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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, DC
20549

FORM 10-QSB/A(Amendment No.
1)

[X]Quarterly Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934

For the quarterly period ended December 31,
2005

[   ]Transition Report Under Section 13 or
15(d) of the Securities Exchange Act of 1934

For the transition period ________ to ________

COMMISSION FILE NUMBER 000-33189

CANYON COPPER CORP.(Exact
name of small business issuer as specified in its charter)

|NEVADA                                                               | 88-0452792                       
|-------------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (IRS Employer Identification No.)
|                                                                     |                                  
|Suite 408  1199 West Pender Street                                  |                                  
|Vancouver, BC, Canada                                                | V6E 2R1                          
|(Address of principal executive offices)                             | (Zip Code)                       
|                                                                     |                                  
|(604) 331-9326                                                       |                                  
|Issuer's telephone number                                            |                                  

ABERDENE MINES LIMITEDFormer name, former
address and former fiscal year, if changed since last report

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

Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act): Yes [   ] No
[X]

State the number of shares outstanding of each of the issuers
classes of common stock, as of the latest practicable date: As of
February 13, 2006, the Registrant had 60,580,596 shares of common stock, with
a par value of $0.00001, issued and outstanding.

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

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Explanatory Note

Canyon Copper Corp. (the "Company") is amending this Quarterly
Report on Form 10-QSB for the following reasons:

| | (i)  | The Company has restated the accompanying financial
      statements for the period ended December 31, 2005 to include the
      recognition of an other than temporary loss in net loss relating to the
      Companys investment securities, and made the corresponding changes to
      Item 2. Management's Discussion and Analysis Or Plan Of
  Operation.
| | ---- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |      |                                                                                                                                                                                                                                                                                                                                                                   
| | (ii) | The Company has augmented its accounting policy for
      investment securities (Note 2(d)) of the accompanying interim financial
      statements for the period ended December 31, 2005.                                                                                                                                                                        

Other than the foregoing items, no part of the Quarterly Report
on Form 10-QSB filed on February 16, 2006 is being amended, and the filing of
this Amended Quarterly Report on Form 10-QSB/A should not be understood to mean
that any other statements contained therein are untrue or incomplete as of any
date subsequent to February 16, 2006.

2

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PART I. FINANCIAL INFORMATION

ITEM
1.           FINANCIAL
STATEMENTS.

3

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Aberdene Mines Limited 
  (An Exploration Stage Company)

December 31, 2005





|                                  | Index
|--------------------------------- | -----
|                                  |      
|Balance Sheets                    | F-1  
|                                  |      
|Statements of Operations          | F-2  
|                                  |      
|Statements of Cash Flows          | F-3  
|                                  |      
|Notes to the Financial Statements | F-4  

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Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Balance Sheets 
  (expressed in U.S. dollars) 
  (unaudited)

|                                                                       |  | December 31, |   |  | June 30,   |  
|---------------------------------------------------------------------- |  | ------------ | - |  | ---------- | -
|                                                                       |  | 2005         |   |  | 2005       |  
|                                                                       |  | $            |   |  | $          |  
|                                                                       |  | (Restated -  |   |  |            |  
|                                                                       |  | Note 10)     |   |  |            |  
|ASSETS                                                                 |  |              |   |  |            |  
|Current Assets                                                         |  |              |   |  |            |  
|Cash                                                                   |  | 413,915      |   |  | 48,816     |  
|Investment securities                                                  |  | 234,384      |   |  | 294,077    |  
|Prepaid expenses and deposits                                          |  | 24,197       |   |  | 10,082     |  
|Total Current Assets                                                   |  | 672,496      |   |  | 352,975    |  
|Property and Equipment (Note 3)                                        |  | 8,191        |   |  | 4,221      |  
|Total Assets                                                           |  | 680,687      |   |  | 357,196    |  
|                                                                       |  |              |   |  |            |  
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)                         |  |              |   |  |            |  
|Current Liabilities                                                    |  |              |   |  |            |  
|Accounts payable                                                       |  | 65,331       |   |  | 70,635     |  
|Accrued liabilities                                                    |  | 124,100      |   |  | 44,698     |  
|Due to related parties (Note 5)                                        |  | 90,062       |   |  | 58,633     |  
|Current portion of convertible debentures (Note 6)                     |  | 204,999      |   |  |           |  
|Total Current Liabilities                                              |  | 484,492      |   |  | 173,966    |  
|Convertible Debentures (Note 6)                                        |  | 80,000       |   |  | 284,999    |  
|Total Liabilities                                                      |  | 564,492      |   |  | 458,965    |  
|Commitments and Contingencies (Note 8)                                 |  |              |   |  |            |  
|Subsequent Events (Note 9)                                             |  |              |   |  |            |  
|Stockholders Equity (Deficit)                                         |  |              |   |  |            |  
|Preferred Stock                                                        |  |              |   |  |            |  
|Authorized: 100,000,000 shares, par value $0.00001                     |  |              |   |  |            |  
|Issued and outstanding: 500,000 shares                                 |  | 5            |   |  | 5          |  
|Common Stock                                                           |  |              |   |  |            |  
|Authorized: 100,000,000 shares, par value $0.00001                     |  |              |   |  |            |  
|Issued and outstanding: 60,516,852 shares
      and 53,991,852 shares, |  |              |   |  |            |  
|respectively                                                           |  | 605          |   |  | 540        |  
|Additional Paid-in Capital                                             |  | 7,947,177    |   |  | 6,325,951  |  
|Accumulated Other Comprehensive Loss                                   |  |             |   |  | (437,712   | )
|Deficit Accumulated During the Exploration Stage                       |  | (7,831,592   | ) |  | (5,990,553 | )
|Total Stockholders
      Equity (Deficit)                             |  | 116,195      |   |  | (101,769   | )
|Total Liabilities and Stockholders Equity (Deficit)                   |  | 680,687      |   |  | 357,196    |  

