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

                                   Form 10-QSB

(Mark One)

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

                For the quarterly period ended September 30, 2004


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


          For the transition period from _____________ to _____________


                        Commission file number 000-032103


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


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


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


                                  800-507-2869
                            -------------------------
                           (Issuer's telephone number)


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


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

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


                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 71,170,000 shares of common stock,
$0.001 par value per share, issued and outstanding as of November 1, 2004.

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



<PAGE>
                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.







                              SAVOY RESOURCES CORP.
                   (formerly Savoy Capital Investments, Inc.)
                         (an exploration stage company)


                    INTERIM CONSOLIDATED FINANCIAL STATEMENTS


                               SEPTEMBER 30, 2004













CONSOLIDATED BALANCE SHEETS

INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS




<PAGE>


<TABLE>
<CAPTION>

                              SAVOY RESOURCES CORP.
                   (formerly Savoy Capital Investments, Inc.)
                         (an exploration stage company)

                           CONSOLIDATED BALANCE SHEETS


                                                                      September 30,   December 31,
                                                                          2004           2003
--------------------------------------------------------------------------------------------------
                                                                      (unaudited)       (Note 1)
                                     ASSETS

<S>                                                                    <C>            <C>
CURRENT ASSETS
   Cash                                                                $     7,531    $         1
   Advances receivable                                                      52,644             --
   Inventory (Note 4)                                                        8,782             --
-------------------------------------------------------------------------------------------------

                                                                            68,957             --
INTEREST IN CHINESE JV (Note 7)                                              6,599             --
INTEREST IN HEILONGJIANG JV (Note 6)                                       300,000             --
FIXED ASSETS                                                                 8,266             --
MINERAL PROPERTIES (Note 4)                                                      1             --
-------------------------------------------------------------------------------------------------

                                                                       $   383,823    $         1

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


                    LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable and accrued liabilities                            $   121,831    $        --
   Due to related parties (Note 5)                                          60,675             --
-------------------------------------------------------------------------------------------------

                                                                           182,506             --
-------------------------------------------------------------------------------------------------

CONTINGENCIES (Note 1)

STOCKHOLDERS' EQUITY
   Capital stock (Note 8)
      Common stock $0.001 par value; 100,000,000 shares authorized,
      70,170,000 issued and outstanding (2003: 14,270,000)                  70,170            360
      Preferred stock $0.01 par value; 10,000,000 shares authorized,
      NIL shares issued and outstanding (2003: 200,000)                         --             --
   Additional paid-in capital                                            1,368,100             --
   Common stock purchase warrants (Note 8)                                  30,000             --
   Share subscriptions received (Note 8)                                    90,181             --
   Deficit accumulated during the exploration stage                     (1,357,134)          (359)
-------------------------------------------------------------------------------------------------

                                                                           201,317              1
-------------------------------------------------------------------------------------------------

                                                                       $   383,823    $         1
=================================================================================================





 The accompanying notes are an integral part of these interim consolidated financial statements
</TABLE>




                                       2
<PAGE>

<TABLE>
<CAPTION>

                              SAVOY RESOURCES CORP.
                   (formerly Savoy Capital Investments, Inc.)
                         (an exploration stage company)

                  INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (unaudited)

                                                                                                           September 24,
                                                                                                                2002
                                                 For the three months ended   For the nine months ended    inception) to
                                                         September 30,               September 30,         September 30,
                                                     2004             2003       2004             2003         2004
------------------------------------------------------------------------------------------------------------------------
                                                                   (Note 1)                     (Note 1)     (Note 1)

