 8,985,713 |  |      | 8,985,713 |             |  

F-3

---

BAYMONT CORPORATION(An Exploration Stage Company)

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

|                                   |                    |         |                  |   |         |   |      |         | INCEPTION   |  
|---------------------------------- | ------------------ | ------- | ---------------- | - | ------- | - | ---- | ------- | ----------- | -
|                                   |                    |         |                  |   |         |   |      |         | DECEMBER 21 |  
|                                   | THREE MONTHS ENDED |         | SIX MONTHS ENDED |   | 2001 TO |  
|                                   | JULY 31            |         | JULY 31          |   | JULY 31 |  
|                                   | 2003               |         | 2002             |   | 2003    |   | 2002 |         | 2003        |  
|                                   |                    |         |                  |   |         |   |      |         |             |  
|Cash Flows From Operating          |                    |         |                  |   |         |   |      |         |             |  
|Activities                         |                    |         |                  |   |         |   |      |         |             |  
|Net loss for the period            | $                  | (13,475 | )                | $ | (18,345 | ) | $    | (15,501 | )           | $
|                                   |                    |         |                  |   |         |   |      |         |             |  
|Adjustments To Reconcile Net Loss  |                    |         |                  |   |         |   |      |         |             |  
|To Net Cash Used By Operating      |                    |         |                  |   |         |   |      |         |             |  
|Activities                         |                    |         |                  |   |         |   |      |         |             |  
|Change in accounts payable         |                    | 10,220  |                  |   | (5,048  | ) |      | 9,580   |             |  
|Change in prepaid expenses         |                    | 183     |                  |   | -       |   |      | -       |             |  
|                                   |                    | (3,072  | )                |   | (23,393 | ) |      | (5,921  | )           |  
|                                   |                    |         |                  |   |         |   |      |         |             |  
|Cash Flows From Financing Activity |                    |         |                  |   |         |   |      |         |             |  
|Issue of share capital             |                    | -       |                  |   | -       |   |      | -       |             |  
|                                   |                    |         |                  |   |         |   |      |         |             |  
|Increase (Decrease) In Cash        |                    | (3,072  | )                |   | (23,393 | ) |      | (5,921  | )           |  
|                                   |                    |         |                  |   |         |   |      |         |             |  
|Cash, Beginning Of Period          |                    | 28,019  |                  |   | 64,925  |   |      | 30,868  |             |  
|                                   |                    |         |                  |   |         |   |      |         |             |  
|Cash, End
      Of Period          | $                  | 24,947  |                  | $ | 41,532  |   | $    | 24,947  |             | $

F-4

---

BAYMONT CORPORATION(An Exploration Stage Company)

CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY

JULY 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 |            | $ | -           |  | $     | -      
|                                 |              |  |             |       |            |   |             |  |       |        
|Shares issued for cash at $0.03  | 2,985,713    |  |             | 2,986 |            |   | 86,585      |  |       | -      
|                                 |              |  |             |       |            |   |             |  |       |        
|Net loss for the period          | -            |  |             | -     |            |   | -           |  |       | (10,745
|                                 |              |  |             |       |            |   |             |  |       |        
|Balance, January 31, 2002        | 8,985,713    |  |             | 8,986 |            |   | 86,585      |  |       | (10,745
|                                 |              |  |             |       |            |   |             |  |       |        
|Net loss for the year            | -            |  |             | -     |            |   | -           |  |       | (54,598
|                                 |              |  |             |       |            |   |             |  |       |        
|Balance, January 31, 2003        | 8,985,713    |  |             | 8,986 |            |   | 86,585      |  |       | (65,343
|                                 |              |  |             |       |            |   |             |  |       |        
|Net loss for the period          | -            |  |             | -     |            |   | -           |  |       | (15,501
|                                 |              |  |             |       |            |   |             |  |       |        
|Balance, July 31, 2003           | 8,985,713    |  | $           | 8,986 |            | $ | 86,585      |  | $     | (80,844

F-5

---

BAYMONT CORPORATION(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

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

|1. | BASIS OF PRESENTATION
      The unaudited consolidated financial statements as of
        July 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 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 $73,244 for the period
        from December 21, 2001 (inception) to July 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

---

BAYMONT CORPORATION(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 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

---

BAYMONT CORPORATION(An Exploration Stage Company)

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

JULY 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

---

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 below, and, from time to time, in other reports the Company
  files with 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.

Business Overview

We are in the business of mineral exploration. We have acquired
  a 75% undivided interest in four mineral claims known as the Bor Mineral Property
  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. Our objective is to conduct mineral exploration
  activities on the mineral claims in order to assess whether it possesses potential
  for commercially exploitable reserves of silver or copper. The remaining 25%
  interest was reserved by Mr. Warren. We also entered into a joint venture agreement
  with Mr. Warren creating a joint operation for the purposes of exploring the
  Bor mineral claims.