The accompanying notes are an integral part of these financial
  statements 
  F-1

---

Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Statements of Operations 
  (expressed in U.S. dollars) 
  (unaudited)

Accumulated fromJanuary 21, 2000
      
      
      For the
      
      
      For the(Date of Inception)
      
      
      Three Months Ended
      
      
      Six Months Endedto December 31,
      
      
      December 31,
      
      
      December 31,2005
      
      
      2005
      
      
      2004
      
      
      2005
      
      
      2004$
      
      
      $
      
      
      $
      
      
      $
      
      
      $(Restated -
      
      
      (Restated -
      
      
      
      
      
      (Restated -Note 10)
      
      
      Note 10)
      
      
      
      
      
      Note 10)Revenue
      
      
      
      
      
      
      
      
      
      
      
      
      
      ExpensesDepreciation
      
      3,378
      
      
      741
      
      
      251
      
      
      1,370
      
      
      502Foreign exchange (gain)
        loss
      
      (15,131
      )
      
      4,515
      
      
      (60,564
      )
      
      24,581
      
      
      (60,564
      )General and administrative (1)
      
      3,002,879
      
      
      218,178
      
      
      208,029
      
      
      471,745
      
      
      426,011Mineral property costs (1)
      
      3,872,236
      
      
      597,695
      
      
      350,000
      
      
      907,813
      
      
      1,278,058Total Operating Expenses
      
      6,863,362
      
      
      821,129
      
      
      497,716
      
      
      1,405,509
      
      
      1,644,007Operating Loss
      
      (6,863,362
      )
      
      (821,129
      )
      
      (497,716
      )
      
      (1,405,509
      )
      
      (1,644,007
      )Other ExpensesInterest on convertible
        debentures
      
      (208,973
      )
      
      (6,801
      )
      
      (2,139
      )
      
      (13,206
      )
      
      (2,637
      )Loss on sale of investment securities
      
      (411,430
      )
      
      
      
      
      (48,589
      )
      
      (88,332
      )
      
      (48,589
      )Loss on settlement of
        related party debt
      
      (13,835
      )
      
      
      
      
      
      
      
      
      
      
      Unrealized loss on investment securities
      
      (333,992
      )
      
      (333,992
      )
      
      
      
      
      (333,992
      )
      
      Total Other Expenses
      
      (968,230
      )
      
      (340,793
      )
      
      (50,728
      )
      
      (435,530
      )
      
      (51,226
      )Net Loss
      
      (7,831,592
      )
      
      (1,161,922
      )
      
      (548,444
      )
      
      (1,841,039
      )
      
      (1,695,233
      )Other Comprehensive LossUnrealized loss on investment securities
      
      
      
      
      
      
      
      (691,008
      )
      
      
      
      
      (691,008
      )Comprehensive Loss
      
      (7,831,592
      )
      
      (1,161,922
      )
      
      (1,239,452
      )
      
      (1,841,039
      )
      
      (2,386,241
      )Net Loss Per Share
         Basic and Diluted
      
      
      
      
      (0.02
      )
      
      (0.01
      )
      
      (0.03
      )
      
      (0.02
      )Weighted Average Shares Outstanding
      
      
      
      
      60,499,000
      
      
      72,414,000
      
      
      58,330,000
      
      
      72,343,000(1)Stock-based compensation is included inthe following:General and administrative
      
      691,613
      
      
      
      
      
      63,000
      
      
      
      
      
      63,000Mineral property costs
      
      1,931,401
      
      
      9,750
      
      
      
      
      
      54,859
      
      
      2,623,014
      
      
      9,750
      
      
      63,000
      
      
      54,859
      
      
      63,000


The accompanying notes are an integral part of these financial
  statements 
  F-2