EXPENSES
<S>                                              <C>             <C>          <C>             <C>          <C>
   Advertising, marketing and promotion          $     12,201    $       --   $    171,567    $       --   $    171,567
   Consulting and management                           32,289            --        289,184            --        289,184
   Consulting - stock based compensation               50,500            --         50,500            --         50,500
   Exploration, development and field expenses         (5,546)           --         98,708            --         98,708
   General and administrative                          32,087            --        109,236            --        109,595
   Professional fees                                  182,996            --        312,827            --        312,827
   Transfer agent and filing fees                       7,567            --         22,181            --         22,181
   Travel                                              44,047            --        223,065            --        223,065
-----------------------------------------------------------------------------------------------------------------------

LOSS BEFORE THE FOLLOWING                            (356,141)           --     (1,277,268)           --     (1,277,627)

   Equity loss in Chinese Joint Venture               (39,159)           --        (39,159)           --        (39,159)
-----------------------------------------------------------------------------------------------------------------------

NET LOSS FOR THE PERIOD                          $   (395,300)   $       --   $ (1,316,786)   $       --     (1,316,427)
=======================================================================================================================




BASIC NET LOSS PER SHARE                         $      (0.01)   $    (0.00)  $      (0.03)   $    (0.00)
                                                 ========================================================

WEIGHTED AVERAGE COMMON
   SHARES OUTSTANDING                              65,808,587    22,500,000     42,946,533    22,500,000
                                                 =======================================================







 The accompanying notes are an integral part of these interim consolidated financial statements
</TABLE>



                                       3

<PAGE>
<TABLE>
<CAPTION>

                              SAVOY RESOURCES CORP.
                   (formerly Savoy Capital Investments, Inc.)
                         (an exploration stage company)

                  INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (unaudited)

                                                                                                 September 24, 2002
                                                                      For the nine months ended      (inception)
                                                                     September 30,  September 30,  to September 30,
                                                                          2004           2003            2004
 ------------------------------------------------------------------------------------------------------------------
                                                                                        (Note 1)       (Note 1)
<S>                                                                  <C>            <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss for the period                                            $(1,316,427)   $        --      $(1,316,786)
   Adjustments to reconcile net loss to net cash used in operating
   activities
    - amortization                                                         1,240             --            1,240
    - inventory                                                           (8,782)        (8,782)
    - equity in loss of Chinese Joint Venture                             39,159             --           39,159
    - non-cash professional fees                                         160,000             --          160,000
   Changes in non-cash working capital items:
    - prepaids                                                           (52,644)            --          (52,644)
    - stock based compensation                                            50,500         50,500
    - accounts payable and accrued liabilities                           118,724             --          118,724
-----------------------------------------------------------------------------------------------------------------

              NET CASH FLOWS USED IN OPERATING ACTIVITIES             (1,008,230)            --       (1,008,589)
----------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
  Cash acquired on reverse acquisition of Savoy                              169             --              169
  Advances to Chinese Joint Venture                                      (45,758)            --          (45,758)
  Interest in Heilongjiang Joint Venture                                (300,000)      (300,000)
  Mineral properties                                                          --             --               (1)
  Purchase of fixed assets                                                (9,506)            --           (9,506)
----------------------------------------------------------------------------------------------------------------

NET CASH FLOWS USED IN INVESTING ACTIVITIES                             (355,095)            --         (355,096)
----------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Common shares issued for cash and subscriptions                      1,310,181             --        1,310,541
  Related party advances                                                  60,675             --           60,675
----------------------------------------------------------------------------------------------------------------

NET CASH FLOWS FROM FINANCING ACTIVITIES                               1,370,856             --        1,371,216
----------------------------------------------------------------------------------------------------------------

INCREASE IN CASH                                                           7,531             --            7,531

CASH, BEGINNING OF PERIOD                                                     --             --               --
----------------------------------------------------------------------------------------------------------------

CASH, END OF PERIOD                                                  $     7,531    $        --      $     7,531
================================================================================================================


OTHER SIGNIFICANT NON-CASH TRANSACTIONS:
         Refer to Notes 3 and 8.






