U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB



[ x ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
             OF 1934 FOR THE QUARTERLY PERIOD ENDED June 30, 2004

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                                  ACT OF 1934

                For the transition period   from             to

                        Commission File Number: 0-13597


                           AVALON GOLD CORPORATION
                     (Formerly Iceberg Brands Corporation)
            (Exact name of registrant as specified in its charter)
             NEVADA                                      88-0195105
  (State or other jurisdiction of
  incorporation or organization)          (I.R.S. Employer Identification No.)

1288 Alberni  Street, Suite 806, Vancouver, British Columbia, Canada   V6E 4N5
       (Address of registrant's principal executive offices)   (Zip Code)

                                  604.664.0499
              (Registrant's Telephone Number, Including Area Code)


APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practical date.  As of June 30, 2004 there were
15,405,492  shares of the issuer's $0.001 par value common stock issued and
outstanding.
===============================================================================


INDEX
                                                                       PAGE
Part I. FINANCIAL INFORMATION

Item 1.   Financial Statements.........................................F1-F13

Item 2.   Management's Discussion and Analysis or Plan of Operation.....2-5

Item 3.   Controls And Procedures........................................6

Part II. OTHER INFORMATION

Item 1.   Legal Proceedings..............................................7

Item 2.   Changes in Securities and Use of Proceeds......................7

Item 3.   Defaults Upon Senior Securities................................7

Item 4.   Submission of Matters to a Vote of Security Holders............7

Item 5.   Other Information..............................................8

Item 6.   Exhibits and Reports on Form 8-K...............................9

SIGNATURES...............................................................9

===============================================================================


ITEM 1. Financial Statements



                           AVALON GOLD CORPORATION
                     (Formerly Iceberg Brands Corporation)
                         (An Exploration Stage Company)

                                            BALANCE SHEETS

 <table>
 <caption>
 
                                                        <c>                       <c>
                                                              June 30,            December 31,
                                                                2004                  2003
                                  ASSETS                     (Unaudited)

 CURRENT ASSETS
         Cash                                          $              -        $        2,262
         Taxes recoverable                                          398                 1,521
         Current portion of prepaid service contracts           359,878               365,707
                                                              ----------            ----------
                                                                360,276               369,490

 INVESTMENT IN LEGACY MINING LTD (Note 3)                       125,964                     -
 DUE FROM GOLDEN SPIRIT MINERALS LTD.                            43,701               167,899
 PREPAID SERVICE CONTRACTS (Note 6)                              31,500               107,337
 DEPOSIT ON ACQUISITION OF MINERAL PROPERTY (Note 4)                  -                 9,000
 OIL AND GAS PROPERTIES (Note 5)                                      2                     2
                                                             ----------            ----------
                                                       $        561,443        $      653,728
                                                             ==========            ==========

                  LIABILITIES AND STOCKHOLDERS' EQUITY

 CURRENT LIABILITIES
         Bank overdraft                                $            946                     -
         Accounts payable and accrued liabilities                16,525                19,621
         Due to related parties (Note 8)                        149,360               292,473
                                                             ----------            ----------
                                                                166,831               312,094
                                                             ----------            ----------

 CONTINGENCIES (Note 1 and 9)

 STOCKHOLDERS' EQUITY (Note 7)
      Common stock, $.001 par value, 200,000,000
          shares authorized 15,405,492 (2003 -
          9,305,492) shares issued and outstanding               55,120                49,021
         Additional paid-in capital                          18,400,044            17,751,644
         Share subscriptions receivable                               -              (232,094)
         Deficit accumulated during the development
         stage                                              (18,060,552)          (17,226,937)
                                                             ----------            ----------
                                                                394,612               341,634
                                                             ----------            ----------
                                                       $        561,443        $      653,728
                                                             ==========            ==========

 The accompanying notes are an integral part of these financial statements

</table>
<page>F-1
                                        AVALON GOLD CORPORATION
                                 (Formerly Iceberg Brands Corporation)
                                    (An Exploration Stage Company)
                                    INTERIM STATEMENT OF OPERATIONS
                                              (Unaudited)
<table>
<caption>

                                     <c>          <c>             <c>            <c>           <c>
                                                                                             Cumulative
                                       Three         Three           Six          Six           from
                                       Months        Months         Months       Months       January 1,
                                       ended         ended          ended        ended         1996 to
                                      June 30,      June 30,       June 30,     June 30,       June 30,
                                        2004          2003           2004         2003           2004
                                     ----------    ----------     ----------     ----------   ----------
GENERAL AND ADMINISTRATIVE EXPENSES
  Litigation settlement             $       -  $        -    $         -       $       -     $  2,291,070
  Management and consulting fees      192,474     124,590        341,050         355,938        2,631,921
  Consulting fees-Stock based
    compensation(Note 7)               48,000      33,800         48,000         362,700          699,000
  Exploration cost (Note 4)             9,514           -        122,014               -          122,014
  Loss on settlement of debt(Note 7)        -           -         62,000               -          718,784
  General and Administrative          121,023      95,422        207,182         203,790        1,781,804
  Professional fees                    29,540      64,057         53,369          86,913          777,807
  Interest expense                          -           -              -               -           98,282
  Software development costs                -           -              -               -          737,300
                                     -----------  ---------   -----------     ----------       ----------
LOSS BEFORE THE FOLLOWING             400,551     317,869        833,615       1,009,341        9,857,982

Write-down of oil and gas properties        -           -              -               -        1,406,000
Write-off (recovery) of ACGT interest       -           -              -               -        2,250,937
Loss on Iceberg Drive Inn Investment        -      85,000              -          85,000           85,000
                                    ------------  ---------   ------------     ----------     -----------

NET LOSS FOR THE PERIOD             $(400,551)  $(402,869)    $ (833,615)   $ (1,094,341)   $ (13,599,919)
                                     =========== =========    ============    ===========    =============



BASIC NET LOSS PER SHARE            $   (0.03)  $   (0.11)     $    (0.07)     $    (0.28)
                                     =========  ==========      ==========      ==========
WEIGHTED AVERAGE COMMON SHARES
OUTSTANDING                         13,894,503   3,818,828      12,591,657       3,911,458
                                    =========== ===========     ==========      ==========
The accompanying notes are an integral part of these financial statements


