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

                                   Form 10-QSB

(Mark One)

     [X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
          ACT OF 1934

                  For the quarterly period ended June 30, 2005

     [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

          For the transition period from _____________ to _____________

                        Commission file number 000-032103

                              Savoy Resources Corp.
          ------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

          Colorado                                      84-1522003
 ------------------------------              ----------------------------------
(State or other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

                 18826 Pagentry Place, Monument, Colorado 80132
                 ----------------------------------------------
                    (Address of principal executive offices)

                               011-27-11-807-1446
                               ------------------
                           (Issuer's telephone number)


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

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [ ] No [X]


                      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 practicable date: 60,912,701 shares of common stock,
$0.001 par value per share, outstanding as of September 20, 2005.

Transitional Small Business Disclosure Format (Check one):  Yes        No    X
                                                                -----      -----




<PAGE>
                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.

                              Savoy Resources Corp.
                          (A Development Stage Company)
                                  Balance Sheet
                                 June 30, 2005
                                   (Unaudited)

                                     Assets

Cash and cash equivalents                                           $    32,231
                                                                    -----------

Property and Equipment, net                                               8,021
                                                                    -----------

                                                                    $    40,252
                                                                    ===========


                      Liabilities & Stockholders' (Deficit)

Current Liabilities
     Accounts payable                                               $   439,529
     Related party payable                                              143,301
     Advance payable                                                     34,285
     Settlement payable                                                 600,000
                                                                    -----------
         Total current liabilities                                    1,217,115
                                                                    -----------

Stockholders' (Deficit)
     Preferred stock, $0.001 par value; 10,000,000 shares
         authorized; no shares issued and outstanding                        --
     Common stock, $0.001 par value; 100,000,000 shares
         authorized; 56,205,517 shares issued and outstanding            56,205
     Additional paid-in capital                                       3,227,507
     Warrants                                                           140,000
     Stock subscriptions received                                       100,000
     Stock subscriptions receivable                                    (100,000)
     (Deficit) accumulated in the development stage                  (4,600,575)
                                                                    -----------
                                                                     (1,176,863)
                                                                    -----------

                                                                    $    40,252
                                                                    ===========


            See the accompanying notes to the financial statements.

                                      F-1

<PAGE>
<TABLE>
<CAPTION>

                              Savoy Resources Corp.
                          (A Development Stage Company)
                            Statements of Operations
      Three and six months ended June 30, 2005, and June 30, 2004, and the
           Period From Inception (September 24, 2002) to June 30, 2005
                                   (Unaudited)

                                                Three Months Ended              Six months ended          Inception to
                                              June 30,        June 30,      June 30,         June 30,        June 30,
                                               2005             2004          2005             2004           2005
                                           ------------    ------------    ------------    ------------   ------------
<S>                                        <C>             <C>             <C>             <C>             <C>
Revenues                                   $         --    $         --    $         --    $         --    $         --
                                           ------------    ------------    ------------    ------------    ------------

Operating Expenses
      Stock based compensation                   70,000              --          70,000              --         120,500
      Mineral property exploration
        and development                         200,000          61,685         200,000         104,254         526,581
      Purchased research and development             --              --              --              --          40,348
      Settlement expense                        591,945              --         591,945              --         591,945
      Write-off of receivable                    81,138              --          81,138              --          81,138
      General and administrative                213,677         504,303       1,018,944         816,873       2,859,585
                                           ------------    ------------    ------------    ------------    ------------
                                              1,156,760         565,988       1,962,027         921,127       4,220,097
                                           ------------    ------------    ------------    ------------    ------------

Operating (loss)                             (1,156,760)       (565,988)     (1,962,027)       (921,127)     (4,220,097)
                                           ------------    ------------    ------------    ------------    ------------

Other Income (Expense)
      (Loss) on sale of Siranna                (334,719)             --        (334,719)             --        (334,719)
      Equity (loss) on Canadian venture              --          (8,452)             --         (39,526)        (45,759)
                                           ------------    ------------    ------------    ------------    ------------

Net (Loss)                                 $ (1,491,479)   $   (574,440)   $ (2,296,746)   $   (960,653)   $ (4,600,575)
                                           ============    ============    ============    ============    ============


Weighted Average Shares Outstanding
  Basic and Diluted                          64,296,222      45,221,517      71,144,222      39,108,791
                                           ============    ============    ============    ============

(Loss) Per Common Share                    $      (0.02)   $      (0.01)   $      (0.03)   $      (0.02)
                                           ============    ============    ============    ============

</TABLE>

            See the accompanying notes to the financial statements.

                                      F-2

<PAGE>
<TABLE>
<CAPTION>

                              Savoy Resources Corp.
                          (A Development Stage Company)
                            Statements of Cash Flows
           Six months ended June 30, 2005, and June 30, 2004, and the
          Period From Inception (September 24, 2002) to June 30, 2005
                                   (Unaudited)


                                                         Six months ended        Inception to
                                                     June 30,        June 30,       June 30,
                                                       2005           2004           2005
                                                    -----------    -----------   -------------
<S>                                                 <C>            <C>            <C>
Cash Flows from Operating Activities
  Cash (used in) operating activities               $  (411,699)   $  (883,827)   $(1,833,540)
                                                    -----------    -----------    -----------

Cash Flows from Investing Activities
       Purchase of property and equipment                (2,231)        (9,506)       (11,586)
       Cash acquired in reverse acquisition                  --            169            169
       Advances to Canadian joint venture                    --        (45,758)       (45,758)
       Investment in China joint venture               (200,000)            --       (500,000)
                                                    -----------    -----------    -----------
Cash (used in) investing activities                    (202,231)       (55,095)      (557,175)
                                                    -----------    -----------    -----------

Cash Flows from Financing Activities
       Related party advances                            26,161             --        143,301
       Loan payable                                          --         39,318         34,285
       Proceeds from shareholder loan, net
          and stock subscriptions                       620,000        900,000      2,245,360
                                                    -----------    -----------    -----------

Cash provided by financing activities                   646,161        939,318      2,422,946
                                                    -----------    -----------    -----------

Increase in cash and cash equivalents                    32,231            396         32,231

Cash and cash equivalents
      Beginning of period                                    --             --             --
                                                    -----------    -----------    -----------

      End of period                                 $    32,231    $       396    $    32,231
                                                    ===========    ===========    ===========
</TABLE>


            See the accompanying notes to the financial statements.

                                      F-3


<PAGE>
                              SAVOY RESOURCES CORP.
                          (A Development Stage Company)
                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (Unaudited)

NOTE 1 - NATURE OF CONTINUED OPERATIONS AND BASIS OF PRESENTATION

The Company is a precious metals and mineral exploration and development
company. The Company presented its financial statements on a consolidated basis
through April 23, 2005, the date that it sold its 97% interest in Societe
Siranna S.A.R.L. ("Siranna"). The Company also has a 40% interest in a joint
venture with the First Institute of Geology and Exploration of Heilongjiang
Province, China which is recorded as an equity investment, for which all
contributions are expensed as mineral exploration and development costs, thus
the investment is carried at $0 as of June 30, 2005.

The Company is in the exploration stage of its mineral property exploration and
development. To date, the Company has not generated any revenues from operations
and significant future operating losses are anticipated. The Company's
continuance of operations and evolution to operating status are contingent on
raising additional capital to finance further exploration and development work,
and on the future development of its mineral properties. Accordingly, these
factors raise substantial doubt about the Company's ability to continue as a
going concern. The Company anticipates funding its operations for the next
twelve months, as required, through equity financings and related party
advances.