 The accompanying notes are an integral part of these interim consolidated financial statements
</TABLE>



                                       4
<PAGE>

SAVOY RESOURCES CORP.
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)





NOTE 1 - NATURE OF CONTINUED OPERATIONS AND BASIS OF PRESENTATION
________________________________________________________________________________

By Share Purchase Agreement (the "Agreement") dated December 23, 2003 and
completed January 19, 2004, Savoy Resources Corp. (formerly Savoy Capital
Investments, Inc.) ("Savoy" or the "Company"), a public company incorporated
under the laws of the State of Colorado on March 6, 1997, acquired 97% of the
issued shares in the capital of Societe Siranna S.A.R.L. (an exploration stage
company) ("Siranna"), a private company incorporated September 24, 2002 under
the laws of Madagascar, in exchange for 22,500,000 restricted shares of Savoy's
common stock. In addition, and in accordance with the terms of the Agreement,
Savoy granted a total of 27,900,000 stock options to replace all stock options
previously outstanding in Siranna with terms and conditions consistent with the
original stock options.

As a result of this transaction, the former holders of 97% of the issued and
outstanding shares of common stock of Siranna owned approximately 60% of the
shares of common stock of Savoy, representing 22,500,000 of the 37,770,000 total
issued and outstanding shares of Savoy's common stock as at the date of the
completion of the transaction.

This acquisition has been accounted for as a reverse acquisition with Siranna
being treated as the accounting parent and Savoy, the legal parent, being
treated as the accounting subsidiary. Accordingly, the consolidated results of
operations of the Company include those of Siranna for the period from its
inception on September 24, 2002 and those of Savoy since the date of the reverse
acquisition. The comparative balance sheet and statements of operations and cash
flows are those of Siranna which had no operations for the period ended
September 30, 2003.

Effective March 23, 2004 the Company changed its name from Savoy Capital
Investments, Inc. to Savoy Resources Corp.

Siranna owns two gemstone mining exploration properties totaling 12.5 square
kilometers. The properties are located in northern Madagascar near the
provincial capital, Diego Suarez. The acquisition includes full mining
exploitation and gemstone exportation permits and allows Savoy to conduct a
precious gemstone mining and marketing business.

Savoy is a precious metals and mineral exploration and development company. The
Company entered into an agreement in May 2004 to acquire a joint venture
interest in a joint venture with the First Institute of Geology and Exploration
of Heilongjiang Province, China. Refer to Note 6.

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

Unaudited Interim Financial Statements
The accompanying unaudited interim consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions to Form 10-QSB of Regulation
S-B. They may not include all information and footnotes required by generally
accepted accounting principles for complete financial statements. In the opinion
of management, all adjustments considered necessary for a fair presentation,
consisting solely of normal recurring adjustments, have been made. Operating
results for the nine months ended September 30, 2004 are not necessarily
indicative of the results that may be expected for the year ending December 31,
2004. These financial statements should also be read in conjunction with Savoy's
Form 8-K/A dated March 20, 2004 filed with the Securities and Exchange
Commission and Savoy's pro-forma consolidated statement of stockholders' equity
as at September 30, 2003 and Siranna's audited financial statements as at
December 31, 2003 and 2002 contained therein.


                                       5
<PAGE>


SAVOY RESOURCES CORP.
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)




NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
________________________________________________________________________________

Basis of presentation
The financial statements have been prepared on a consolidated basis and include
the accounts of the Company, its 97% owned subsidiary, Siranna, and the
Company's proportion of the assets, liabilities and results of operations for
its interests in joint ventures. All significant inter-company transactions and
balances have been eliminated.

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

Inventory
Inventory consists of gems and is carried at the lower of cost and net
realizable value.

Interests in Joint Ventures
The Company accounts for interests in joint ventures, over which the Company has
the ability to exercise significant influence, using the equity method of
accounting. Under this method, the Company records its portion of the results of
operations of the joint venture. Management reviews the carrying values of its
interest in joint ventures to determine if the carrying values are impaired.
Declines in value that are other than temporary are recognized by writing down
the investment to its estimated recoverable amount.