</table>
<page>F-2
                                        AVALON GOLD CORPORATION
                                 (Formerly Iceberg Brands Corporation)
                                    (An Exploration Stage Company)
                                   INTERIM STATEMENTS OF CASH FLOWS
                                              (Unaudited)
<table>
<caption>

                                                                   <c>                 <c>              <c>
                                                                                                             Cumulative
                                                                  Six Months ended   Six Months ended      from January 1,
                                                                      June 30,            June 30,            1996 to
                                                                        2004               2003             June 30,2004
                                                                     -----------         -----------         -----------
CASH FLOWS FROM OPERATING ACTIVITIES
       Net loss for the Period                                     $   (833,615)     $   (1,094,341)      $  (13,599,919)
       Adjustments to reconcile net loss to net cash from
        operating activities:
        - Fees and services paid for with common shares                  516,166             524,103            2,488,376
        - stock-based compensation                                        48,000             362,700              699,000
        - interest paid for with common shares                                 -                   -               80,872
        - loss on settlement of debt                                      62,000                   -              718,784
        - software development costs paid for with common shares               -                   -              600,000
        - non-cash exploration cost                                      119,000                   -              119,000
        - write-down of interest in oil and gas properties                     -                   -            2,250,937
        - write-down of interest in ACGT Corporation                           -                   -            1,406,000
        - Loss on Iceberg Drive Inn Investment                                 -              85,000               85,000
        - other non-cash expenses                                              -                   -            2,557,382
                                                                      -----------         -----------         -----------
                                                                        (88,449)           (122,538)          (2,594,568)
        - net changes in working capital items                          (53,348)           (356,690)              530,671
                                                                      -----------         -----------         -----------
CASH USED IN OPERATING ACTIVITIES                                      (146,321)           (479,228)          (2,068,421)
                                                                      -----------         -----------         -----------

CASH FLOWS USED IN INVESTING ACTIVITIES
   Investment in Iceberg Acquistion Corporation                                -            (95,000)            (120,000)
   Interest in oil and gas property.                                           -                   -            (684,934)
                                                                      -----------         -----------         -----------
CASH USED IN INVESTING ACTIVITIES                                        (95,000)                  -             (804,934)
                                                                      -----------         -----------         -----------
CASH FLOWS FROM FINANCING ACTIVITIES
   Bank overdraft                                                            946               1,109                  946
   Net proceeds on sale of common stock                                        -             754,000            1,190,240
   Net proceeds from common stock subscriptions                                -                   -              633,000
   Net advances (to) from related parties                                143,113           (180,881)              629,169
   Advances receivable                                                         -                   -              420,000
                                                                      -----------         -----------         -----------
CASH PROVIDED FINANCING ACTIVITIES                                       144,059             574,228            2,873,355

(DECREASE) INCREASE IN CASH                                              (2,262)                   -                    -

CASH, BEGINNING OF PERIOD                                                  2,262                   -                    -
                                                                      -----------        -----------          -----------
CASH, END OF PERIOD                                                  $          -       $          -          $         -
                                                                      ===========        ===========          ===========

Other non-cash transactions:
During the six months ended June 30, 2004, the Company issued 1,050,000
restricted common shares for prepaid investor relations and investment
banking service contracts valued at $126,000 (Refer to Note6).

During the six months ended June 30, 2004, the Company issued 1,550,000
shares with a fair value of $170,500 in settlement of  $88,550 of consulting
fees, $14,350 of professional fees and $5,600 in officeand administrative
salaries.

During the six months ended June 30, 2004, the Company issued 1,000,000
restricted common shares valued at $110,000 towards the acquisition of a
mineral property.

During the six months ended June 30, 2004, the Company issued 2,500,000
shares with a fair value of $200,000 in settlement of  $161,000 of consulting
fees, $17,500 of professional fees and $21,500 in office and administrative
salaries.

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

</table>
<page>F-3
                                        AVALON GOLD CORPORATION
                                 (Formerly Iceberg Brands Corporation)
                                    (An Exploration Stage Company)

                                 NOTES TO INTERIM FINANCIAL STATEMENTS
                                             JUNE 30,2004
                                              (Unaudited)

NOTE 1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION

The Company was incorporated as Venture Investments Inc. under the Laws of the
State of Nevada on November 29, 1983.  The company underwent a name change to
Asdar Group on December 10, 1997, a name change to Precise Life Sciences Ltd.
on April 30, 2002, a name change to Iceberg Brands Corporation on March 3, 2003
and a name change to Avalon Gold Corporation on September 8, 2003.  The company
was dormant from 1991 to 1996 and currently has no revenue generating
operations.  In accordance with SFAS #7, the company was considered a
development stage company since January 1, 1996 and as a result of changing
its business focus to acquisition and exploration of mineral properties is
considered to be an exploration stage company.

The financial statements have been prepared on the basis of a going concern
which contemplates the realization of assets and the satisfaction of liabilities
in the normal course of business.  The Company has not generated any revenues or
completed development of any commercially acceptable products or services to
date and further significant losses are expected to be incurred in developing
its business.  The ability of the Company to continue as a going concern is
dependent on raising additional capital and ultimately on generating future
profitable operations.

Unaudited Interim Financial Statements
The accompanying unaudited interim financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB of Regulation
S-B. They do not include all information and footnotes required by generally
accepted accounting principles for complete financial statements. However,
except as disclosed herein, there has been no material changes in the
information disclosed in the notes to the financial statements for the
year ended December 31, 2003 included in the Company's Annual Report on
Form 10-KSB filed with the Securities and Exchange Commission. The interim
unaudited financial statements should be read in conjunction with those
financial statements included in the Form 10-KSB. In the opinion of Management,
all adjustments considered necessary for a fair presentation, consisting solely
of normal recurring adjustments, have been made. Operating results for the six
months ended June 30, 2004 are not necessarily indicative of the results that
may be expected for the year ending December 31, 2004.

<page>F-4

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation
The accompanying financial statements are presented in United States dollars
and are prepared in accordance with accounting principles generally accepted
in the United States.

Use of Estimates and Assumptions
Preparation of the Company's financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect certain reported amounts and disclosures.  Accordingly,
actual results could differ from those estimates.