The accompanying unaudited interim consolidated 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. 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 period ended June 30, 2005 are not necessarily indicative of the
results that may be expected for the year ending December 31, 2005. These
financial statements should also be read in conjunction with Savoy's audited
financial statements as at December 31, 2004, included in the Form 10-KSB.


NOTE 2 - LOSS PER SHARE

Basic loss per share includes no dilution and is computed by dividing income
available to common stockholders by the weighted average number of common shares
outstanding for the period. Dilutive earnings per share reflects the potential
dilution of securities that could share in the earnings of the Company. Diluted
loss per share figures are equal to those of basic loss per share for each
period since the effects of stock options have been excluded as they are
anti-dilutive.


NOTE 3 - SALE OF SIRANNA

Siranna held an operating permit to two gemstone exploration and development
properties, which are located in the province of Antsiranana, Republic of
Madagascar. The two gemstone exploration and development properties were
prospected, staked and registered with the Madagascar Ministry of Energy and
Mines, on behalf of Siranna by Siranna's resident geologist on February 27,
2003, and were contributed to Siranna for nominal consideration of $1. Savoy had
intended to develop a precious gemstone exploration and marketing business based
on Siranna's possession of full resource exploitation and gemstone exportation
permits.


                                      F-4
<PAGE>

                              SAVOY RESOURCES CORP.
                          (A Development Stage Company)
                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (Unaudited)


On April 23, 2005, Savoy sold its 97% equity interest in Siranna to Mr. Robert
Slavik, a former officer and director who owns approximately 6% of the Company's
common stock, in consideration for his cancellation and return to treasury of
19,000,000 shares from his position of 21,000,000 shares of Savoy. As part of
this agreement, Savoy agreed to issue 2,000,000 new shares of common stock to
Slavik. The shares retained by Mr. Slavik and the newly-issued shares will be
restricted pursuant to Rule 144 of the General Rules and Regulations under the
Securities Act of 1933. During the period ended June 30, 2005, the Company
recorded a loss on the sale of Siranna of $334,719.

NOTE 4 - RELATED PARTY TRANSACTIONS

During the period ended June 30, 2005, the Company incurred directors fees of
$15,000 and consulting fees to Directors and former directors of $68,583. In
addition, $143,301 is due to related parties at June 30, 2005, for operating
advances and expenses paid on behalf of the Company. All the amounts are
non-interest bearing and have no stated repayment terms.

During the period ended June 30, 2005, the Company wrote off $81,138 of advances
to former directors as collection is not probable.


NOTE 5 - INTEREST IN HEILONGJIANG JOINT VENTURE

Effective May 20, 2004, the Company entered into an agreement with the First
Institute of Geology Exploration of Heilongjiang Province, China (the "First
Institute"), providing the contractual right to form a joint venture enterprise
(the "HJV") in accordance with the Laws of the People's Republic of China
("PRC") for Chinese-Foreign Cooperative Joint Ventures. The HJV was formed in
June of 2004 for the purpose of conducting gold and other mineral exploration,
evaluation and development in Heilongjiang Province and other areas of mutual
interest in the PRC. The formation of the HJV was approved by the government of
PRC and a business license was issued to the HJV on June 30, 2004. Upon
completion, the HJV will have total registered capital contributed of
approximately $5,000,000, of which $1,500,000 will be contributed by the First
Institute in the form of exploration licenses and $3,500,000 will be cash
contributions by the Company. The Company will account for its capital
contributions as mineral exploration and development costs until the required
capital has been registered and the Company has acquired a controlling interest
over the assets of the HJV. During the period ended June 30, 2005, the Company
contributed $200,000. The Company will be required to contribute $500,000 by
July 31, 2005 (paid August 6, 2005), $1,000,000 by December 31, 2005, and the
final $1,500,000 by December 31, 2006. The investment will be treated as an
equity investment until such time as the Company obtains over 50% ownership or
effective control of the joint venture.



                                      F-5
<PAGE>
                              SAVOY RESOURCES CORP.
                          (A Development Stage Company)
                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (Unaudited)



NOTE 6 - CAPITAL STOCK

The Company is authorized to issue up to 100,000,000 common shares with a par
value of $0.001 per share and 10,000,000 preferred shares with a par value of
$0.01.

Effective March 23, 2004, the Company completed a 3 for 1 forward stock split.
All references to shares of common stock issued and outstanding in these
consolidated financial statements have been restated as required to reflect this
forward stock split.

On November 12, 2004, the Company issued 5,000,000 units, each unit consisting
of one share of common stock, one series A warrant exercisable to purchase one
share of common stock at $0.20 per share through November 11, 2007, and one
series B warrant exercisable to purchase one-half share of common stock through
November 11, 2008, of which two series B warrants are exercisable to purchase
one share of common stock at $0.40, to EIB Capital Corp. Of the $600,000
purchase price for the units, the Company received $305,000 on or about November
12, 2004, and $175,000 during the period from December through May 2005.The
Company paid a finders fee of 5% or $30,000 in connection with the sale of the
units. Management has estimated that the fair market value of the stock purchase
warrants is $60,000. The Company agreed to register the shares of common stock
and the shares underlying the warrants with the Securities and Exchange
Commission upon EIB Capital's request. On February 8, 2005, the Company
increased the number of shares of common stock underlying the series A warrants
from 5,000,000 to 7,000,000 shares and the number of shares underlying the
series B warrants from 2,500,000 to 7,000,000 shares, and extended the term of
the series A warrants through February 7, 2008, and the term of the Series B
warrants through February 7, 2009. Additionally, the Company included in each
unit one series C warrant exercisable to purchase three-tenths share of common
stock through February 7, 2009, of which ten series C warrants are exercisable
to purchase one share of common stock at $0.20, and granted EIB Capital
registration rights for the additional shares of common stock underlying the
warrants. As consideration for the increase in the number of shares of common
stock underlying the series A and B warrants, the inclusion in the units of the
series C warrants and the grant of registration rights, EIB Capital provided us
with an undertaking in the amount of $700,000 to fund the second payment due
under our joint venture agreement with the First Institute of Heilongjiang
Province, China, and a commitment for $200,000 in working capital to be made
available upon mutually acceptable terms and conditions based upon market
conditions. On May 10, 2005, the Company cancelled and returned to treasury
approximately 20% of the units issued to EIB Capital, leaving 4,000,000 shares
of common stock, 5,600,000 shares of common stock underlying the series A
warrants, 5,600,000 shares of common stock underlying the series B warrants and
1,200,000 shares underlying the series C warrants included in the units.

The Company announced, on January 2, 2005, and completed, on January 21, 2005,
the sale of units for $300,000 in cash consisting of 2,000,000 shares of common
stock and 2,000,000 warrants exercisable to purchase 2,000,000 shares of common
stock at $0.30 per share to January 2, 2007 and 2,000,000 warrants exercisable
to purchase 2,000,000 shares at $0.45 per share to January 2, 2007. Management's
estimate of the fair value of the stock purchase warrants is $30,000. A finders
fee of 10% or $30,000 was deducted from the proceeds.



                                      F-6
<PAGE>
                              SAVOY RESOURCES CORP.
                          (A Development Stage Company)
                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (Unaudited)


During the period ended June 30, 2005, the Company issued a total of 3,500,000
shares of common stock valued at an aggregate of $595,000 to two individuals for
services, of which $220,000 had been accrued at December 31, 2004.