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

Financial Instruments
The fair value of the Company's financial assets and financial liabilities
approximate their carrying values due to the immediate or short-term maturity of
these financial instruments. The Company is not currently exposed to any
significant credit risk or currency risk.

Use of Estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the financial statements and
the reported amounts of revenues and expenses during the period. Actual results
could differ from those estimates.

Stock-Based Compensation
In December 2002, the Financial Accounting Standards Board issued Financial
Accounting Standard No. 148, "Accounting for Stock-Based Compensation -
Transition and Disclosure" ("SFAS No. 148"), an amendment of Financial
Accounting Standard No. 123 "Accounting for Stock-Based Compensation" ("SFAS No.
123"). The purpose of SFAS No. 148 is to: (1) provide alternative methods of
transition for an entity that voluntarily changes to the fair value based method
of accounting for stock-based employee compensation, (2) amend the disclosure
provisions to require prominent disclosure about the effects on reported net
income of an



                                       6
<PAGE>


SAVOY RESOURCES CORP.
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)




NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)
________________________________________________________________________________

entity's accounting policy decisions with respect to stock-based employee
compensation, and (3) to require disclosure of those effects in interim
financial information. The disclosure provisions of SFAS No. 148 were effective
for the Company for the year ended December 31, 2003. No pro-forma disclosures
have been provided as the fair value of the options granted during the period
was determined to be $NIL as described in Note 6.

The Company has elected to continue to account for stock options granted to
employees and officers using the intrinsic value based method in accordance with
the provisions of Accounting Principles Board Opinion No. 25, "Accounting for
Stock Issued to Employees" ("APB No. 25"), and comply with the disclosure
provisions of SFAS No. 123, as amended by SFAS No. 148, as described above.
Under APB No. 25, compensation expense is recognized based on the difference, if
any, on the date of grant between the estimated fair value of the Company's
stock and the amount an employee must pay to acquire the stock. Compensation
expense is recognized immediately for past services and pro-rata for future
services over the option-vesting period. In addition, with respect to stock
options granted to employees, the Company provides pro-forma information as
required by SFAS No. 123 showing the results of applying the fair value method
using the Black-Scholes option pricing model. In accordance with SFAS No. 123,
the Company applies the fair value method using the Black-Scholes option-pricing
model in accounting for options granted to consultants. The Company accounts for
equity instruments issued in exchange for the receipt of goods or services from
other than employees in accordance with SFAS No. 123 and the conclusions reached
by the Emerging Issues Task Force in Issue No. 96-18. Costs are measured at the
estimated fair market value of the consideration received or the estimated fair
value of the equity instruments issued, whichever is more reliably measurable.
The value of equity instruments issued for consideration other than employee
services is determined on the earliest of a performance commitment or completion
of performance by the provider of goods or services as defined by EITF 96-18.

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

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

Income Taxes
The Company follows the liability method of accounting for income taxes. Under
this method, future tax assets and liabilities are recognized for the future tax
consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
balances. Future tax assets and liabilities are measured using enacted or
substantially enacted tax rates expected to apply to the taxable income in the
years in which those differences are expected to be recovered or settled. The
effect on future tax assets and liabilities of a change in tax rates is
recognized in income in the period that includes the date of enactment or
substantive enactment.

NOTE 3 - ACQUISITION OF SOCIETE SIRANNA S.A.R.L.
--------------------------------------------------------------------------------

By Share Purchase Agreement (the "Agreement") dated December 23, 2003 and
completed January 19, 2004, Savoy Resources Corp. (formerly Savoy Capital
Investments, Inc.) ("Savoy" or the "Company"), a public company incorporated
under the laws of the State of Colorado on March 6, 1997, acquired 97% of the
issued shares in the capital of Societe Siranna S.A.R.L. (an exploration stage
company) ("Siranna"), a private company incorporated September 24, 2002 under
the laws of Madagascar, in exchange for 22,500,000 restricted shares of Savoy's
common stock. In addition, and in accordance with the terms of the Agreement,
Savoy granted a total of 27,900,000 stock options to replace an equivalent
number of stock options previously outstanding in Siranna with terms and
conditions consistent with the original stock options.