---

Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Statements of Cash Flows 
  (expressed in U.S. dollars) 
  (unaudited)

|                                                                 |  | For the          |  
|---------------------------------------------------------------- |  | ---------------- | -
|                                                                 |  | Six Months Ended |  
|                                                                 |  | December 31,     |  
|                                                                 |  | 2005             |  
|                                                                 |  | $                |  
|                                                                 |  | (Restated -      |  
|                                                                 |  | Note 10)         |  
|Operating Activities                                             |  |                  |  
|                                                                 |  |                  |  
|Net loss for the period                                          |  | (1,841,039       | )
|                                                                 |  |                  |  
|Adjustments to reconcile net loss
      to net cash used by      |  |                  |  
|operating activities:                                            |  |                  |  
|Depreciation                                                     |  | 1,370            |  
|Foreign exchange translation loss
      (gain)                   |  | 26,958           |  
|Loss on sale of
      investment securities                      |  | 88,332           |  
|Unrealized loss on investment securities                         |  | 333,992          |  
|Stock issued for
      mineral property costs                    |  | 9,750            |  
|Stock-based compensation                                         |  | 45,109           |  
|                                                                 |  |                  |  
|Changes in operating assets and liabilities:                     |  |                  |  
|Prepaid expenses
      and deposits                              |  | (14,115          | )
|Accounts payable and accrued liabilities                         |  | 74,098           |  
|Due to related parties                                           |  | 31,429           |  
|                                                                 |  |                  |  
|Net Cash Used by Operating Activities                            |  | (1,244,116       | )
|                                                                 |  |                  |  
|Investing Activities                                             |  |                  |  
|                                                                 |  |                  |  
|Proceeds received on sale
      of investment securities         |  | 48,123           |  
|Purchase
      of property and equipment                         |  | (5,340           | )
|                                                                 |  |                  |  
|Investing Activities                                             |  | 42,783           |  
|                                                                 |  |                  |  
|Cash Flows from Financing Activities                             |  |                  |  
|                                                                 |  |                  |  
|Proceeds from issuance of convertible debentures                 |  |                 |  
|Proceeds from issuance of common stock                           |  | 1,700,000        |  
|Share issuance
      costs                                       |  | (133,568         | )
|                                                                 |  |                  |  
|Net Cash Provided
      by Financing Activities                  |  | 1,566,432        |  
|                                                                 |  |                  |  
|Increase (Decrease) in Cash                                      |  | 365,099          |  
|                                                                 |  |                  |  
|Cash  Beginning
      of Period                                 |  | 48,816           |  
|                                                                 |  |                  |  
|Cash  End of
      Period                                       |  | 413,915          |  
|                                                                 |  |                  |  
|                                                                 |  |                  |  
|                                                                 |  |                  |  
|Non-cash Investing and Financing Activities:                     |  |                  |  
|                                                                 |  |                  |  
|Preferred stock issued for investment securities                 |  |                 |  
|Investment securities used to pay the
      finders fee for the |  |                  |  
|preferred stock issuance                                         |  |                 |  
|Stock issued for mineral property costs                          |  | 9,750            |  
|                                                                 |  |                  |  
|Supplemental Disclosures:                                        |  |                  |  
|                                                                 |  |                  |  
|Interest paid                                                    |  |                 |  
|Income
      taxes paid                                          |  |                 |  

The accompanying notes are an integral part of these financial
  statements 
  F-3

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Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|1. | Exploration Stage Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | Aberdene Mines Limited (the Company)
        was incorporated in the State of Nevada, U.S.A. on January 21, 2000. The
        Company is an Exploration Stage Company, as defined by Statement of Financial
        Accounting Standard (SFAS) No. 7 Accounting and Reporting
        by Development Stage Enterprises. The Companys principal
        business plan is to acquire, explore and develop mineral properties and
        ultimately seek earnings by exploiting mineral claims. Refer to Note 4
        for mineral claims being acquired through option agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | The Company has been in the exploration stage
        since its formation in January 2000 and has not yet realized any revenues
        from its planned operations. It is primarily engaged in the acquisition,
        exploration and development of mining properties. Upon location of a commercial
        mineable reserve, the Company will actively prepare the site for extraction
        and enter a development stage. At present, management devotes most of
        its activities to raise sufficient funds to further explore and develop
        its mineral properties. Planned principal activities have not yet begun.
        The ability of the Company to emerge from the exploration stage with respect
        to any planned principal business activity is dependent upon its successful
        efforts to raise additional equity financing and/or attain profitable
        mining operations. The Company has working capital of $188,004 as at December
        31, 2005 and has accumulated losses from inception to December 31, 2005
        totalling $7,831,592. The Company also has significant mineral property
        acquisition and exploration commitments. There is no guarantee that the
        Company will be able to complete any of the above objectives. These factors
        raise substantial doubt regarding the Companys ability to continue
        as a going concern.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|2. | Summary of Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
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|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
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|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
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|   | d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
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F-4

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Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|2. | Summary of Significant Accounting Policies
        (continued)
|-- | --------------------------------------------------------------
|   |                                                               
|   | e)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | f)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | g)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | h)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | i)                                                            
|   |                                                               
|   |                                                               
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|   | j)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | k)                                                            
|   |                                                               
|   |                                                               