Cash and Cash Equivalents
The Company considers all liquid investments, with an original maturity of
three months or less when purchased, to be cash equivalents.

Mineral property costs

Mineral property acquisition, exploration and development costs are expensed
as incurred until such time as economic reserves are quantified.  To date the
Company has not established any proven or probable reserves on its mineral
properties.  The Company has adopted the provisions of SFAS No. 143 "Accounting
for Asset Retirement Obligations" which establishes standards for the initial
measurement and subsequent accounting for obligations associated with the sale,
abandonment, or other disposal of long-lived tangible assets arising from the
acquisition, construction or development and for normal operations of such
assets.  The adoption of this standard has had no effect on the Company's
financial position or results of operations.  As at June 30, 2004 any potential
costs relating to the retirement of the Company's mineral property interest are
not yet determinable.

Marketable Equity Securities

The Company follows the equity method of accounting for its long-term
investments in which it holds less than 50% of the investee's voting shares
and over which it exercises significant influence.  Under this method, the
Company records its shares of the earnings or losses of the investee.
Management reviews the carrying value of these investments on a quarterly
basis to determine if their carrying value has been impaired.  Declines in
value that are other than temporary are recognized by writing down the
investment to its estimated recoverable amount.

<page>F-5

The Company's other investments consist of marketable equity securities which
are not yet available-for-sale and as such, their carrying value is at cost.
Management reviews the carrying value of these instruments on a quarterly basis
to determine if their carrying value has been impaired.

As the marketable equity securities become available-for-sale, their carrying
value is adjusted to market at the end of each quarter.  As required by SFAS
130, unrealized gains and losses on these investments are recorded as a
component of accumulated other comprehensive income and are recorded as a
component of net income when realized.  However, if there is a permanent
decline in the available-for-sale securities, this adjustment is taken into
income in the period.

Fair Value of Financial Instruments

The following disclosure of the estimated fair value of financial instruments
is made in accordance with the requirements of SFAS No. 107 Disclosures about
Fair Value of Financial Instruments. The estimated fair value amounts have
been determined by the Company, using available market information and
appropriate valuation methodologies.  The fair value of financial instruments
classified as current assets or liabilities including cash and cash equivalents
and notes and accounts payable approximate carrying value due to the short-term
maturity of the instruments.

Foreign Currency Translation

The financial statements are presented in United States dollars. In accordance
with Statement of Financial Accounting Standards No. 52, "Foreign Currency
Translation", foreign denominated monetary assets and liabilities are
translated to their United States dollar equivalents using foreign exchange
rates which prevailed at the balance sheet date.  Revenue and expenses are
translated at average rates of exchange during the year. Related translation
adjustments are reported as a separate component of stockholders' equity,
whereas gains or losses resulting from foreign currency transactions are
included in results of operations.

<page>F-6

Stock-based compensation

In December 2002, the Financial Accounting Standards Board issued Financial
Accounting Standard No. 148, "Accounting for Stock-Based Compensation-
Transition and Disclosure" ("SFAS No. 148"), an amendment of Financial
Accounting Standard No. 123 "Accounting for Stock-Based Compensation"
("SFAS No. 123").  The purpose of SFAS No. 148 is to: (1) provide alternative
methods of transition for an entity that voluntarily changes to the fair value
based method of accounting for stock-based employee compensation, (2) amend the
disclosure provisions to require prominent disclosure about the effects on
reported net income of an entity's accounting policy decisions with respect
to stock-based employee compensation, and (3) to require disclosure of those
effects in interim financial information.  The disclosure provisions of
SFAS No. 148 were effective for the Company for the year ended December 31, 2002
and the required disclosures have been made below.

The Company has elected to continue to account for stock-based employee
compensation arrangements in accordance with the provisions of Accounting
Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees",
("APB No. 25") and comply with the disclosure provisions of SFAS No. 123 as
amended by SFAS No. 148 as described above.  In addition, in accordance with
SFAS No. 123 the Company applies the fair value method using the Black-Scholes
option-pricing model in accounting for options granted to consultants. Under
APB No. 25, compensation expense is recognized based on the difference, if any,
on the date of grant between the estimated fair value of the Company's stock
and the amount an employee must pay to acquire the stock.  Compensation
expense is recognized immediately for past services and pro-rata for future
services over the option-vesting period.

The following table illustrates the pro forma effect on net income (loss)
and net income (loss) per share as if the Company had accounted for its for
stock-based employee compensation using the fair value provisions of SFAS
No. 123 using the assumptions as described in Note 6:
                                            June 30, 2004    June 30, 2003
                                           ---------------  -----------------
Net loss                      As reported   $   (833,615)    $ (1,094,341)
                                           ---------------  -----------------
SFAS 123 compensation expense   Pro-forma       (102,000)        (273,800)
                                Pro-forma       (935,615)    $ (1,368,141)
                                           ===============  =================
Pro-forma net loss per share
     Basis and fully diluted    Pro-forma   $      (0.07)    $      (0.08)
                                           ===============  =================

The Company accounts for equity instruments issued in exchange for the receipt
of goods or services from other than employees in accordance with SFAS No. 123
and the conclusions reached by the Emerging Issues Task Force in Issue
No. 96-18, "Accounting for Equity Instruments That Are Issued to Other Than
Employees for Acquiring or in Conjunction with Selling Goods or Services"
("EITF 96-18").  Costs are measured at the estimated fair market value of the
consideration received or the estimated fair value of the equity instruments
issued, whichever is more reliably measurable.  The value of equity instruments
issued for consideration other than employee services is determined on the
earlier of a performance commitment or completion of performance by the
provider of goods or services as defined by EITF 96-18.

<page>F-7

The Company has also adopted the provisions of the Financial Accounting
Standards Board Interpretation No.44, Accounting for Certain Transactions
Involving Stock Compensation - An Interpretation of APB Opinion No. 25
("FIN 44"), which provides guidance as to certain applications of APB 25.
FIN 44 is generally effective July 1, 2000 with the exception of certain
events occurring after December 15, 1998.