                                       7
<PAGE>

SAVOY RESOURCES CORP.
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)




NOTE 3 - ACQUISITION OF SOCIETE SIRANNA S.A.R.L. (cont'd)
________________________________________________________________________________

 As a result of this transaction, the former holders of 97% of the issued and
outstanding shares of common stock of Siranna owned approximately 60% of the
shares of common stock of Savoy, representing 22,500,000 of the 37,770,000 total
issued and outstanding shares of Savoy's common stock as at the date of the
completion of the transaction.

This acquisition has been accounted for as a recapitalization using accounting
principles applicable to reverse acquisitions with Siranna being treated as the
accounting parent (acquirer) and Savoy, the legal parent, being treated as the
accounting subsidiary (acquiree). The value assigned to the capital stock of
consolidated Savoy on acquisition of Siranna is equal to the book value of the
capital stock of Siranna plus the book value of the net assets (liabilities) of
Savoy as at the date of the acquisition.

The book value of Savoy's capital stock subsequent to the reverse acquisition is
calculated and allocated as follows:

   Siranna capital stock                                           $      360
   Savoy net assets (liabilities)                                      (2,938)
                                                                  -------------

                                                                       (2,578)
   Excess charged to deficit on reverse acquisition                    40,348
                                                                  -------------

   Consolidated capital accounts post reverse acquisition         $    37,770
                                                                  =============

   Allocated as follows:
            Capital stock                                         $    37,770
            Preferred stock                                                 -
            Additional paid-in capital                                      -
                                                                  -------------

        Consolidated capital accounts post reverse acquisition    $    37,770
                                                                  =============


These consolidated financial statements include the results of operations of
Siranna since September 24, 2002 (inception) and the results of operations of
Savoy since the date of the reverse acquisition effective January 19, 2004.
Savoy had no material operations for the period from January 1, 2004 to January
19, 2004.

The weighted average number of shares outstanding, for the period from September
24, 2002 (inception) to January 19, 2004, is deemed to be 22,500,000, being the
number of shares issued by Savoy to effect the reverse acquisition of Siranna.


NOTE 4 - MINERAL PROPERTIES
________________________________________________________________________________

The Company holds a 97% interest in an operating permit to two gemstone mining
exploration and development properties, which are located in the province of
Antsiranana, Republic of Madagascar. The two gemstone mining exploration and
development properties were prospected, staked and registered with the
Madagascar Ministry of Energy and Mines, on behalf of Siranna, by Siranna's
resident geologist on February 27, 2003 and were contributed to Siranna for
nominal consideration of $1. Savoy intends to develop a precious gemstone
exploration and marketing business based on Siranna's possession of full mining
exploitation and gemstone exportation permits. During the period the Company
purchased $8,782 of initial inventory, which will be used to establish this
business.


NOTE 5 - RELATED PARTY TRANSACTIONS
________________________________________________________________________________

During the period ended March 31, 2004 the Company entered into one-year service
agreements with a director of the Company, Floyd Wandler, and with a director of
Siranna, Geoffrey Armstrong. The director of the Company has resigned and been
replaced with another party, Robert Slavik, with whom the Company also has a
one-year agreement. The Company has incurred a total of $56,000 to these
directors under these agreements.




                                       8
<PAGE>

SAVOY RESOURCES CORP.
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)




NOTE 5 - RELATED PARTY TRANSACTIONS (cont'd)
________________________________________________________________________________

At September 30, 2004, the Company was indebted in the amount of $34,998 to a
former director, Floyd Wandler, for fees and expenses claimed incurred on behalf
of the Company. In addition, the Company has advanced $52,644 to directors and
consultants for future expenses.