On April 1, 2005, the Company sold 1,333,333 units, each unit consisting of one
share of common stock and one warrant exercisable to purchase one-half share of
common stock, to Alpha Capital Aktiengesellschaft for $200,000. Two warrants are
exercisable to purchase one share of common stock at $0.35. The fair value of
the warrants, in management's estimation, is $20,000. A finders fee of 8% or
$16,000 was provided to EIB Capital and applied toward their subscription
receivable.

On April 23, 2005, an officer and director of the Company returned 19,000,000
shares of common stock for cancellation contemporaneously with the Company's
sale of its equity interest in Siranna to him. The Company also issued 2,000,000
restricted shares of common stock to this individual as part of the transaction.
In conjunction with the Hampton litigation discussed in Note 7, 8,055,000 shares
of common stock were returned to the Company and cancelled.

The Company issued 150,000 shares of common stock in settlement of a consulting
arrangement. The shares were valued at $0.19 per share the fair market value on
the date of the settlement.

The Company agreed to issue 107,184 shares of common stock in conjunction with
the settlement of the WSIR litigation, see Note 7.

Share Purchase Warrants
The Company's share purchase warrant activity is as follows:
<TABLE>
<CAPTION>

                                                                       Weighted Average
                                  Number of       Weighted Average       Remaining
                                  warrants        Exercise Price       Contractual Life
                              ----------------- -------------------- ---------------------
<S>                                 <C>                        <C>        <C>
  Balance, December 31, 2004        13,750,000                 0.20       2.50 years
                      Issued        10,786,667                 0.18       2.92 years
                   Exercised                -                    -
                     Expired                -                    -
                              ----------------- -------------------- ---------------------

     Balance, March 31, 2005        24,536,667                $0.29       2.86 years
</TABLE>

Stock Options
-------------
On January 2, 2004, the Board of Directors of the Company approved the adoption
of a new stock option plan (the "Plan") allowing for the granting of options
exercisable to purchase up to 27,900,000 shares of common stock to directors,
officers, employees and consultants of the Company and its former subsidiary.
Options granted under the Plan were at prices and for terms as determined by the
Board of Directors, with terms not to exceed 10 years. The Plan further provides
that the Board of Directors may grant to any key personnel of the Company who
are eligible to receive options, one or more incentive stock options at a price
not less than fair market value and for a period not to exceed 10 years from the
date of grant. Options and incentive stock options granted under the Plan may
have vesting requirements as determined by the Board of Directors.


                                      F-7
<PAGE>

                              SAVOY RESOURCES CORP.
                          (A Development Stage Company)
                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (Unaudited)

At December 31, 2004, there were 400,000 granted with an average exercise price
of $ 0.47 and expiring over 1.22 years. All the options were cancelled on April
7, 2005.


NOTE 7 - LEGAL PROCEEDINGS

In December 2004, nine plaintiffs filed a civil action, Case Number 04CV4894,
styled Byron Hampton, Floyd Wandler, Ryan Wandler, Louis Gheyle, Dimka Boussy,
676538 B.C. Ltd., Donna Koop, Cathy Tough and Platinum Resource Holding (sic),
Inc., Plaintiffs, versus Savoy Resources Corp., Robert Slavik, Weiguo Lang,
Patricia Cudd, Zhengli (sic) (Charles) Ge, Daniel S. McKinney and PacWest
Transfer, LLC, Defendants, in the District Court of El Paso County, Colorado
(the "Civil Action"), against seven defendants, including Savoy, the Company's
President/Chief Executive Officer and Board of Directors, its transfer agent and
its legal counsel. The plaintiffs claimed that the defendants wrongfully
cancelled and otherwise dispossessed them of a total of 17,867,250 shares of
common stock of Savoy owned collectively by them (the "Shares"). The Company
denied the allegations and filed a counterclaim against Mr. Floyd Wandler
alleging that he breached his fiduciary duty to Savoy. In January 2005, the
Court granted a temporary restraining order enjoining the defendants from taking
any action whatsoever with respect to the Shares and any benefits obtained from
them and ordering the defendants to immediately provide a full accounting of any
sales or other dispositions of the Shares and any benefits received from them.
On May 13, 2005, Savoy and the other defendants, except Mr. Slavik (the
"Settling Defendants"), entered into a Settlement Agreement and Mutual Release
with the plaintiffs providing for dismissal with prejudice by the plaintiffs of
their pending claims and counterclaims against the Settling Defendants and the
Settling Defendants' dismissal with prejudice of their pending claims and
counterclaims against the plaintiffs in the Civil Action and against two of the
plaintiffs and two other individuals, as the defendants, in the civil action
number 04-cv-00290-EWN-CBS styled Savoy Resources Corp., a Colorado corporation,
Plaintiff, versus Floyd Wandler, Byron Hampton, Michael Gheyle and Robert Welch,
Defendants, filed in the United States District Court for the District of
Colorado. Savoy filed this case in February of 2005 against the defendants
seeking their disgorgement of short swing profits from purchases and sales of
common stock of Savoy in violation of Section 16(b) of the Securities Exchange
Act of 1934. As part of the settlement, the plaintiffs agreed to the
cancellation and return to treasury of 8,055,000 shares of common stock subject
to the Civil Action. The balance of 4,000,000 shares will be impounded in escrow
and released to the plaintiffs at the rate of 50,000 shares per week on the
first day of each week commencing September 1, 2005, through April 2007. The
4,000,000 shares were valued at the closing price on the day of the settlement,
$0,15 per share and a settlement payable was recorded of $600,000.

The Company is the defendant in a civil action filed by Wall Street Investor
Resources Corp., a Maryland corporation, in the District Court of El Paso
County, Colorado, in April of 2005. The plaintiff seeks to recover damages for
alleged unpaid marketing consulting services of $28,221. The suite was settled
for $10,000 and the issuance of 107,184 shares valued at $16,078 or $0.15 the
closing price on the date of settlement.

                                      F-8
<PAGE>

                              SAVOY RESOURCES CORP.
                          (A Development Stage Company)
                      NOTES TO INTERIM FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (Unaudited)



NOTE 8 - SUBSEQUENT EVENTS

Share issuances:
         1,200,000 shares for stock subscriptions
           107,184 relating the WSIR settlement
         2,500,000 for consulting services and
         2,500,000 to directors for directors fees


Agreement dated July 2, 2005, with Lyons Capital, LLC, for the performance of
investor relations services for the issuance of 400,000 shares of common stock
and reimbursement of expenses.

Subscription Agreement dated as of August 5, 2005, with Alpha Capital
Aktiengesellschaft, Whalehaven Capital Fund Limited, CMS Capital and Osher
Capital Inc. providing for the issuance of $775,000 in aggregate principal
amount of 5% secured convertible notes and class D warrants exercisable to
purchase a total of 4,558,824 shares of common stock.