Income Taxes
The Company follows the liability method of accounting for income taxes.
Under this method, deferred tax assets and liabilities are recognized for
the future tax consequences attributable to differences between the financial
statement carrying amounts of existing assets and liabilities and their
respective tax balances.  Deferred tax assets and liabilities are measured
using enacted or substantially enacted tax rates expected to apply to the
taxable income in the years in which those differences are expected to be
recovered or settled.  The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in income in the period that includes the
date of enactment or substantial enactment.  A valuation allowance is provided
for deferred tax assets if it is more likely than not that the Company will not
realize the future benefit, or if future deductibility is uncertain.


NOTE 3 - INVESTMENT IN LEGACY MINING LTD.

On December 31, 2003, the Company agreed to settle an outstanding debt of
$122,988 of the its receivable from Legacy Mining Ltd. ("Legacy") for the
issue of 1,229,880 restricted shares of Legacy at a value of $0.10 per share
representing a 9.8% interest in Legacy. These restricted shares were issued
to the Company on February 20, 2004. Legacy is a non-reporting entity with
a director in common. Legacy has applied to NASD for a listing on the pink
sheets and intends to become a fully reporting company in 2004. The Company
has recorded its investment at cost and will review the carrying value of
these shares when they become available for sale. The balance of $2,976
represents additional advances made to Legacy. These amounts are non-interest
bearing and have no specific terms of repayment.

<page>F-8

NOTE 4 -  MINERAL PROPERTIES

Deposit on acquisition of Mayske Gold Property, Ukraine
On September 22, 2003, the Company signed a Letter of Intent to acquire
the Mayske Gold Property located in the Odessa Region, Ukraine. The Company
intended to acquire a 75% interest in the property and possibly up to a 90%
interest.  The Company issued 50,000 restricted common shares valued at $9,000
as a deposit towards the acquisition. An additional 450,000 restricted shares
will be issued when the additional 15% is included. The Company issued 15,000
common shares valued at $1,500 to an individual as consideration for
representing the Company's interest in the Ukraine.  During the second quarter
of 2004, the Company completed its due diligence in Ukraine and could not be
satisfied a proper elected government official in the mining sector has reviewed
the Company's proposals. Thus, the Company has abandoned this project and
expensed the $9,000 deposit on the property.

LSA Mineral Claims
By Agreement dated January 26, 2004 and subsequent amendments dated
March 8, 2004 and August 11, 2004 the Company agreed to acquire a ninety-percent
(90%) interest in seven (7) lode mining claims known as the LSA claims, located
in Lander County, Nevada. The Company issued 1,000,000 restricted common shares
valued at $110,000 and paid $1,000 upon signing the agreement. Under the terms
of the agreement(s), the Company paid $2,500 by April 26, 2004.  Thereafter,
on the last day of each month from May, 2004 to February, 2005, the Company
will pay an additional $500 in cash.  In addition the Company is required to
issue a fair value of $17,500 in restricted shares on March 31, 2005 to earn
its ninety-percent (90%) interest.  As of June 30, 2004, the Company has paid
$3,500 towards the acquisition.

The Company will be required to perform annual assessment work to keep the
claims in good standing. The Company will have an independent engineering
report prepared on the property, which will contain recommendations for a
work program


NOTE 5 - OIL AND GAS PROPERTIES

Harvester Property, California, USA:
The Company owns a 2% royalty interest carried at a nominal value of $1 due
to the uncertainty of realization.

LAK Ranch Oil Project, Wyoming, USA:
The Company owns a 0.7% gross overriding royalty interest on 6,360 acres of
oil and natural gas rights located in the Powder River Basin of eastern Wyoming
carried at a nominal value of $1 due to the uncertainty of realization.

<page>F-9

NOTE 6 - SERVICE CONTRACTS

On November 15, 2001, the Company entered into an agreement with Palisades
Financial Ltd., a private company controlled by a significant shareholder, with
a three-year term, whereby Palisades will provide investment-banking services
to the Company (valued at $94,000) in exchange for 200,000 restricted shares of
the Company's common stock.

On December 13, 2002, the Company entered into an agreement with Advantage
Nevada Corporation, a private company, with a two and one-half year term,
whereby Advantage will provide consulting services to the Company (valued
at $270,000) in exchange for 2,250,000 restricted shares of the Company's
common stock. The consultant will provide such services and advice to the
Company in business development, business strategy and corporate image. In
addition, the consultant will assist the Company in developing, studying and
evaluating acquisition proposals within North America.

On December 13, 2002, the Company entered into an agreement with HBK
Investments Services Ltd., a private company controlled by a shareholder,
with a two year term, whereby HBK will provide investor relations services
to the Company (valued at $90,000) in exchange for 750,000 restricted shares
of the Company's common stock. The investor relations individual will provide
such services as researching, editing and generating a company profile,
technical chart analysis, relaying the Company's business perspectives and
distribution of corporate updates, including press releases.

On December 13, 2002, the Company entered into an agreement with Asiatic
Management Consultants Ltd., a private company controlled by a significant
shareholder, with a two and one-half year term, whereby Asiatic will provide
investment-banking services to the Company (valued at $300,000) in exchange
for 2,500,000 restricted shares of the Company's common stock. The investment
banker will provide access to investors and ongoing funding for the Company's
investment in Iceberg Acquisition Corporation.

On December 13, 2002, the Company entered into an agreement with a shareholder,
with a two and one-half year term, whereby the shareholder will provide
consulting services to the Company (valued at $120,000) in exchange for
1,000,000 restricted shares of the Company's common stock. The consultant will
provide such services and advice to the Company in business development,
business strategy and corporate image. In addition, the consultant will
assist the Company in developing, studying and evaluating acquisition proposals
outside of North America.

<page>F-10

On January 15, 2004, the Company entered into an agreement with Y.E.N.N. Asset
Management, a private company controlled by a significant shareholder, for a
two year term, whereby Y.E.N.N. will provide investment-banking services to the
Company (valued at $54,000) in exchange for 450,000 restricted shares of the
Company's common stock. The investment banker will provide access to investors
and ongoing funding for the Company's investments.

On January 15, 2004, the Company entered into an agreement with Inter-Orient
Investments Ltd., a private company controlled by an significant shareholder,
for a two year term, whereby Inter-Orient Investments Ltd. will provide investor
relations services to the Company (valued at $72,000) in exchange for 600,000
restricted shares of the Company's common stock. The investor relations
individual will provide such services as researching, editing and generating
a company profile, technical chart analysis, relaying the Company's business
perspectives and distribution of corporate updates, including press releases.