Under the terms of the Joint Venture Agreement, we will be
  responsible for the first $12,000 of exploration expenditures on the property.
  As originally agreed upon, this expenditure was due on or before December 31,
  2002. However, due to inclement weather, the parties amended the Joint Venture
  Agreement on December 17, 2002 to extend the date for payment to June 30, 2003.
  We have completed an additional $7,600 of expenditures in the three months ended
  July 31, 2003 and are awaiting assays and a report of our geological consultant
  on the results of the work done. The work done was sufficient to meet our obligations
  under the Joint Venture 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.

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. The property that is the subject to our
  mineral claims is undeveloped and does not contain any open-pit or underground
  mines. There is no mining plant or equipment located on the property that is
  the subject of the mineral claim. Currently, there is no power supply to the
  mineral claim. We are an exploration stage company and there is no assurance
  that a commercially viable mineral deposit exists on our mineral claims.

Geological Exploration Program

We engaged Mr. John R. Poloni 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

2

---

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.

Phase one exploration work was conducted on the property by
  Lorne Warren and his crew from January 28, 2002 to February 10, 2002. Six rock
  samples were analyzed which confirmed the presence of copper, silver and minor
  gold. Preliminary results from MMI, or mobile metal ion, soil sample geochemical
  survey were deemed very low by Mr. Warren and show MMI technology will not be
  a useful tool on these mineral claims. Rather, conventional soil geochemistry
  is indicated as a more efficacious and cost-effective method. Mobile Metal Ion
  is a process used to measure the mobile ions of metals from mineralization which
  have moved towards the surface and are loosely attached to soil particles, which
  can be sampled easily.

The electromagnetic receiver, or EM, geophysical survey conducted
  detected two significant conductors which could potentially represent bounding
  fault/shear structures next to the known zone. Bounding fault/shear structures
  refers to structures bordered by faults or shears, which are breaks in the continuity
  of a body of rock or of a vein, with dislocation along the plane or fracture.
  A conductor is a body or volume of rock that is more susceptible, or more visible,
  to electric and or electromagnetic currents. An electromagnetic receiver is
  a tool that enables geologists to locate conductors, which can be precious metals.
  Geologists utilize an EM Grid to facilitate surveys. The grid divides the surface
  into measured zones making surveying more systematic and easier to record results.

Mr. Warren recommended further work be conducted and on March
  1, 2002, Mr. Poloni, our consulting geologist concurred that the results of
  the Phase I program warranted proceeding to the next phase. This phase two program
  was to increase the size of the target area size and evaluate the potential
  for a large porphyry copper deposit on the claim by expanding the old soil sample
  lines using conventional techniques to analyze the samples and extending the
  EM grid at the same time. A porphyry copper deposit is a deposit of dissiminated
  copper minerals in or around a large body of intrusive rock.

Plan of Operations

We have 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 sampling and electromagnetic
  geological surveys, was completed at a cost of $4,100. Following this successful
  completion of Phase I, we completed a second phase consisting of electromagnetic
  and soil sample surveys and geology at a cost of $7,600. Results from the program
  are not yet available.

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 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.

Results of Operations For Period Ending July 31, 2003

We did not earn any revenues during the period ended July
  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 $13,475 for the three
  month period ended July 31, 2003 and $15,501 for the six months ended July 31,
  2003. These expenses in the second quarter ended July 31, 2003 included the
  following: (a) office related fees in the amount of $225 and rent in the amount
  of $150;

3

---

(b) professional fees in the amount of $5,500 in connection
  with our corporate organization and registration process with the SEC; and (c)
  exploration expenditures in the amount of $7,600.

For the three month period ended July 31, 2003, we incurred
  a loss in the amount of $13,475 and $15,501 for the six month period ended July
  31, 2003. We incurred a loss in the amount of $80,844 for the period from inception
  to July 31, 2003. Our loss was attributable entirely to operating expenses.

Liquidity and Capital Resources

We had working capital of $14,727 as of July 31, 2003 compared
  to working capital of $30,228 as of January 31, 2003. We anticipate that we
  will incur $12,000 for operating expenses, including professional legal and
  accounting expenses associated with our reporting requirements under the Securities
  Exchange Act of 1934 through the end of our fiscal year;

If additional work is recommended following phase two, additional
  funding may be required. We anticipate that additional funding 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 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 claim.

ITEM 3.     CONTROLS AND PROCEDURES.

As required by Rule 13a-15 under the Securities Exchange Act
  of 1934 (the Exchange Act), we carried out an evaluation of the
  effectiveness of the design and operation of our disclosure controls and procedures
  as of July 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 July
  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

4

---

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

---

PART II - OTHER INFORMATION

ITEM 1.     Legal Proceedings

The Company currently is not a party to any material legal
  proceedings and, to the Companys knowledge; no such proceedings are threatened
  or contemplated.

ITEM 2.     Changes in Securities
  and Use of Proceeds

The Company has had no changes in Securities or Use of Proceeds.

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 July 31, 2003.

ITEM 5.     Other Information

None.

ITEM 6.     Exhibits and Reports on Form 8-K

EXHIBITS REQUIRED BY ITEM 601 OF FORM 8-K

|               |  |                                                                                                                                                                                              
|-------------- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|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 (3)
|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 (3)

---

| | (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 July 31, 2003.

6

---

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:              
|                   
|By:                
|                   
|                   
|                   
|                   
|                   

7

---