F-5

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Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|2. | Summary of Significant Accounting Policies
        (continued)
|-- | --------------------------------------------------------------
|   |                                                               
|   | l)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   | m)                                                            
|   |                                                               
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|   |                                                               
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|   |                                                               
|   |                                                               
|   |                                                               
|   |                                                               

F-6

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Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|2. | Summary of Significant Accounting Policies
        (continued)
|-- | --------------------------------------------------------------
|   |                                                               
|   | m)                                                            
|   |                                                               
|   |                                                               

| |                                                            |  | Three months ended |   |  | Six months ended |  
| | ---------------------------------------------------------- |  | ------------------ | - |  | ---------------- | -
| |                                                            |  | December 31,       |   |  | December 31,     |  
| |                                                            |  | 2005               |   |  | 2004             |  
| |                                                            |  | $                  |   |  | $                |  
| |                                                            |  |                    |   |  |                  |  
| |                                                            |  | (Restated          |   |  |                  |  
| |                                                            |  | Note 10)           |   |  |                  |  
| |                                                            |  |                    |   |  |                  |  
| | Net loss  as reported                                     |  | (1,161,922         | ) |  | (548,444         | )
| | Add: Stock-based compensation expense included             |  |                    |   |  |                  |  
| | in net loss  as
      reported                            |  | 9,750              |   |  | 63,000           |  
| | Deduct: Stock-based compensation expense                   |  |                    |   |  |                  |  
| | determined under fair value method                         |  | (9,750             | ) |  | (400,675         | )
| |                                                            |  |                    |   |  |                  |  
| | Net loss  pro forma                                       |  | (1,161,922         | ) |  | (886,119         | )
| |                                                            |  |                    |   |  |                  |  
| | Net loss per share (basic and diluted) 
      as reported |  | (0.02              | ) |  | (0.01            | )
| | Net loss per share (basic and diluted)  pro forma         |  | (0.02              | ) |  | (0.01            | )

| |    | The fair value of the options granted during the period
        was estimated at the date of grant using the Black- Scholes option pricing
        model using the following weighted average assumptions: risk free interest
        rate of 4.11%, expected volatility of 214%, an expected option life of
        2.5 years and no expected dividends. The weighted average fair value of
        options granted was $0.30 per option. There was no dilutive impact of
        potential common shares associated with stock options, by application
        of the treasury stock method, as the Company had net losses.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | n) | Interim Financial Statements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | These interim unaudited financial statements have been
        prepared on the same basis as the annual financial statements and in the
        opinion of management, reflect all adjustments, which include only normal
        recurring adjustments, necessary to present fairly the Companys
        financial position, results of operations and cash flows for the periods
        shown. The results of operations for such periods are not necessarily
        indicative of the results expected for a full year or for any future period.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | o) | Recent Accounting Pronouncements                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | In May 2005, the Financial Accounting Standards Board
        (FASB) issued SFAS No. 154, Accounting Changes and Error Corrections
         A Replacement of APB Opinion No. 20 and SFAS No. 3. SFAS
        No. 154 changes the requirements for the accounting for and reporting
        of a change in accounting principle and applies to all voluntary changes
        in accounting principle. It also applies to changes required by an accounting
        pronouncement in the unusual instance that the pronouncement does not
        include specific transition provisions. SFAS No. 154 requires retrospective
        application to prior periods financial statements of changes in
        accounting principle, unless it is impracticable to determine either the
        period-specific effects or the cumulative effect of the change. The provisions
        of SFAS No. 154 are effective for accounting changes and correction of
        errors made in fiscal years beginning after December 15, 2005. The adoption
        of this standard is not expected to have a material effect on the Companys
        results of operations or financial position.                                                                                                                             
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | In December 2004, the FASB issued SFAS No. 153, Exchanges
        of Nonmonetary Assets - An Amendment of APB Opinion No. 29.
        The guidance in APB Opinion No. 29, Accounting for Nonmonetary
        Transactions, is based on the principle that exchanges of nonmonetary
        assets should be measured based on the fair value of the assets exchanged.
        The guidance in that Opinion, however, included certain exceptions to
        that principle. SFAS No. 153 amends Opinion No. 29 to eliminate the exception
        for nonmonetary exchanges of similar productive assets and replaces it
        with a general exception for exchanges of nonmonetary assets that do not
        have commercial substance. A nonmonetary exchange has commercial substance
        if the future cash flows of the entity are expected to change significantly
        as a result of the exchange. The provisions of SFAS No. 153 are effective
        for nonmonetary asset exchanges occurring in fiscal periods beginning
        after June 15, 2005. Early application is permitted and companies must
        apply the standard prospectively. The adoption of this standard did not
        have a material effect on the Companys results of operations or
        financial position.