At June 30, 2004  the current portion of the prepaid service contracts
totaled $359,878.


NOTE 7 - CAPITAL STOCK

During the six months ended June 30, 2004, the Company issued 1,050,000
restricted common shares for prepaid investor relations and investment banking
service contracts valued at $126,000 (Refer to Note 6).

During the six months ended June 30, 2004, the Company issued 1,550,000
shares with a fair value of $170,500 in settlement of  $88,550 of consulting
fees, $14,350 of professional fees and $5,600 in office and administrative
salaries. The difference of $62,000 has been recorded as a loss on settlement
of debt.

<page>F-11

During the six months ended June 30, 2004, the Company issued 1,000,000
restricted common shares valued at $110,000 towards the acquisition of a
mineral property (Refer to Note 4).

During the six months ended June 30, 2004, the Company issued 2,500,000
shares with a fair value of $200,000 in settlement of  $161,000 of consulting
fees, $17,500 of professional fees and $21,500 in office and administrative
salaries.

Stock options

On February 10, 2004, the Company filed a Registration Statement on Form S-8
to cover 4,050,000 shares of common stock to be issued, 2,500,000 shares
pursuant to the Company's 2004 Stock Incentive and Option Plan (the "Plan")
and 1,550,000 shares to be issued for debt in the amount of $108,500. The
shares issued for debt included 155,000 shares of common stock in settlement
of $10,850 of administrative salaries and professional fees to two employees.

On May 26, 2004, the Company filed a Registration Statement on Form S-8 to cover
2,500,000 shares to be issued for debt in the amount of $200,000. The shares
issued for debt included 487,500 shares of common stock in settlement of $39,000
of administrative salaries and professional fees to two employees.

On June 15, 2004 , 2,500,000 shares pursuant to the 2004 Stock Incentive and
Option Plan were granted. Of the total number of options granted, 800,000 were
granted to consultants for which a consulting expense of $48,000 was recorded
during the second quarter of 2004 representing the fair value of the options.
The fair value was estimated using the Black-Scholes option pricing model
assuming an expected life of 5 years, a risk-free interest rate of 3% and
an expected volatility of 116%.  Subsequent to June 30, 2004, a total of
1,375,000 shares of common stock were issued at a price of $.06 per share
on the exercise of these stock options.  (See Note 10).

NOTE 8 - RELATED PARTY TRANSACTIONS

During the six months ended June 30, 2004 the Company incurred $29,256
(2003 -$24,000) in management fees to directors. At June 30, 2004 the
Company owes $68,000 in management fees to a director.

<page>F-12

During the six months ended June 30, 2004, the Company incurred $16,525
(2003 - $14,832) in rent and office expenses to a private company
controlled by an employee.

During the six months ended June 30, 2004, the Company incurred $Nil
(2003 - $75,000) in consulting fees to a significant shareholder and
$49,850 (2003 - $115,000) in professional and consulting fees to two
employees.

During the six months ended June 30, 2004, three companies controlled by
significant shareholders earned $107,166 (2003 - $75,666) and a company
controlled by an employee earned $22,500 (2003 - $22,500) pursuant to prepaid
services agreements (See Note 6).

At June 30, 2004 an amount of $43,701 is receivable from Golden Spirit
Minerals Ltd., a public company which have directors in common with the
Company, an amount of $44,722 is payable to an employee, a net amount of
$36,638 is owing to a significant shareholder and $68,000 is owing to a
director for accrued management fees. These amounts are non-interest bearing
and have no specific terms of repayment.


NOTE 9 - CONTINGENCY

On February 21, 2002, the Company issued 350,000 shares valued at $119,000
to Empire Sterling Corporation for services to be rendered  with respect to
the acquisition of ACGT Corporation.  The shares were to be held in trust
and not sold until all necessary financing was in place to complete the ACGT
acquisition. Empire Sterling Corporation breached the trust agreement and the
Company placed a stop transfer on these shares and requested they be returned
to the Company. Empire Sterling Corporation failed to return the share
certificate and as such, the Company commenced court proceedings against the
principals of Empire Sterling Corporation. The Company argued for an interim
injunction against all parties and was successful. On May 9, 2002, the Court
ordered Empire Sterling Corporation to deposit the shares with the Court pending
judicial disposition.  The Company intends to file legal process claiming
ownership of the shares and breach of trust inter alia. If successful, the
Company intends to cancel the shares and return them to treasury.

NOTE 10 - SUBSEQUENT EVENTS

Subsequent to June 30, 2004, a total of 1,375,000 shares of common stock were
issued at a price of $.06 per share on the exercise of  stock options. A total
of 650,000 of these stock options were exercised in exchange for the settlement
of $39,000 of debt and 725,000 were exercised for cash proceeds of $43,500.

Subsequent to June 30, 2004, a total of 210,000 shares of common stock
previously issued for consulting services to be rendered in the amount of
$19,000 were cancelled and returned to treasury.

<page>F-13


ITEM 2.         Plan of Operation

This following information specifies certain forward-looking statements of
management of the company. Forward-looking statements are statements that
estimate the happening of future events and are not based on historical fact.
Forward-looking statements may be identified by the use of forward-looking
terminology, such as "may", "shall", "will", "could", "expect", "estimate",
"anticipate", "predict", "probable", "possible", "should", "continue", or
similar terms, variations of those terms or the negative of those terms.  The
forward-looking statements specified in the following information have been
compiled by our management on the basis of assumptions made by management and
considered by management to be reasonable. Our future operating results,
however, are impossible to predict and no representation, guaranty, or warranty
is to be inferred from those forward-looking statements.

The assumptions used for purposes of the forward-looking statements specified in
the following information represent estimates of future events and are subject
to uncertainty as to possible changes in economic, legislative, industry, and
other circumstances. As a result, the identification and interpretation of data
and other information and their use in developing and selecting assumptions from
and among reasonable alternatives require the exercise of judgment. To the
extent that the assumed events do not occur, the outcome may vary substantially
from anticipated or projected results, and, accordingly, no opinion is expressed
on the achievability of those forward-looking statements. No assurance can be
given that any of the assumptions relating to the forward-looking statements
specified in the following information are accurate, and we assume no obligation
to update any such forward-looking statements.