                                      F-9

<PAGE>



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

General
-------

     Until early January of 2004, when we acquired a 97% interest in Societe
Siranna S.A.R.L., a private Madagascar company that owned two gemstone
exploration properties in northern Madagascar together with full resource
exploitation and gemstone exportation permits, we were engaged in the
residential and commercial mortgage brokerage business. In March of 2004, we
entered into a joint venture agreement with the First Institute of Geology
Exploration of Heilongjiang Province, China (the "First Institute"), which was
finalized in May of 2004, for the purpose of conducting gold and other mineral
exploration and development in China. As a result of the aforementioned joint
venture, which was organized in June of 2004, we are undergoing a transition to
a gold and other mineral exploration and development company. As of the date of
this report, we are assessing the results of the significant exploration and
drilling work performed by the joint venture and the joint venture partner, the
First Institute, on three prospects located in Heilongjiang Province, China,
including the Sishan Forest Farm, Wuxing and Sipingshun Mountains prospects.
Because available information indicates the location of a high-grade gold
prospect on the Sishan Forest Farm gold property, the initial target property,
we have commenced a feasibility study on this prospect. We have realized no
revenues from these activities as of the date of this report. On April 23, 2005,
we sold our 97% equity interest in Siranna to a former executive officer and
director who owns approximately 7% of our outstanding common stock.

     The likelihood of our success will depend upon our ability:

     o    to further capitalize the joint venture and commence production as
          soon as practicable;

     o    to raise additional capital from equity and/or debt financing to meet
          the requirements described in this report; and

     o    to succeed in the competitive environment in which we will operate.

     We   cannot be certain that:

     o    we will establish commercially viable operations on schedule in
          accordance with our business plan to ensure our success;

     o    we will raise sufficient funding to meet the demand for required
          capital; or

     o    our joint venture will result in the production of gold and other
          minerals on a commercial scale.

Plan of Operation
-----------------

     In March of 2004, we entered into a long-term joint venture agreement with
the First Institute of Heilongjiang Province, China, which was finalized in May
of 2004, for the purpose of conducting gold and other mineral exploration,
evaluation and mining in Heilongjiang Province and other areas of mutual
interest in China. In June of 2004, the joint venture was formed with the
organization of Heilongjiang Savoy Minerals Co., Ltd., under the laws of China,


                                       2
<PAGE>
the receipt of project approval from the China Economic Development and Reform
Commission and the issuance to the joint venture of a business license by the
China Industry and Commerce Bureau and an exploration license by the China Land
and Resources Ministry. We are presently seeking to raise funds in order to meet
the schedule for our required capital contributions to the joint venture
totaling $2,500,000 over the next approximately fifteen months.

     We realized a net loss of $(1,491,479) for the quarter ended June 30, 2005,
a net loss of $(2,296,746) for the six months ended June 30, 2005, and a net
loss of $(4,600,575) for the period from September 24, 2002 (inception), through
June 30, 2005. The loss per share of common stock was $(0.02) for the quarter
ended June 30, 2005, and $(0.03) for the six months then ended. These results of
our operations include a loss on the sale of Siranna of $(334,719). We expect to
continue to incur significant net losses from operations until we are
successful, if ever, in establishing commercial mining operations in
Heilongjiang Province, China, and generating profits from these operations. The
operating expenses that we incurred during the second quarter of the 2005 fiscal
year include the following:

     o    expense of $591,945 to settle case number 04CV4894, which is described
          under "PART II - OTHER INFORMATION - Item 1. Legal Proceedings" in
          this report, through the issuance of common stock;

     o    stock-based compensation of $70,000;

     o    general and administrative expenses totaling $213,677;

     o    mineral property exploration and development costs aggregating
          $200,000; and

     o    the write-off of an advance to a former director in the amount of
          $81,138.

We expect that general and administrative expenses, including consulting,
management, directors' and professional fees, will continue at significantly
decreased levels in the remaining two quarters of the year ending December 31,
2005, as compared to the levels of these expenditures incurred in the 2004
fiscal year because of significant reductions in staff and consultants and the
settlement of a civil action in each of the second and third quarters of 2005.

     On August 4, 2005, four of the five members of our Board of Directors,
including Messrs. Arthur Johnson and William T. Warden, who joined our Board in
April 2004, attended a special meeting of the Board of Directors held in New
York City, New York. Significant business was conducted at the meeting,
including assigning responsibility for the preparation of operating budgets;
establishing management compensation for the foreseeable future; approving the
retention of a new independent auditing firm; retaining a business consultant
for the next four months and an investor/public relations firm for the next six
months; and calling the annual meeting of our stockholders and the next special
meeting of the Board of Directors to be held in New York City, New York, in
November 2005.

     On August 27, 2005, Messrs. Arthur Johnson and Michael Saner, a member of
our advisory board and a director of Heilongjiang Savoy Minerals Co., Ltd., the
China joint venture company, traveled to Heilongjiang Province for the purposes
of meeting with the First Institute and other appropriate governmental
authorities; visiting the Sishun Forest Farm, Wuxing and Sipingshun Mountains
mineral sites; continuing performance of the feasibility study on the Sishan
Forest Farm prospect, which has proven gold reserves of $150 million; arranging
with the First Institute to conduct further geophysical exploration on the
Wuxing site to determine the extent of the prospect; and meeting with a major
gold company regarding potential development of the Sipingshun Mountains
prospect. Since the conclusion of the trip, we have developed a competent
business report that can be used to complete the feasibility study on the Sishan
Forest Farm site.





                                       3
<PAGE>
     We are seeking funding for development of our Sishan Forest Farm gold
prospect and a copper and cobalt leaching prospect located in South Africa that
management is considering for acquisition. Management believes that the South
African leaching prospect has the capability for generating revenue within the
period of six months after acquisition. This possible acquisition is attractive
to us because of its ability to generate revenue in the short-term; which
revenue could be used to offset our administrative and operating expenses until
the requisite financing can be obtained in order to enable us to commence gold
production at the Sishan Forest Farm site. Management anticipates that a period
of approximately two years would be required prior to the commencement of
production of gold from the Sishan Forest Farm prospect one financing for the
project is obtained.

Cash Requirements
-----------------

     Over the twelve-month period ending September 30, 2006, we anticipate that
we will need to raise at least $1,500,000 in order to fund the development of
our joint operations in China with the First Institute and to meet our existing
operating requirements. Under the terms of the agreement with the First
Institute, we are required to contribute the balance of $2,500,000 to the joint
venture over the next approximately fifteen months. The schedule of required
capital contributions is as follows:

     o    $500,000 by April 5, 2005, which has been paid;

     o    $500,000 by July 31, 2005, which has been paid;

     o    $1,000,000 by December 31, 2005; and

     o    $1,500,000 by December 31, 2006.

     Because of the uncertainty in our business plan, we are unable to calculate
with certainty the cost of our plan of operations over the next twelve months.

     We are seeking to raise a total of an additional $10,000,000 via equity
and/or debt financing, which, if received, would be allocated for the following
purposes: (i) to make our final two payments totaling $2,500,000 to the China
joint venture; (ii) to provide funding for the commencement of gold mining
operations on the Sishan Forest Farm property; and (iii) to acquire the copper
and cobalt leaching prospect in South Africa currently under consideration. The
target amount of capital that we are seeking to raise by the end of the 2005
fiscal year is $5,000,000. This amount of funding would enable us to make our
required $1,000,000 capital contribution to the joint venture by year-end;
commence gold production at the Sishan Forest Farm site; and acquire the South
African copper and cobalt leaching prospect. As discussed in more detail below,
we currently have no sources for this proposed funding.