NOTE 6 - INTEREST IN HEILONGJIANG JOINT VENTURE
________________________________________________________________________________

During March 2004, as finalized May 20, 2004, the Company entered into an
agreement with the First Institute of Geology Exploration of Heilongjiang
Province, China (the "First Institute"), to form a "joint venture enterprise"
(the "HJV") in accordance with the Law of the People's Republic of China on
Chinese-Foreign Cooperative Joint Ventures. The HJV will be formed for the
purpose of conducting gold and other mineral exploration, evaluation and
development in Heilongjiang Province and other areas of mutual interest in
China. The formation of the HJV is subject to the approval of the government of
China and the issuance of a business license. Upon completion, the HJV will have
total registered capital contributed of approximately $5,000,000, of which
$1,500,000 will be contributed by the First Institute in the form of exploration
licenses and $3,500,000 will be cash contributions by the Company. The Company
will be required to contribute $1,000,000 within 90 days, $500,000 within 12
months, and the final $2,000,000 within 24 months of the approved formation of
the HJV. Upon completion of the required capital contributions, the Company will
have a 70% interest in the joint venture.

On August 24, 2004, the Company made a first installment of Savoy's contribution
towards the HJV totaling $300,000 to the First Institute of Geology Exploration
of Heilongjiang Province, China. A private placement of $600,000 was announced
on November 12, 2004, of which $370,000 will be contributed towards the joint
venture.


NOTE 7 - INTEREST IN CHINESE JOINT VENTURE
________________________________________________________________________________

Effective January 22, 2004, the Company entered into a joint venture under the
laws of British Columbia ("CJV") for the purpose of recognizing, acquiring and
exploring prospective resource opportunities in China. Participation in the CJV
will be 50% by the Company and 50% by its joint venture partners, subject to
adjustments for any future disproportionate funding. The decisions of the CJV
will be by majority based on each partners' participation interest. The Company
has contributed $45,759 representing a 50% interest, and, as a result, the
Company has accounted for its investment using the equity method. As at
September 30, 2004, 100% of the CJV's assts, liabilities and operations are as
follows:



                CJV assets                         $    13,198
                                                   ===========

                CJV liabilities                    $         -
                                                   ===========

                CJV loss for the period            $    78,318
                                                   ===========





                                       9
<PAGE>



SAVOY RESOURCES CORP.
________________________________________________________________________________
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)




NOTE 8 - CAPITAL STOCK
________________________________________________________________________________

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

For the period ended September 30, 2004, changes in Savoy's share capital and
deficit were as follows:

<TABLE>
<CAPTION>

                                                                                         Additional
                                                 Common Stock         Preferred Stock      Paid-in
                                             Number        Amount   Number     Received    Capital
                                             -------------------------------------------------------

<S>                                          <C>          <C>        <C>         <C>       <C>
Balance, December 31, 2003, as previously
reported by Savoy                            14,271,000   $14,271    200,000     $2,000    $ 18,929
Issued for services                             999,000       999          -          -       8,991
Return and cancellation of preferred shares           -         -  (200,000)    (2,000)       2,000
Savoy net loss for the period from January 1
to 18, 2004                                           -         -          -          -           -
                                             ----------- --------- ---------- ----------------------
                                             15,270,000    15,270          -          -      29,920
Issued to effect reverse acquisition         22,500,000    22,500          -          -    (22,500)
Fair value of stock options granted in
connection with reverse acquisition                   -         -          -          -           -
Assumption of Siranna's equity accounts             200       360          -          -           -
Reverse acquisition recapitalization
adjustment                                        (200)     (360)          -          -     (7,420)
                                             ----------- --------- ---------- ----------------------
Balance, January 19, 2004                    37,770,000    37,770          -          -           -
Issued for cash on exercise of stock options 27,600,000    27,600          -          -     892,400
Issued for services on exercise of stock
options                                         300,000       300          -          -       9,700
Issued for services                             750,000       750          -          -     149,250
Issued for cash on private placement          3,750,000     3,750          -          -     266,250
Subscriptions received                                -         -          -          -
Stock based compensation                              -         -          -          -      50,500
Net loss for the period                               -         -          -          -           -
                                             ----------- --------- ---------- ----------------------