Our Background. Avalon Gold Corporation was formed under the laws of the State
of Nevada on November 29, 1983 under the name Venture Group, Inc. On February
11, 1986, an amendment to the Articles of Incorporation was filed changing the
corporate name to Asdar Corporation. On December 11, 1987, another amendment to
the Articles of Incorporation was filed changing the corporate name to Asdar
Group.  On February 18, 2001, Asdar Group filed a Certificate of Reinstatement
with the Secretary of State of Nevada. On April 30, 2002, another amendment to
the Articles of Incorporation was filed changing the corporate name to Precise
Life Sciences Ltd. On February 18, 2003, another amendment to the Articles of
Incorporation was filed changing the corporate name to Iceberg Brands
Corporation. On August 28, 2003, another amendment to the Articles of
Incorporation was filed changing the corporate name to Avalon Gold Corporation.

Our Business.  Currently, we own certain interests in oil and gas properties.
(described more particularly below) and we are also pursuing opportunities in
mineral exploration and development. As of the date of this quarterly report on
Form 10QSB, we are in the process of researching potential partnerships and
acquisitions which may complement our new business direction. There is no
guarantee that we will be able to successfully enter into relationships which
will produce revenue.  To June 30, 2004, we have suffered an accumulated net
loss of $13,599,919. There is no guarantee that we will not continue to suffer
significant losses in the foreseeable future.

<page>2

Our Oil and Gas Properities.

The Wyoming Property. The Company owns a 0.7% gross overriding royalty interest
on 6,360 acres of oil and natural gas rights located in the Powder River Basin
of eastern Wyoming carried at a nominal value of $1 due to the uncertainty of
realization. During the six months ended June 30, 2004, there was no production
from the Wyoming Property.

According to public information issued January 20, 2004 Derek Oil and Gas
Corporation (DRKOF :OTC BB) and Ivanhoe Energy (USA) Inc. (IVAN: NASDAQ SC) have
formalized their agreement to jointly develop the LAK Ranch field using thermal
recovery technology. Derek and Ivanhoe state "Surface preparations are under way
and steaming operations are expected to begin before the end of the first
quarter. Assuming successful development of the project, the companies expect to
recover between 30 and 70 million barrels of oil using thermal recovery
techniques. The LAK Ranch oil contains high levels of naphtha and is expected to
command a premium to West Texas Intermediate (WTI) benchmark pricing."

Based on Avalon's ongoing agreement with respect to the LAK Ranch, if Derek
sells any or all of its interest in the LAK Ranch Property, it will pay to
Avalon, subject to adjustments, 7.5% of the net sales proceeds on the first
USD$7,500,000 and 1% on any balance over and above USD$7,500,000.

Under terms of their agreement, Ivanhoe will become operator and earn a 30-per-
cent working interest in the project by financing the $1.1-million in capital
cost of pilot phase. Following the pilot phase, Ivanhoe has the option to
increase its working interest to 60 per cent by providing an additional $3.9-
million in capital costs toward the initial development phase. After the $5-
million (U.S.) threshold is reached, all future capital expenditures will be
shared on a working-interest basis.

The LAK Ranch field, originally discovered in the 1920s, covers approximately
7,500 acres in the Powder River basin. Historically, oil production has been
sporadic from a limited number of wells completed in the Newcastle Sand due to
the abnormally low reservoir temperature in this part of the basin. However, the
oil contains high levels of naphtha and the viscosity should respond
dramatically to the application of heat through steam injection. To date, Derek
has completed SAGD test well pair that was drilled to a depth of 1,000 feet and
1,800 feet horizontally into the Newcastle sand formation. More than 5,000
barrels of oil were recovered in limited preliminary testing. Avalon, through
its predecessor Asdar has received royalty payments from the sale of every
barrel of oil sold to date.

Ivanhoe Energy (USA) Inc. received approval on April 13, 2004 from the Wyoming
Oil and Gas Commission to restart steam flooding of the LAK Field and the
associated environmental monitoring plan.

<page>3

Ivanhoe, as operator, reports that 13,000 barrels of steam were injected into
the reservoir from late April through the end of May, 2004, using the existing
horizontal production well, Derek 1-P. Approximately 70% of the steam has been
recovered to date and oil cuts are beginning to improve as anticipated. The oil
is high-quality 19-degree API gravity, and contains high levels of naphtha.
Plans are underway to commence a second steam cycle in late July, 2004, using a
larger quantity of steam at a higher pressure to further stimulate oil
production. The Wyoming Oil and Gas Conservation Commission has approved the
higher surface injection pressure for the second cycle.

The California Property. The Company owns a 2% royalty interest carried at a
nominal value of $1 due to the uncertainty of realization.

Our Investment in Legacy Mining Ltd.  On December 31, 2003, the Company agreed
to settle $122,988 of the its receivable from Legacy Mining Ltd. ("Legacy") for
the issue of 1,229,880 restricted shares of Legacy at a value of $0.10 per share
representing a 9.8% interest in Legacy. These restricted shares were issued to
the Company on February 20, 2004. Legacy is a non-reporting entity with a
director in common with the Company. Legacy has applied to NASD for a listing on
the pink sheets and intends to become a fully reporting company in 2004. The
Company is carrying the value of these restricted shares at cost and will review
the carrying value of these shares when they become available for sale. The
balance of $2,976 represents additional advances made to Legacy. These amounts
are non-interest bearing and have no specific terms of repayment.

Our Mineral Properties

Deposit on acquisition of Mayske Gold Property, Ukraine On September 22, 2003,
the Company signed a Letter of Intent to acquire the Mayske Gold Property
located in the Odessa Region, Ukraine. The Company intends to acquire a 75%
interest in the property and possibly up to a 90% interest. If negotiations are
successful, all terms and conditions will be confirmed with a signed agreement.
The Company issued 50,000 restricted post-reverse split common shares valued at
$9,000 as a deposit towards the acquisition. An additional 450,000 restricted
post-reverse split shares will be issued when the additional 15% is included.
The Company issued 15,000 post-reverse split common shares to an individual as
consideration for representing the Company's interest in the Ukraine.  During
the second quarter of 2004, the Company completed its due diligence in Ukraine
and could not be satisfied a proper elected government official in the mining
sector has reviewed the Company's proposals. Thus, the Company has abandoned
this project and expensed the $9,000 deposit on the property.