                                       4
<PAGE>

Capital Resources
-----------------

     We presently have limited working capital. Since January of 2004, we have
been funded with $920,000 in cash received from the exercise of stock options to
purchase a total of 27,900,000 shares of common stock; $1,400,000 received from
the sale of units, including 12,283,333 shares of common stock and warrants
exercisable to purchase a total of 24,536,667 shares of common stock; and
$775,000 of 5%, secured, convertible notes, due August 5, 2006, and convertible
into a total of 4,558,824 shares of common stock. Unless we realize $1,500,000
from the exercise of outstanding warrants or loans, the funds received will not
be sufficient to finance our next payment to the China joint venture and pay our
operating expenses, and it will be necessary to raise additional funds in the
next twelve months just to remain current in our capital contributions to the
joint venture and operate as a going concern. See the discussion above for a
description of the anticipated use of up to $10,000,000 in funding currently
being sought by management. Management believes that any funds raised would be
raised through the sale of our equity securities and/or a debt financing.
However, we are currently exploring all available financing alternatives,
including, but not limited to, private and public securities offerings, joint
venture or partnering arrangements with established companies and sales of
equity interests in mineral prospects. There are no arrangements or commitments
with respect to funding and we may not be able to obtain additional funding on
acceptable terms, if at all. Even if we succeed in obtaining the funding
necessary to capitalize the joint venture with the First Institute in China and
establish commercial mining operations in Heilongjiang Province in China and/or
South Africa, this will not ensure that operations will be profitable. Further,
the full implementation of our business plan over the long-term is dependent
upon our ability to raise a sizable amount of additional capital from equity
and/or debt financings and/or achieve profitable operations.


Item 3.    Controls and Procedures.

     Our President, Chief Executive Officer, Chief Financial Officer and
Principal Accounting Officer (the "Certifying Officer") is responsible for
establishing and maintaining disclosure controls and procedures for Savoy
Resources. He has concluded, based upon his evaluation of these controls and
procedures as of a date within 90 days of filing of this report, that our
disclosure controls and procedures are effective to ensure that information
required to be disclosed by us in this report is accumulated and communicated to
our management to allow timely decisions regarding required disclosure. The
Certifying Officer also has indicated that there were no significant changes in
our internal controls or other factors that could significantly affect such
controls subsequent to the date of their evaluation, and there were no
corrective actions with regard to significant deficiencies or material weakness.
We are presently unable to provide segregation of duties within Savoy Resources
as a means of internal control. As a result, the Certifying Officer is presently
relying on assistance from our Board of Directors to provide short-term review
procedures until such time as additional funding is provided to hire additional
executives to segregate duties within the company.


                                       5
<PAGE>

                          PART II -- OTHER INFORMATION

Item 1.  Legal Proceedings.

     Except as provided below, we know of no legal proceedings to which we are a
party or to which any of our property interests are subject, which are pending
or threatened, or of any unsatisfied judgments against us.

     We were named as the defendant in a civil action, case number 05CV1454,
styled Wall Street Investor Resources Corp., a Maryland corporation, versus
Savoy Resources Corp., a Colorado corporation, filed in the District Court of El
Paso County, Colorado, on April 19, 2005. The plaintiff sought to recover
damages for alleged unpaid marketing consulting services in the amount of
approximately $28,221. On July 5, 2005, we entered into a court-approved
Settlement Agreement with the plaintiff pursuant to which we paid the sum of
$10,000 in cash and issued 107,184 restricted shares of common stock to the
plaintiff. Additionally, we agreed to register the shares of common stock by
filing a registration statement with the U.S. Securities and Exchange Commission
not later than 90 days from the date of the Settlement Agreement.

     In December of 2004, nine plaintiffs filed a civil action, case number
04CV4894, styled Byron Hampton, Floyd Wandler, Ryan Wandler, Louis Gheyle, Dimka
Boussy, 676538 B.C. Ltd., Donna Koop, Cathy Tough and Platinum Resource Holding
(sic), Inc., Plaintiffs, versus Savoy Resources Corp., Robert Slavik, Weiguo
Lang, Patricia Cudd, Zhengli (sic) (Charles) Ge, Daniel S. McKinney and PacWest
Transfer, LLC, Defendants, in the District Court of El Paso County, Colorado,
against seven defendants, including Savoy, the Company's President/Chief
Executive Officer and Board of Directors, its transfer agent and its legal
counsel. The plaintiffs claimed that the defendants wrongfully cancelled and
otherwise dispossessed them of a total of 17,867,250 shares of common stock of
Savoy owned collectively by them. Defendant Savoy denied the allegations and
filed a counterclaim against Mr. Floyd Wandler alleging that he breached his
fiduciary duty to Savoy. In January of 2005, the Court granted a temporary
restraining order enjoining the defendants from taking any action whatsoever
with respect to the shares and any benefits obtained from them and ordering the
defendants to immediately provide a full accounting of any sales or other
dispositions of the shares and any benefits received from them. On May 13, 2005,
Savoy and the other defendants, except Mr. Slavik, entered into a Settlement
Agreement and Mutual Release with the plaintiffs providing for dismissal with
prejudice by the plaintiffs of their pending claims and counterclaims against
the defendants, except Mr. Slavik, and the defendants' dismissal with prejudice
of their pending claims and counterclaims against the plaintiffs in case number
04CV4894 and against two of the plaintiffs and two other individuals, as the
defendants, in the civil action number 04-cv-00290-EWN-CBS styled Savoy
Resources Corp., a Colorado corporation, Plaintiff, versus Floyd Wandler, Byron
Hampton, Michael Gheyle and Robert Welch, Defendants, filed in the United States
District Court for the District of Colorado. This case, which was filed by Savoy
in February of 2005 against the defendants seeking their disgorgement of short
swing profits from purchases and sales of common stock of Savoy in violation of
Section 16(b) of the Securities Exchange Act of 1934, was dismissed on June 29,
2005. As part of the settlement of case number 04CV4894, the plaintiffs agreed
to cancellation and return to treasury of 8,055,000 shares of common stock
subject to the temporary restraining order. An additional 4,000,000 shares were
impounded in escrow and are being released to the plaintiffs at the rate of
50,000 shares per week on the first day of each week commencing September 1,
2005, through the last week of April 2007.


                                       6
<PAGE>
Item 2. Changes in Securities.

     (a) On June 23, 2005, we entered into a securities purchase agreement
providing for the issuance and sale of 1,200,000 units, each unit consisting of
one share of common stock, one series A warrant exercisable to purchase one and
two-fifths shares of common stock through June 22, 2008, of which five series A
warrants are exercisable to purchase seven shares of common stock at $1.40, one
series B warrant exercisable to purchase one and two-fifths shares of common
stock through June 22, 2009, of which five series B warrants are exercisable to
purchase seven shares of common stock at $2.80, and one series C warrant
exercisable to purchase three-tenths share of common stock through June 22,
2009, of which ten series C warrants are exercisable to purchase three shares of
common stock at $0.60, to EIB Capital Corp. at a purchase price of $0.12 per
unit for gross proceeds of $120,000.00. As of June 30, 2005, we had received
$20,000 of the total purchase price for the units and had a subscription
receivable of $100,000. We agreed to file a registration statement with the U.S.
Securities and Exchange Commission to register all 3,720,000 shares of common
stock included in the units and underlying the series A, B and C warrants within
75 days of EIB Capital's demand for registration. EIB Capital owns, separate
from these units, 4,000,000 shares, and warrants exercisable to purchase
12,400,000 shares, of our common stock. and warrants exercisable to purchase
12,400,000 shares, of our common stock.