F-7

---

Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|2. | Summary of Significant Accounting Policies
        (continued)
|-- | --------------------------------------------------------------
|   |                                                               
|   | o)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|   |                                                               
|   |                                                               
|   | p)                                                            
|   |                                                               
|   |                                                               
|   |                                                               
|3. | Property and Equipment                                        

| |                    |  |        |  |  |              |  |  | December 31, |  |  | June 30,     | 
| | ------------------ |  | ------ |  |  | ------------ |  |  | ------------ |  |  | ------------ | 
| |                    |  |        |  |  |              |  |  | 2005         |  |  | 2005         | 
| |                    |  |        |  |  | Accumulated  |  |  | Net Carrying |  |  | Net Carrying | 
| |                    |  | Cost   |  |  | Depreciation |  |  | Value        |  |  | Value        | 
| |                    |  | $      |  |  | $            |  |  | $            |  |  | $            | 
| |                    |  |        |  |  |              |  |  |              |  |  |              | 
| |                    |  |        |  |  |              |  |  |              |  |  |              | 
| | Computer equipment |  | 6,229  |  |  | 3,046        |  |  | 3,183        |  |  | 4,221        | 
| | Office furniture   |  | 5,340  |  |  | 332          |  |  | 5,008        |  |  |             | 
| |                    |  |        |  |  |              |  |  |              |  |  |              | 
| |                    |  | 11,569 |  |  | 3,378        |  |  | 8,191        |  |  | 4,221        | 

|4. | Mineral Properties
|-- | ------------------
|   |                   
|   | a)                

F-8

---

Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|4. | Mineral Properties (continued)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|5. | Related Party Transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | d)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|6. | Convertible Debentures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | In accordance with EITF 98-5 Accounting
        for Convertible Securities with Beneficial Conversion Features or Contingently
        Adjustable Conversion Ratios,, the Company has recognized the
        intrinsic value of the beneficial conversion option of $180,183 as additional
        paid-in capital and interest expense in fiscal 2005. The Company will
        record the fair value of the warrants upon conversion of the convertible
        debentures in accordance with EITF 00-27 Application of Issue
        No. 98-5 to Certain Convertible Instruments.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   | b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      

F-9

---

Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|6. | Convertible Debentures (continued)
|-- | ----------------------------------
|   |                                   
|   | c)                                
|   |                                   
|   | d)                                
|   |                                   
|   | e)                                
|   |                                   
|7. | Common Stock                      
|   |                                   
|   | a)                                
|   |                                   
|   | b)                                
|   |                                   
|   | c)                                
|   |                                   
|8. | Commitments and Contingencies     
|   |                                   
|   | a)                                
|   |                                   
|   | b)                                
|   |                                   
|   | c)                                

F-10

---

Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|9. | Subsequent Events
|-- | -----------------
|   |                  
|   | a)               
|   |                  
|   | b)               
|   |                  
|   | c)               
|   |                  
|   | d)               
|   |                  
|   | e)               
|   |                  
|   | f)               
|   |                  
|   | g)               

F-11

---

Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|10. | Restatement                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|--- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|    |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|    | The Company has restated its financial statements as
        at December 31, 2005 and for the periods ended December 31, 2005. The
        financial statements have been restated to reflect the classification
        of the unrealized loss on investment securities as other-than-temporary.
        Accordingly, the unrealized loss is recognized in the net loss during
        the periods rather than as a separate component of stockholders
        equity. The effect of the restatement is to increase net loss by $333,992
        for the three month and the six month periods ended December 31, 2005,
        and from January 21, 2000 (date of inception) to December 31, 2005. Net
        loss per share was unchanged except for the three month period ended December
        31, 2005, which increased by $0.01 per share to $0.02 per share.

| | (a) | Balance Sheet
| | --- | -------------

| |                                                        |  | As At December 31, 2005 |  
| | ------------------------------------------------------ |  | ----------------------- | -
| |                                                        |  | As Reported             |  
| |                                                        |  | $                       |  
| | Stockholders Equity (Deficit)                         |  |                         |  
| | Accumulated other comprehensive loss                   |  | (333,992                | )
| | Deficit accumulated during the exploration
      stage |  | (7,497,600              | )

| | (b) | Statements of Operations
| | --- | ------------------------

| |                                          |  | Accumulated from January 21, 2000 (Date
      of |  
| | ---------------------------------------- |  | ------------------------------------------------ | -
| |                                          |  | Inception) to December 31, 2005                  |  
| |                                          |  | As Reported                                      |  
| |                                          |  | $                                                |  
| | Other Expenses                           |  |                                                  |  
| | Unrealized loss on investment securities |  |                                                 |  
| | Net loss                                 |  | (7,497,600                                       | )
| | Unrealized loss on investment securities |  | (333,992                                         | )
| | Comprehensive loss                       |  | (7,831,592                                       | )

| |                                          |  | Three Months Ended December 31, 2005 |  
| | ---------------------------------------- |  | ------------------------------------ | -
| |                                          |  | As Reported                          |  
| |                                          |  | $                                    |  
| | Other Expenses                           |  |                                      |  
| | Unrealized loss on investment securities |  |                                     |  
| | Net loss                                 |  | (827,930                             | )
| | Unrealized loss on investment securities |  | (29,496                              | )
| | Comprehensive loss                       |  | (857,426                             | )
| | Net Loss Per Share  Basic and Diluted   |  | (0.01                                | )