Balance, September 30, 2004 (unaudited)      70,170,000   $70,170          -      $   -  $1,368,100
                                             =========== ========= ========== ======================
</TABLE>

                                       10
<PAGE>

<TABLE>
<CAPTION>

[Table Continued]

                                             Subscriptions
                                               Received   Warrants      Deficit        Total
                                             --------------------------------------------------

<S>                                             <C>        <C>         <C>           <C>
Balance, December 31, 2003, as previously
reported by Savoy                               $    -     $    -      $(38,138)     $ (2,938)
Issued for services                                  -          -              -        9,990
Return and cancellation of preferred shares          -          -              -            -
Savoy net loss for the period from January
to 18, 2004                                          -          -        (9,990)       (9,990)
                                             --------------------- -------------- -------------
                                                                -       (48,128)       (2,938)
Issued to effect reverse acquisition                 -          -              -            -
Fair value of stock options granted in
connection with reverse acquisition                  -          -              -            -
Assumption of Siranna's equity accounts              -          -          (359)            1
Reverse acquisition recapitalization
adjustment                                           -          -          7,780            -
                                             --------------------- -------------- -------------
Balance, January 19, 2004                            -          -       (40,707)       (2,937)
Issued for cash on exercise of stock option          -          -              -       920,000
Issued for services on exercise of stock
options                                              -          -              -        10,000
Issued for services                                  -          -              -       150,000
Issued for cash on private placement                 -     30,000              -       300,000
Subscriptions received                          90,181          -              -        90,181
Stock based compensation                             -          -              -        50,500
Net loss for the period                              -                (1,316,427)   (1,316,427)
                                             --------------------- -------------- -------------

Balance, September 30, 2004 (unaudited)       $ 90,181   $ 30,000  $  (1,357,134) $   (201,317)
                                             ===================== ============== =============
</TABLE>


During the year ended December 31, 2002, Siranna received proceeds of $360 on
the issuance of 200 shares at a price of $1.80 per share.

Effective March 23, 2004, the Company completed a 3 for 1 forward stock split
increasing the number of shares of common stock then outstanding from 16,890,000
to 50,670,000. All references to shares of common stock issued and outstanding
in these consolidated financial statements have been amended as required to
reflect this forward stock split.

During the period ended March 31, 2004, the outstanding preferred shares were
returned to the Company for cancellation at no cost to the Company.

Prior to the reverse acquisition, Savoy issued 999,000 shares of common stock
for services with a fair value of $9,990.





                                       11
<PAGE>



SAVOY RESOURCES CORP.
________________________________________________________________________________
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)





NOTE 8 - CAPITAL STOCK (cont.)
________________________________________________________________________________

The Company issued 22,500,000 shares of common stock to effect the reverse
acquisition as described in Note 3.

Subsequent to the reverse acquisition and during the quarter ended March 31,
2004, the Company issued 18,000,000 shares of common stock on the exercise of
stock options at $0.033 per share for total proceeds of $600,000. During the
quarter ended September 30, 2004, the Company issued a further 9,900,000 shares
of common stock on the exercise of stock options for a consideration of
$330,000, and during the quarter ended September 30, 2004 750,000 shares were
issued for services valued at $150,000.

The Company completed a private placement on July 27, 2004 as amended August 16,
2004. The private placement is comprised of 3,750,000 units with each unit
consisting of one share of common stock at a price of $0.08 per share and one
warrant at a price of $0.20 for a period of two years. Management has estimated
that the fair value of all the share purchase warrants associated with the
private placement is $30,000.