     In our opinion, the issuance and sale of the units in the transaction
described above were exempt from registration under the Securities Act of 1933
in reliance upon Section 4(2) of the Securities Act as a transaction by an
issuer not involving any public offering. EIB Capital represented its intention
to acquire the units for investment only and not with a view to or for sale in
connection with any distribution of the securities, and appropriate legends were
affixed to the stock certificates and included in the warrant agreements issued
in the transaction. EIB Capital is our principal stockholder and an "accredited"
investor, as that term is defined in Rule 501(a) of Regulation D under the
Securities Act of 1933 and, as such, had access to adequate information about
us. The transaction did not involve the use of an underwriter.

     (b) No rights evidenced by our common stock have been limited or qualified
by the issuance or modification of any other class of securities, except as
follows:

     On August 5, 2005, we issued and sold $775,000 in aggregate principal
amount of 5%, secured, convertible notes due August 5, 2006, and convertible
into a total of 4,558,824 shares of common stock at a conversion price of $0.17
per share to Alpha Capital Aktiengesellschaft, Whalehaven Capital Fund Limited,
CMS Capital and Osher Capital Inc. The notes are secured by all of our assets,
including, but not limited to, accounts, goods, personal property and all
present and future books and records relating to, and all products and proceeds
of, the collateral. Heilongjiang Savoy Minerals Co., Ltd., our 40%-owned
subsidiary, has guaranteed payment of the loans.

     (c) Under Rule 463, d. 3., of the Securities Act of 1933, we are not
required to report any information pursuant to this item.

     (d) There were no repurchases of common stock made by or on behalf of Savoy
Resources or any "affiliated purchaser," as defined in Rule 10b-18(a)(3), during
the quarter ended June 30, 2005, covered by this report.


                                       7
<PAGE>
Item 3. Defaults Upon Senior Securities.

     Not applicable.

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

     During the quarter covered by this report, no matters requiring a vote were
submitted to security holders by means of the solicitation of proxies or
otherwise.


Item 5. Other Information.

     There is no information to be reported under this item with respect to
which information is not otherwise called for by this form.


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

     (a) The exhibits required by Item 601 of Regulation S-B, as described in
the following index of exhibits, are incorporated by reference in, or filed
with, this report, as follows:

   Item
  Number                              Description
--------  ----------------------------------------------------------------------
     3.0  Articles of Incorporation of Savoy Resources Capital Investments,
          Inc., filed March 6, 1997. (Incorporated in this report by reference
          to Exhibit 3.1 to the Registration Statement on Form 10-SB, File No.
          000-32103, filed on December 8, 2000.)

     3.1  Amended and Restated Articles of Incorporation of Savoy Capital
          Investments, Inc., filed October 26, 1998. (Incorporated in this
          report by reference to Exhibit 3.2 to the Registration Statement on
          Form 10-SB, File No. 000-32103, filed on December 8, 2000.)

                                       8
<PAGE>
     3.2  Articles of Amendment to the Articles of Incorporation of Savoy
          Capital Investments, Inc., filed on March 23, 2004. (Incorporated in
          this report by reference to Exhibit 3.2 to the Annual Report on Form
          10-KSB filed on April 26, 2004.)

     3.3  Bylaws of Savoy Capital Investments, Inc. (Incorporated in this report
          by reference to Exhibit 3.3 to the Registration Statement on Form
          10-SB, File No. 000-32103, filed on December 8, 2000.)

     3.4  Amended Bylaws of Savoy Resources Corp. (Incorporated in this report
          by reference to Exhibit 3.4 to the Annual Report on Form 10-KSB filed
          on May 20, 2005.)

     4.0  Form of stock certificate. (Incorporated in this report by reference
          to Exhibit 4.0 to the Annual Report on Form 10-KSB filed on April 3,
          2001.)

     4.1  Savoy Capital Investments, Inc. Stock Option Plan. (Incorporated in
          this report by reference to Exhibit 4.1 to the Annual Report on Form
          10-KSB filed on April 26, 2004.)

     4.2  Savoy Capital Investments, Inc. Non-Employee Directors and Consultants
          Retainer Stock Plan for the Year 2003. (Incorporated in this report by
          reference to Exhibit 4.2 to the Annual Report on Form 10-KSB filed on
          April 26, 2004.)

     4.3  Stock Option Plan Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Robert T. Slavik as to 4,500,000 shares
          of common stock. (Incorporated in this report by reference to Exhibit
          4.3 to the Annual Report on Form 10-KSB filed on April 26, 2004.)

     4.4  Stock Option Plan Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Jean Bruno Besy Andriamanolo as to
          2,000,000 shares of common stock. (Incorporated in this report by
          reference to Exhibit 4.4 to the Annual Report on Form 10-KSB filed on
          April 26, 2004.)

     4.5  Stock Option Plan Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Therese Ramond as to 1,000,000 shares
          of common stock. (Incorporated in this report by reference to Exhibit
          4.5 to the Annual Report on Form 10-KSB filed on April 26, 2004.)

     4.6  Stock Option Plan Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Katalin Williams as to 1,000,000 shares
          of common stock. (Incorporated in this report by reference to Exhibit
          4.6 to the Annual Report on Form 10-KSB filed on April 26, 2004.)

     4.7  Stock Option Plan Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Chinaquantum Investments Ltd. as to
          500,000 shares of common stock. (Incorporated in this report by
          reference to Exhibit 4.7 to the Annual Report on Form 10-KSB filed on
          April 26, 2004.)

     4.8  Stock Option Plan Agreement dated January 8, 2004, between Savoy
          Capital Investments, Inc., and Devlin Jensen as to 300,000 shares of
          common stock. (Incorporated in this report by reference to Exhibit 4.8
          to the Annual Report on Form 10-KSB filed on April 26, 2004.)

                                       9
<PAGE>
     4.9  Stock Purchase Warrant dated August 16, 2004, of KLM Consulting
          exercisable to purchase 3,750,000 shares of common stock at $0.20 per
          share through August 15, 2006. (Incorporated in this report by
          reference to Exhibit 4.9 to the Annual Report on Form 10-KSB filed on
          May 20, 2005.)

     4.10 Series A Stock Purchase Warrant dated November 12, 2004, of EIB
          Capital Corp. exercisable to purchase 5,000,000 shares of common stock
          at $0.20 per share through November 11, 2007. (Incorporated in this
          report by reference to Exhibit 4.10 to the Annual Report on Form
          10-KSB filed on May 20, 2005.)

     4.11 Series B Stock Purchase Warrant dated November 12, 2004, of EIB
          Capital Corp. exercisable to purchase 2,500,000 shares of common stock
          through November 11, 2008, of which two series B warrants are
          exercisable to purchase one share of common stock at $0.40.
          (Incorporated in this report by reference to Exhibit 4.11 to the
          Annual Report on Form 10-KSB filed on May 20, 2005.)

     4.12 Series A Stock Purchase Warrant dated January 3, 2005, of Jean Guy
          Lambert exercisable to purchase 2,000,000 shares of common stock at
          $0.30 per share through January 2, 2007. (Incorporated in this report
          by reference to Exhibit 4.12 to the Annual Report on Form 10-KSB filed
          on May 20, 2005.)

     4.13 Series B Stock Purchase Warrant dated January 3, 2005, of Jean Guy
          Lambert exercisable to purchase 2,000,000 shares of common stock at
          $0.45 per share through January 20, 2007. (Incorporated in this report
          by reference to Exhibit 4.13 to the Annual Report on Form 10-KSB filed
          on May 20, 2005.)