F-12

---

Aberdene Mines Limited 
  (An Exploration Stage Company) 
  Notes to the Financial Statements 
  (expressed in U.S. dollars) 
  (unaudited)

|10. | Restatement (continued)
|--- | -----------------------

| | (b) | Statements of Operations (continued)
| | --- | ------------------------------------

| |                                          |  | Six Months Ended December 31, 2005 |  
| | ---------------------------------------- |  | ---------------------------------- | -
| |                                          |  | As Reported                        |  
| |                                          |  | $                                  |  
| | Other Expenses                           |  |                                    |  
| | Unrealized loss on investment securities |  |                                   |  
| | Net loss                                 |  | (1,507,047                         | )
| | Unrealized loss on investment securities |  | 103,720                            |  
| | Comprehensive loss                       |  | (1,403,327                         | )
| | Net Loss Per Share  Basic and Diluted   |  | (0.03                              | )

| | (c) | Statement of Cash Flows
| | --- | -----------------------

| |                                          |  | Six Months Ended December 31, 2005 |  
| | ---------------------------------------- |  | ---------------------------------- | -
| |                                          |  | As Reported                        |  
| |                                          |  | $                                  |  
| | Operating Activities                     |  |                                    |  
| | Net loss for the period                  |  | (1,507,047                         | )
| | Unrealized loss on investment securities |  |                                   |  

F-13

---

ITEM
2.           MANAGEMENT'S PLAN
OF OPERATION

The Company was incorporated under the laws of the state of
Nevada on January 21, 2000. Our fiscal year end is June 30. Our Company's
principal executive offices are located at Suite 1458, 409 Granville Street,
Vancouver, British Columbia, V6C 1T2, Canada. Our toll free telephone number is
(800) 430-4034.

Our shares of common stock are quoted in the United States on
the National Association of Securities Dealers Over the Counter Bulletin Board
(the "OTCBB") under the symbol "ABRM".

We have commenced very limited operations and we currently have
no business revenue or significant assets. Our company has never declared
bankruptcy, it has never been in receivership, and it has never been involved in
any legal action or proceedings. Our primary operational activities have been
focused on very limited analysis and exploratory drilling on a mineral
exploration project described in detail in our annual report for June 30, 2005
(hereby incorporated for reference), over which we have an option to acquire or
the right to explore the mineral claims.

We are an exploration stage corporation focused in the metals
and minerals industry. An exploration stage corporation is one engaged in the
search for mineral deposits or reserves, which are not in either the development
or production stage. We do not currently own title to any of the properties on
which we conduct our operations. There is no assurance that a commercially
viable mineral deposit exists on our properties and further exploration will be
required before a final evaluation as to the economic feasibility is
determined.

Preliminary Exploration Activities During the
Quarter

The foregoing is a discussion of activities undertaken during
the quarter ended December 31, 2005 on the mineral properties in which we have
an option to earn interests. For further background information, please also
refer to our Annual Report on Form 10-KSB for our fiscal year ended June 30,
2005 and our quarterly report for the quarter ended September 30, 2005 on Form
10-QSB.

During the first quarter, we implemented our fiscal 2006
exploration program and commenced with further exploratory drilling on the New
York Canyon project, under which we hold an option to acquire the claims from
Nevada Sunrise LLC. We contracted a core rig for the Copper Queen prospect and a
reverse-circulation rig for use on Longshot Ridge. Copper Queen is located in
the western part of the New York Canyon claim block, and Longshot Ridge is
located at the opposite end in the eastern part.

The reverse circulation rig was contracted to drill infill
holes on Longshot Ridge for verification purposes, and is a follow up program to
our initial core drilling in fiscal 2004. The core rig was used to test
mineralization on Copper Queen at depth and for metallurgical purposes. It was
then relocated to Longshot Ridge for further testing.

The objective of our current drill program was to validate
results of past exploration work which identified a copper oxide mineralized
zone on Longshot Ridge; to define and delineate other zones on the New York
Canyon property and; to provide data to support a detailed technical report that
complies with certain regulatory requirements.

Our current drill program commenced late August. During our
current quarter, we drilled 6 core holes over 2,056 feet and 19 reverse
circulation holes over 7,355 feet. A total of 9 core holes and 28 reverse
circulation holes totaling 14,896 feet have been completed on the New York
Canyon project this year.

In addition to our drilling activities, we collected a total of
357 rock chip samples were also collected. These samples averaged five feet in
length. Average grades were reported in our press releases filed on Edgar. These
samples were collected from mineralized portions of road cuts excavated for
drilling. The analyses will be incorporated into the LSR database to provide
further confidence for continuity of mineralization between drill holes.