LSA Mineral Claims By Agreement dated January 26, 2004 and subsequent amendments
dated March 8, 2004 and August 11, 2004 the Company agreed to acquire a ninety-
percent (90%) interest in seven (7) lode mining claims known as the LSA claims,
located in Lander County, Nevada. The Company issued 1,000,000 restricted common
shares valued at $110,000 and paid $1,000 upon signing the agreement. Under the
terms of the agreement(s), the Company paid $2,500 by April 26, 2004.
Thereafter, on the last day of each month from May, 2004 to February, 2005, the
Company will pay an additional $500 in cash. In addition the Company is required
to issue a fair value of $17,500 in restricted shares March 31, 2005 to earn its
ninety-percent (90%) interest. As of June 30, 2004, the Company has paid $3,500
towards the acquisition.

<page>4

The Company will be required to perform annual assessment work to keep the
claims in good standing. The Company will have an independent engineering report
prepared on the property, which will contain recommendations for a work program

Liquidity and Capital Resources.    For the six month period ended June 30,
2004, we had total assets of $561,443 ,including taxes recoverable of $398,
$359,878 as the current portion of $403,579 in prepaid service contracts. We
have a $2 invested in oil and gas properties, which is represented by $1 for an
oil and gas interest located in Wyoming and $1 for an oil and gas interest
located in San Joaquin, California.  We have a long-term investment in Legacy
Mining Ltd. recorded at a cost of $125,964 and a long-term receivable from
Golden Spirit Minerals Ltd. at cost of $43,701. At December 31, 2003, we had
total assets of $653,728. The decrease in assets was primarily due to a decrease
in long term receivable from Golden Spirit Minerals Ltd.

At June 30, 2004, we had current liabilities of $166,831 which was represented
by a bank overdraft of $946, accounts payable and accrued liabilities of $16,525
and $149,360 due to related parties. At December 31, 2003 we had current
liabilities of $312,094. The decrease in liabilities was primarily due to a
decrease in funds due to related parties.  At June 30,2004, we had total current
assets of $360,276.  At June 30, 2004, current assets exceeded current
liabilities by $193,445. At December 31, 2003, our total current assets exceeded
our total current liabilities by $57,394.

We do not believe that our current cash resources will be able to maintain our
current operations for an extended period of time.   We will be required to
raise additional funds or arrange for additional financing over the next 12
months to adhere to our development schedule.  No assurance can be given,
however, that we will have access to additional cash in the future, or that
funds will be available on acceptable terms to satisfy our working capital
requirements. If we are not able to arrange for additional funding or if our
officers, directors and shareholders stop advancing funds to us, we may be
forced to make other arrangements for financing such as loans or entering into
strategic alliances. We have not identified any alternative sources of
financing.

Results of Operations.  We have not yet realized any revenue from operations to
date. Loss from operations increased slightly from $400,551 in the second
quarter of 2003 to $402,869 in the second quarter of 2004.

The cash and equivalents constitute our present internal sources of liquidity.
Because we are not generating any significant revenues, our only external source
of liquidity is the sale of our capital stock and any advances from officers,
directors or shareholders.

<page>5

Our Plan of Operation for the Next Twelve Months.  We anticipate that we will
need to raise additional capital within the next 12 months in order to continue
as a going concern.  Such additional capital may be raised through additional
public or private financings, as well as borrowings and other resources.  To the
extent that additional capital is raised through the sale of equity or equity-
related securities, the issuance of such securities could result in dilution of
our stockholders.  There can be no assurance that additional funding will be
available on favorable terms, if at all.  If adequate funds are not available
within the next 12 months, we may be required to curtail our operations
significantly or to obtain funds through entering into arrangements with
collaborative partners or others that may require us to relinquish rights to
certain of our assets that we would not otherwise relinquish.

We do anticipate certain undetermined expenditures within the next 12 months for
our LSA mineral property in Arizona (See Part I above).  We do not anticipate
any significant research and development within the next 12 months, nor do we
anticipate that we will lease or purchase any significant equipment within the
next 12 months. We do not anticipate a significant change in the number of our
employees within the next 12 months. We are not aware of any material commitment
or condition that may affect our liquidity within the next 12 months.


ITEM 3.  Controls and Procedures

(a) Within 90 days prior to the filing date of this report, with the
participation of the Company's management, the Company's President and Chief
Executive Officer and Vice President - Finance and Chief Financial Officer,
evaluated the effectiveness of the Company's disclosure controls and procedures
in accordance with Rule 13a-14 of the Securities Exchange Act of 1934 (the
"Exchange Act"). Based upon that evaluation, the President and Chief Executive
Officer and Vice President - Finance and Chief Financial Officer concluded that
the Company's disclosure controls and procedures are effective in providing
reasonable assurance that information required to be disclosed by the Company in
reports that it files under the Exchange Act is recorded, processed, summarized
and reported within the time period specified in the Commission's rules and
procedures.

(b) Changes in Internal Controls. There were no significant changes in the
Company's internal controls or in other factors that could significantly affect
these controls subsequent to the date of the evaluation.

Code of Ethics:

We intend to adopt a code of ethics in 2004 that applies to our principle
executive officer, principal  financial officer, principle accounting officer or
controller, other persons  performing similar functions.  We intend to post the
text of our code of ethics on our website in connection with our "Investor
Relations" materials.  In addition, we intend to promptly disclose (1) the
nature of any amendment to our code of ethics that applies to our principle
executive officer principal  financial officer, principle accounting officer or
controller, other persons  performing similar functions (2) the nature of any
wavier, including an implicit wavier, from a provision of our code of ethics
that is granted to one of these specific officers, the name of such person who
is granted the waiver and the date of the waiver on our web site in the future.

We do not currently have a code of ethics as this is a new regulatory
requirement and we are examining the various form and contents of other
companies written code of ethics, discussing the merits and meaning of a code of
ethics to determine the best form for our Company.