     4.14 Amended Series A Stock Purchase Warrant dated February 8, 2005, of EIB
          Capital Corp. exercisable to purchase 7,000,000 shares of common stock
          through February 7, 2008, of which five series A warrants are
          exercisable to purchase seven shares of common stock at $1.40.
          (Incorporated in this report by reference to Exhibit 4.14 to the
          Annual Report on Form 10-KSB filed on May 20, 2005.)

     4.15 Amended Series B Stock Purchase Warrant dated February 8, 2005, of EIB
          Capital Corp. exercisable to purchase 7,000,000 shares of common stock
          through February 7, 2009, of which five series B warrants are
          exercisable to purchase seven shares of common stock at $2.80.
          (Incorporated in this report by reference to Exhibit 4.15 to the
          Annual Report on Form 10-KSB filed on May 20, 2005.)

     4.16 Series C Stock Purchase Warrant dated February 8, 2005, of EIB Capital
          Corp. exercisable to purchase 1,500,000 shares of common stock through
          February 7, 2009, of which ten series C warrants are exercisable to
          purchase one shares of common stock at $0.20. (Incorporated in this
          report by reference to Exhibit 4.16 to the Annual Report on Form
          10-KSB filed on May 20, 2005.)

     4.17 Stock Purchase Warrant dated March 29, 2005, of Alpha Capital
          Aktiengesellschaft exercisable to purchase 666,667 shares of common
          stock at $0.20 per share through March 28, 2008, of which two Warrants
          are exercisable to purchase one share at an exercise price of $0.35.
          (Incorporated in this report by reference to Exhibit 4.17 to the
          Annual Report on Form 10-KSB filed on May 20, 2005.)


                                       10
<PAGE>
     4.18 Series A Stock Purchase Warrant dated June 23, 2005, of EIB Capital
          Corp. exercisable to purchase 1,680,000 shares of common stock through
          June 22, 2008, of which five series A warrants are exercisable to
          purchase seven shares of common stock at $1.40.

     4.19 Series B Stock Purchase Warrant dated June 23, 2005, of EIB Capital
          Corp. exercisable to purchase 1,680,000 shares of common stock through
          June 22, 2009, of which five series B warrants are exercisable to
          purchase seven shares of common stock at $2.80.

     4.20 Series C Stock Purchase Warrant dated June 23, 2005, of EIB Capital
          Corp. exercisable to purchase 360,000 shares of common stock through
          June 22, 2009, of which ten series C warrants are exercisable to
          purchase three shares of common stock at $0.60.

     4.21 Class D Common Stock Purchase Warrant dated August 5, 2005, of Alpha
          Capital Aktiengelleschaft exercisable to purchase 2,500,000 shares of
          common stock through August 5, 2009, at $0.28 per share.

     4.22 Class D Common Stock Purchase Warrant dated August 5, 2005, of
          Whalehaven Capital Fund Limited exercisable to purchase 1,176,471
          shares of common stock through August 5, 2009, at $0.28 per share.

     4.23 Class D Common Stock Purchase Warrant dated August 5, 2005, of CMS
          Capital exercisable to purchase 588,235 shares of common stock through
          August 5, 2009, at $0.28 per share.

     4.24 Class D Common Stock Purchase Warrant dated August 5, 2005, of Osher
          Capital Inc. exercisable to purchase 294,118 shares of common stock
          through August 5, 2009, at $0.28 per share.

     10.0 Share Purchase Agreement dated December 23, 2003, between Savoy
          Capital Investments, Inc., and Geoffrey Armstrong with regard to the
          issuance of 7,500,000 shares of common stock in exchange for 97% of
          Siranna. (Incorporated in this report by reference to Exhibit 10.0 to
          the Annual Report on Form 10-KSB filed on April 26, 2004.)

     10.1 Executive Services Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Robert Slavik. (Incorporated in this
          report by reference to Exhibit 10.1 to the Annual Report on Form
          10-KSB filed on April 26, 2004.)

     10.2 Consulting Services Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Robert T. Slavik of Pacific Gems
          Trading. (Incorporated in this report by reference to Exhibit 10.2 to
          the Annual Report on Form 10-KSB filed on April 26, 2004.)


                                       11
<PAGE>
     10.3 Consulting Services Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Jean Bruno Besy Andriamanolo.
          (Incorporated in this report by reference to Exhibit 10.3 to the
          Annual Report on Form 10-KSB filed on April 26, 2004.)

     10.4 Consulting Services Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Weiguo Lang of Chinaquantum Investments
          Ltd. (Incorporated in this report by reference to Exhibit 10.4 to the
          Annual Report on Form 10-KSB filed on April 26, 2004.)

     10.5 Consulting Services Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Byron Hampton. (Incorporated in this
          report by reference to Exhibit 10.5 to the Annual Report on Form
          10-KSB filed on April 26, 2004.)

     10.6 Consulting Services Agreement dated January 2, 2004, between Savoy
          Capital Investments, Inc., and Geoffrey Armstrong. (Incorporated in
          this report by reference to Exhibit 10.6 to the Annual Report on Form
          10-KSB filed on April 26, 2004.)

     10.7 Product Marketing Consulting Services Agreement dated January 2, 2004,
          between Savoy Capital Investments, Inc, and Therese Ramond.
          (Incorporated in this report by reference to Exhibit 10.7 to the
          Annual Report on Form 10-KSB filed on April 26, 2004.)

     10.8 Product Marketing Consulting Services Agreement dated January 2, 2004,
          between Savoy Capital Investments, Inc., and Katalin Williams.
          (Incorporated in this report by reference to Exhibit 10.8 to the
          Annual Report on Form 10-KSB filed on April 26, 2004.)

     10.9 Business Consultant Services Agreement dated January 2, 2004, between
          Savoy Capital Investments, Inc., and Art Charpentier. (Incorporated in
          this report by reference to Exhibit 10.9 to the Annual Report on Form
          10-KSB filed on April 26, 2004.)

     10.10 Consulting Agreement dated February 3, 2004, between Savoy Capital
          Investments, Inc., and Andrew N. Peterie, Sr. (Incorporated in this
          report by reference to Exhibit 10.10 to the Annual Report on Form
          10-KSB filed on April 26, 2004.)

    10.11 Mutual Release and Indemnification Agreement dated July 15, 2004,
          between Savoy Resources Corp., Geoffrey Armstrong and Robert Slavik,
          on the one hand, and Floyd Wandler and Clint Sharlples, on the other
          hand. (Incorporated in this report by reference to Exhibit 10.11 to
          the Annual Report on Form 10-KSB filed on May 20, 2005.)

    10.12 Subscription Agreement dated August 16, 2004, between Savoy Resources
          Corp. and KLM Consulting as to 3,750,000 units, each unit consisting
          of one share of common stock and one warrant exercisable to purchase
          one share of common stock at $0.20 per share through August 15, 2006.
          (Incorporated in this report by reference to Exhibit 10.12 to the
          Annual Report on Form 10-KSB filed on May 20, 2005.)


                                       12
<PAGE>
    10.13 Securities Purchase Agreement dated November 12, 2004, between Savoy
          Resources Corp. and EIB Capital Corp as to 5,000,000 units, each unit
          consisting of one share of common stock, one series A warrant
          exercisable to purchase one share of common stock at $0.20 per share
          through November 11, 2007, and one series B warrant exercisable to
          purchase one-half share of common stock through November 11, 2008, of
          which two series B warrants are exercisable to purchase one share of
          common stock at $0.40. (Incorporated in this report by reference to
          Exhibit 10.13 to the Annual Report on Form 10-KSB filed on May 20,
          2005.)