Drill and surface samples are shipped to American Assay
Laboratories Inc. in Reno, NV for analyses. American Assay Laboratories is an
independent ISO certified laboratory, and incorporates sample standards with
known element concentration into the analytical sample stream for quality
control purposes.

4

---

Assay results are reported under our press releases when
compiled. We have filed these results under form 8-K on Edgar and they may be
viewed on the SEC website. Please refer to our Form 8-K press releases filed
November 3, 2005 and January 6, 2006. Additional assay results will be announced
when completed. Drill results comprise individual assays for specific intervals
(average 5 ft.), which are weighted to determine a mineralized intersection. A
map showing the drill hole locations is also available on the Company's website
at under the maps and photos section.

Acquisition of Database on New York Canyon Project

During the quarter we acquired a large detailed database, which
documents the results of previous exploration activities on the New York Canyon
project. The database includes the results of programs carried out by various
companies over a 25-year period starting in the 1970's and includes geological,
geochemical and geophysical data, drill logs with assay certificates,
petrographic studies, metallurgical test data and a number of separate resource
estimate and feasibility studies.

This data, which is being evaluated, will be incorporated into
the Company's current database and should significantly expedite the Company's
ongoing program to validate potential copper resources on the New York Canyon
Copper Project.

Plan of Operation for the Balance of the Fiscal Year

Our plan of operation for the next 12 months, including the
last half of our current fiscal year, is to continue our initial exploration
activities under all of our options and lease of the New York Canyon prospect in
Nevada.

During the quarter, we significantly increased our exploration
budget as a result of the favorable preliminary results we obtained from our
existing program. Our original 2006 budget was approximately $850,000. By
December 31, 2005 we completed this program, which was originally described in
our annual report on Form 10-KSB for June 30, 2005. Under this program, we
completed 37 exploratory holes or 14,896 aggregate linear feet on our optioned
claims. Most of the cores have been independently assayed and the process is
continuing to complete the analysis.

Under our updated program disclosed below, we are projecting
total exploration expenditures of $1,969,000 over the next 12 months and
$1,272,000 to June 30, 2006. This budgeted program includes 40 new holes or
20,000 feet of reverse circulation drilling and 8,000 feet or 10 core drilling
holes. We believe this is necessary to further analyze and quantify our
prospects in New York Canyon.

At December 31, 2005, we had cash of $413,915 and marketable
securities of $234,834. Subsequent to the quarter end, we raised $1,665,000 (net
of a 7.5% finder's fee of $135,000) via a private placement of 4.5 million units
at a price of $0.40 per unit. Each unit includes one common share and one share
purchase warrant, entitling the holder to purchase an additional share over a 24
month period at a price of $0.50 per share. Our current cash balance, including
this private placement, is sufficient to fund the phase one current exploration
program and our ongoing general and administrative expenses into our next fiscal
year. We will require significant additional new equity or debt financing in
order to undertake further exploration programs. There can be no assurance that
the required financing can be obtained, or on suitable terms to our company. We
anticipate that our option agreements will be terminated if we are unable to
fund the exploration programs.

The following chart provides an overview of our estimated
planned expenditures by major area of activity, for (i); the balance of our
current fiscal year, and (ii); for the next 12 months:

|Item and Activity                                      | 12 Month Total | Budget to    
|------------------------------------------------------ | -------------- | -------------
|                                                       | Budget         | June 30, 2006
|                                                       | ($)            | ($)          
|LAND STATUS                                            |                |              
|                                                       |                |              
|2006 - 2007 claim maintenance fees on 385
      claims | 48,000         | -            

5

---

|Monthly Payments - Patents                           | 38,000     | 21,000    
|---------------------------------------------------- | ---------- | ----------
|Locate and file Claims                               | 112,000    | 50,000    
|PERMITTING                                           |            |           
|Road and drill site work                             | 35,000     | 25,000    
|Archeological and biological surveys                 | 20,000     | 20,000    
|Water quality monitoring                             | 16,000     | 10,000    
|Drill Permitting & Bonding                           | 25,000     | 25,000    
|DRILL PROGRAM (includes assays &
      supervision)  |            |           
|Compile data for engineering evaluation              | 15,000     | 15,000    
|Drilling RC - 20,000 feet - 40 holes                 | 600,000    | 330,000   
|Drilling Core - 8000 feet -20 holes                  | 480,000    | 360,000   
|METALLURGICAL PROGRAM                                |            |           
|Investigation into acid costs, sites, transport, etc | 5,000      | 5,000     
|Preliminary metallurgical work                       | 15,000     | 15,000    
|Preliminary alternative leach studies                | 25,000     | 25,000    
|ENGINEERING & REPORTING                              |            |           
|Engineering 43-101 Report                            | 20,000     | 20,000    
|Pit Planning, Modeling, 3D Presentation              | 75,000     | 30,000    
|GEOPHYSICAL SURVEYS                                  |            |           
|IP - 40 line miles @ $1,750/mi                       | 70,000     | 70,000    
|GEOLOGICAL MAPPING AND INVESTIGATIONS                |            |           
|Mapping and sampling                                 | 30,000     | 30,000    
|Contingency 10%                                      | 160,000    | 105,000   
|Nevada Sunrise Management fee 10%                    | 180,000    | 116,000   
|                                                     | $1,969,000 | $1,272,000

Cash on hand is currently our only source of liquidity. We do
not have any lending arrangements in place with banking or financial
institutions and we do not anticipate that we will be able to secure these
funding arrangements in the near future.