<page>6

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

On February 21, 2002, we issued 350,000 shares valued at $119,000 to Empire
Sterling Corporation for services to be rendered and future services related to
the acquisition of a former biomedical project.  The shares were to be held in
trust and not sold until all necessary financings were concluded to complete the
acquisition. Empire Sterling Corporation breached the trust agreement and we
placed a stop transfer on the shares and requested they be returned to the
Company.  Empire Sterling Corporation failed to return the share certificate and
as such, we commenced court proceedings to retrieve the shares. We requested an
interim injunction against all parties and were successful. On May 9, 2002, the
Court ordered Empire Sterling Corporation to deposit the shares with the Court
pending judicial disposition.  We intend to file legal process claiming
ownership of the shares and breach of trust interalia. The Company was
successful and has now applied to have the share certificate released and
subsequently cancelled.

Item 2. Changes in Securities.

On May 26, 2004, the Company filed a Registration Statement on Form S-8 to cover
2,500,000 shares to be issued for debt in the amount of $200,000. The shares
issued for debt included 487,500 shares of common stock in settlement of $39,000
of administrative salaries and professional fees to two employees. The shares
were issued on May 27, 2004.

On June 15, 2004, 2,500,000 shares pursuant to the 2004 Stock Incentive and
Option Plan were granted. Of the total number of options granted, 800,000 were
granted to consultants for which a consulting expense of $48,000 was recorded
during the second quarter of 2004 representing the fair value of the options.
The fair value was estimated using the Black-Scholes option pricing model
assuming an expected life of 5 years, a risk-free interest rate of 3% and an
expected volatility of 166%.  Subsequent to June 30, 2004, a total of 1,375,000
shares of common stock were issued at a price of $.06 per share on the exercise
of these stock options. A total of 650,000 of these stock options were exercised
in exchange for the settlement of $39,000 of debt and 725,000 were exercised for
cash proceeds of $43,500.

Item 3. Defaults Upon Senior Securities.

None.

Item 4.  Submission of Matters to Vote of Security Holders

None.

<page>7

Item 5.  Other Information

A. Security Ownership of Management

The following table sets forth information as of June 30, 2004 with respect to
the ownership of our common stock by each director and by all officers and
directors as a group.


                                            Amount and Nature of   Percent of
Title of Class  Name of Beneficial Owner      Beneficial Owner        Class

Common Stock    Robert Klein Vancouver,            50,000             0.32 %
                4540 Woodgreen PlaceWest
                B.C., CanadaV7S 2V6

Common Stock    Robert Waters#2025 -  B.C.,        50,000             0.32 %
                1358 W. Georgia S.Vancouver,
                CanadaV6E 4S2


Directors' Compensation.  During the six months ended June 30, 2004, the Company
incurred $29,256 in management fees to directors. At June 30, 2004 the Company
owes $68,000 in management fees to one director.

Stock Based Compensation. During the three months ended June 30, 2004 $48,000
(2003 - $33,800) in stock based compensation was recorded in our financial
statements.  Stock based compensation is an estimate of the intrinsic value
placed in respect to stock options granted to officers, directors, employees and
an estimate of the fair value of stock options granted to consultants using the
Black-Sholes option pricing model We do expect further stock based compensation
in 2004.

B. Security Ownership of Certain Beneficial Holders of ten percent or more

                                           Amount and Nature of   Percent of
Title of Class  Name of Beneficial Owner      Beneficial Owner        Class
-----------------------------------------------------------------------------
Common Stock    CEDE & Co.                       10,299,617          66.86 %
                The Depository Trust Co.
                P.O. Box 222 Bowling Green Station
                New York, New York 10274


C. Certain Relationships and Related Party Transactions

During the six months ended June 30, 2004 the Company incurred $29,256 (2003
-$24,000) in management fees to directors. At June 30, 2004 the Company owes
$68,000 in management fees to a director.

During the six months ended June 30, 2004, the Company incurred $16,525 (2003 -
$14,832) in rent and office expenses to a private company controlled by an
employee.

During the six months ended June 30, 2004, the Company incurred $Nil (2003 -
$75,000) in consulting fees to a significant shareholder and $49,850 (2003 -
$115,000) in professional and consulting fees to two employees.

During the six months ended June 30, 2004, three companies controlled by
significant shareholders earned $107,166 (2003 - $75,666) and a company
controlled by an employee earned $22,500 (2003 - $22,500) pursuant to prepaid
services agreements.

At June 30, 2004 an amount of $43,701 is receivable from Golden Spirit Minerals
Ltd., a public company which have directors in common with the Company, an
amount of $44,722 is payable to an employee, a net amount of $36,638 is owing to
a significant shareholder and $68,000 is owing to a director for accrued
management fees. These amounts are non-interest bearing and have no specific
terms of repayment.



D. Description of Property.

Property held by the Company.  As of the dates specified in the following table,
we held the following property in the following amounts:

Property and
Cash Equivalents   June 39, 2004  December 31, 2003  December 31, 2002
                   --------------  -----------------  -----------------
           Total     $ (946)           $ 2,262           $ (1,934)
                   ==============   ================  =================

We define cash equivalents as all highly liquid investments with maturity of 3
months or less when purchased.   We do not presently own any interests in real
estate or own any inventory or equipment.

<page>8


Item 6.  Exhibits and Form 8-K's.

Index to Exhibits
(i)     Exhibits

31.1  Rule 13a-14(a) Certification of Chief Executive Officer

31.2  Rule 13a-14(a) Certification of the Chief Financial Officer.

32.1  Certification Pursuant to 18 U.S.C. Section 1350 Chief Executive Officer

32.2  Certification Pursuant to 18 U.S.C. Section 1350 Chief Financial Officer.

ii) Reports on 8-K
        None.


SIGNATURES

In accordance with the requirements of the Securities Exchange Act of 1934, we
have duly caused this Quarterly Report on Form 10-QSB to be signed on our behalf
by the undersigned; thereunto duly authorized, in the City of Vancouver, British
Columbia, Canada, on August 16, 2004.

Avalon Gold Corporation
a Nevada corporation

By:      /s/ Robert Waters
       --------------------
             Robert Waters

Its:     President

<page>9