    10.14 Subscription Agreement dated January 3, 2005, between Savoy Resources
          Corp. and Jean Guy Lambert as to 2,000,000 units, each unit consisting
          of one share of common stock, one series A warrant exercisable to
          purchase one share of common stock at $0.30 per share, and one series
          B warrant exercisable to purchase one share of common stock at $0.45
          per share, through January 2, 2007. (Incorporated in this report by
          reference to Exhibit 10.14 to the Annual Report on Form 10-KSB filed
          on May 20, 2005.)

    10.15 Amended Securities Purchase Agreement dated February 8, 2005, between
          Savoy Resources Corp. and EIB Capital Corp as to 5,000,000 units, each
          unit consisting of one share of common stock, one series A warrant
          exercisable to purchase one and two-fifths shares of common stock
          through February 8, 2008, of which five series A warrants are
          exercisable to purchase seven shares of common stock at $1.40, one
          series B warrant exercisable to purchase one and two-fifths shares of
          common stock through February 8, 2009, of which five series B warrants
          are exercisable to purchase seven shares of common stock at $2.80, and
          one series C warrant exercisable to purchase three-tenths share of
          common stock through February 8, 2009, of which ten series C warrants
          are exercisable to purchase one share of common stock at $0.20.
          (Incorporated in this report by reference to Exhibit 10.15 to the
          Annual Report on Form 10-KSB filed on May 20, 2005.)

    10.16 Agreement for the Sale and Cancellation of Shares of Common Stock of
          Savoy Resources Corp. and Sale of Shares of Societe Siranna S.A.R.L.
          dated April 23, 2005, between Savoy Resources Corp. and Robert Slavik.
          (Incorporated in this report by reference to Exhibit 10.16 to the
          Annual Report on Form 10-KSB filed on May 20, 2005.)

    10.17 Subscription Agreement dated March 29, 2006, between Savoy Resources
          Corp. and Alpha Capital Aktiengesellschaft as to 1,333,333 units, each
          unit consisting of one share of common stock and one warrant
          exercisable to purchase one-half share of common stock at $0.20 per
          share through March 28, 2008, of which two warrants are exercisable to
          purchase one share of common stock at an exercise price of $0.35.
          (Incorporated in this report by reference to Exhibit 10.17 to the
          Annual Report on Form 10-KSB filed on May 20, 2005.)

    10.18 Addendum to Contract Between the First Institute of Geology
          Exploration of Heilongjiang Province and Savoy Resources Corp. dated
          May 11, 2005. (Incorporated in this report by reference to Exhibit
          10.18 to the Annual Report on Form 10-KSB filed on May 20, 2005.)


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    10.19 Settlement Agreement and Mutual Release dated May 13, 2005, between
          Byron Hampton, Floyd Wandler, Ryan Wandler, Louis Gheyle, Dimka
          Boussy, 676538 B.C. Ltd., Donna Koop, Cathy Tough and Platinum
          Resource Holdings, Inc., on the one hand, and Savoy Resources Corp.,
          PacWest Transfer, LLC, Weiguo Lang, Patricia Cudd and Daniel S.
          Mckinney, on the other hand. (Incorporated in this report by reference
          to Exhibit 10.19 to the Annual Report on Form 10-KSB filed on May 20,
          2005.)

    10.20 Securities Purchase Agreement dated June 23, 2005, between Savoy
          Resources Corp. and EIB Capital Corp as to 1,200,000 units, each unit
          consisting of one share of common stock, one series A warrant
          exercisable to purchase one and two-fifths shares of common stock
          through June 22, 2008, of which five series A warrants are exercisable
          to purchase seven shares of common stock at $1.40, one series B
          warrant exercisable to purchase one and two-fifths shares of common
          stock through June 22, 2009, of which five series B warrants are
          exercisable to purchase seven shares of common stock at $2.80, and one
          series C warrant exercisable to purchase three-tenths share of common
          stock through June 22, 2009, of which ten series C warrants are
          exercisable to purchase three shares of common stock at $0.60.

    10.21 Subscription Agreement dated as of August 5, 2005, between Savoy
          Resources Corp. and Alpha Capital Aktiengesellschaft, Whalehaven
          Capital Fund Limited, CMS Capital and Osher Capital Inc.

    10.22 Secured Convertible Note dated as of August 5, 2005, due August 5,
          2006, in the principal amount of $425,000, bearing simple interest at
          the rate of 5% per annum, payable by Savoy Resources Corp. to Alpha
          Capital Aktiengesellschaft.

    10.23 Secured Convertible Note dated as of August 5, 2005, due August 5,
          2006, in the principal amount of $200,000, bearing simple interest at
          the rate of 5% per annum, payable by Savoy Resources Corp. to
          Whalehaven Capital Fund Limited.

    10.24 Secured Convertible Note dated as of August 5, 2005, due August 5,
          2006, in the principal amount of $100,000, bearing simple interest at
          the rate of 5% per annum, payable by Savoy Resources Corp. to CMS
          Capital.

    10.25 Secured Convertible Note dated as of August 5, 2005, due August 5,
          2006, in the principal amount of $50,000, bearing simple interest at
          the rate of 5% per annum, payable by Savoy Resources Corp. to Osher
          Capital Inc.

    10.26 Security Agreement dated as of August 5, 2005, between Savoy
          Resources Corp. and Barbara R. Mittman.

    10.27 Guaranty Agreement dated as of August 5, 2005, between Heilongjiang
          Savoy Minerals Co., Ltd., and Barbara R. Mittman.


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    10.28 Collateral Agent Agreement dated as of August 5, 2005, among Barbara
          R. Mittman, Alpha Capital Aktiengesellschaft, Whalehaven Capital Fund
          Limited, CMS Capital and Osher Capital Inc.

     14.0 Code of Ethics (Incorporated in this report by reference to Exhibit
          14.0 to the Annual Report on Form 10-KSB filed on May 20, 2005.)

     31.1 Certificate pursuant to Rule 13a-14a.

     32.1 Certificate pursuant to 18 U.S.C. (xi)1350.

     99.1 Audit Committee Charter. (Incorporated in this report by reference to
          Exhibit 99.1 to the Annual Report on Form 10-KSB filed on May 20,
          2005.)

     99.2 Disclosure Committee Charter. (Incorporated in this report by
          reference to Exhibit 99.1 to the Annual Report on Form 10-KSB filed on
          May 20, 2005.)

     (b) Reports on Form 8-K.

     The report on Form 8-K described below was filed during the quarter ended
June 30, 2005, covered by this report. No financial statements were filed as a
part of this report.

Date of Report on Form 8-K or 8-K/A                        Items Reported
-----------------------------------                        --------------

Form 8-K filed on April 8, 2005                              Item 5.02




                                   SIGNATURES

     The financial information furnished in this report has not been audited by
an independent accountant; however, in the opinion of management, all
adjustments (only consisting of normal recurring accruals) necessary for a fair
presentation of the results of operations for the quarter ended June 30, 2005,
have been included.

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

                                               SAVOY RESOURCES CORP.



Date:  September 20, 2005                By: /s/ Arthur Johnson
                                             ------------------------
                                             Arthur Johnson, President
                                             Chief  Executive Officer,
                                             Chief  Financial Officer and
                                             Principal Accounting Officer





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