We believe our existing cash balances, in addition to our
recent private placement, are sufficient to fund our exploration program and
carry our normal operations into the next fiscal year. To the extent that we
require additional funds to support our operations or the expansion of our
exploration program, we may sell additional equity or issue debt. Any sale of
additional equity securities will result in dilution to our stockholders. There
can be no assurance that additional financing, if required, will be available to
our company or on acceptable terms.

6

---

We do not anticipate making any major purchases of capital
assets in this current fiscal year, or conducting any research and development.
Our current corporate employee count is expected to remain the same for the
balance of the year.

Results of Operations

Please refer to our interim financial statements for the three
and six months ended December 31, 2005 included herein.

Six months ended December 31, 2005 compared to the six
months ended December 31, 2004

We incurred a net operating loss of $1,841,039 or $0.03 per
share, for the six months ended December 31, 2005, compared to a loss of
$1,695,233 or $0.02 per share in the comparable period in 2004. $907,813 of the
total loss was incurred for costs expended under our option agreements over the
various mineral properties exploration programs (2004 - $1,278,058), and
$471,745 (2004 - $426,011) was incurred for general and administrative expenses.
We also lost $24,581 on foreign exchange, compared to a gain of $60,564 in 2004.
Our interest expense on the convertible debentures was $13,206 (2004 - $2,637)
and we incurred a loss on sale of Langley Park shares of $88,332 (2004 -
$48,589). We also incurred $1,370 (2004 - $502) in depreciation expense on our
equipment assets. We recognized an unrealized loss on investment securities of
$333,992 for an other than temporary decline in value.

Three months ended December 31, 2005 compared to the
three months ended December 31, 2004

We incurred a net operating loss of $1,161,922 or $0.02 per
share, for the three months ended December 31, 2005, compared to $548,444 in the
comparable period in 2004. $597,695 of the total loss was incurred for costs
expended under our option agreements over the various mineral properties in New
York Canyon (2004 - $350,000), and $218,178 (2004 - $208,029) was incurred for
general and administrative expenses. We recognized an unrealized loss on
investment securities of $333,992 for an other than temporary decline in value.
(See also "Item 5. Other Information - Related Party Transactions"). We did not
generate any revenue during the period.

Liquidity and Capital Resources

At December 31, 2005, we had working capital of $188,004 and
cash on hand of $413,915, compared with working capital of $179,009 and cash on
hand of $48,816 at June 30, 2005.

During the first quarter, we completed two private placements
of 6,500,000 common shares. A net amount of $1,566,432 was raised for our
Company subsequent to payment of finders fees and professional fees.

During the three months ended September 30, 2005 we also
received $48,123 in cash proceeds from the sale of the Langley Park shares, on
which we realized a loss of $88,332. We did not sell any additional shares in
the second quarter. As at December 31, 2005, we held a balance of 1,027,974
Langley Park shares with a market value of $234,384.

We used $1,244,114 of cash for our operations and $5,340 for
the purchase of equipment during the six months ended December 31, 2005.
Approximately $853,000 of the cash used for operations was utilized for our
fiscal 2006 exploratory drilling program. As a result of all of the above noted,
our cash balances increased by a net amount of $365,099 during the six months
ended December 31, 2005.

We have not had revenues from inception. Our company has no
significant assets other than our current cash balances. Without additional
capital, we may not be able to survive beyond the next 12 months. Although there
may be insufficient capital to execute our business plan, we expect to survive
with funding from sales of securities and, as necessary, from shareholder loans.
There is no assurance we will be successful in raising the necessary funding or
on terms that are acceptable to our company.

7

---

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

|       |                  |  |     | CANYON COPPER CORP.                       
|------ | ---------------- |  | --- | ------------------------------------------
|       |                  |  |     |                                           
|       |                  |  |     |                                           
|Dated: | January 25, 2007 |  | By: | /s/ Anthony Harvey                        
|       |                  |  |     |                                           
|       |                  |  |     | Anthony Harvey                            
|       |                  |  |     | Chairman and Chief Executive
      Officer
|       |                  |  |     | (Principal Executive Officer)             
|       |                  |  |     |                                           
|       |                  |  |     |                                           
|Dated: | January 25, 2007 |  | By: | /s/ Kurt Bordian                          
|       |                  |  |     |                                           
|       |                  |  |     | Kurt Bordian                              
|       |                  |  |     | Chief Financial Officer                   
|       |                  |  |     | (Principal Financial Officer)             

8

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