The Company announced a private placement on October 19, 2004. The private
placement is comprised of 1,000,000 units with each unit consisting of one share
of common stock at a price of $0.10 per share and one half warrant. Each full
warrant are exercisable to purchase one share of common stock at a price of
$0.20 for a period of two years. At September $90,181 had been received towards
this private placement.

Share Purchase Warrants
The Company's share purchase warrant activity is as follows:

                                                               Weighted Average
                                  Number of  Weighted Average     Remaining
                                  warrants    Exercise Price   Contractual Life
                                 -----------------------------------------------

     Balance, December 31, 2003          -        $    -
       Issued during the period   3,750,000        0.20.         2 years
    Exercised during the period           -            -
      Expired during the period           -            -
                                 -----------------------------------------------

    Balance, September 30, 2004   3,750,000        $0.20        1.88 years
                                 ===============================================

Stock Options

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

In connection with the reverse acquisition as described in Note 3, the Company
granted 27,900,000 stock options at $0.033 per share to previous holders of
stock options in Siranna to replace options previously granted by Siranna. In
accordance with accounting principles applicable to accounting for business
combinations, the fair value of the stock options granted in connection with a
business combination is included in the determination of the purchase price. The
fair value of these options at the date of grant of $NIL was estimated using the
Black-Scholes option pricing model with an expected life of three years, a
risk-free interest rate of 2% and an expected volatility of 0%. This volatility
was determined on the basis that the options were granted concurrent with the
completion of the reverse acquisition and as such no relevant historic market
volatility had yet been established in the trading of shares of the Company's
common stock.




                                       12
<PAGE>

SAVOY RESOURCES CORP.
________________________________________________________________________________
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)




NOTE 8 - CAPITAL STOCK (cont.)
________________________________________________________________________________

On August 1 2004, the Company granted 300,000 options pursuant to consulting
agreements for which a consulting expense of $42,000 was recorded during the
third quarter of 2004 representing the fair value of the options. The fair value
was estimated using the Black-Scholes option pricing model assuming an expected
life of 2 years, a risk-free interest rate of 3% and an expected volatility of
117%.

On September 1, 2004, the Company granted 100,000 options pursuant to consulting
agreements for which a consulting expense of $8,500 was recorded during the
third quarter of 2004 representing the fair value of the options. The fair value
was estimated using the Black-Scholes option pricing model assuming an expected
life of 1 to 1.92 years, a risk-free interest rate of 3% and an expected
volatility of 145%.

The Company's stock option activity is as follows:
                                                                Weighted Average
                                  Number of   Weighted Average     Remaining
                                   options     Exercise Price   Contractual Life
                               -------------------------------------------------

   Balance, December 31, 2003            -           $    -.
    Granted during the period    28,300,000            0..04    2.88 years
  Forfeited during the period            -                 -
  Exercised during the period  (27,900,000)            0.033
                               -------------------------------------------------

  Balance, September 30, 2004      400,000         $    0.47    1.72 years
                               =================================================


NOTE 9 - COMMITMENTS
________________________________________________________________________________

At September 30, 2004 the Company is obligated to pay a total of approximately
$192,500 over the next two years pursuant to various consulting agreements. As
at September 30, 2004, $14,000 is owing under these contracts.

In order to fund the gold and mineral exploration and development operations in
China the Company is required to contribute $3,500,000 to the HJV over a period
of two years from the date that the government of China issues a business
license to the venture as described in Note 6.


NOTE 10 - INCOME TAXES
________________________________________________________________________________

The Company has incurred operating losses from inception to September 30, 2004
that may be available to offset future taxable income. The Company has adopted
FASB No. 109 for reporting purposes. The potential tax benefit of these losses
has not been recorded as a fully deferred tax asset valuation allowance has been
provided due to the uncertainty regarding the realization of these losses.


NOTE 11 - SUBSEQUENT EVENTS
________________________________________________________________________________

On October 18, 2004, the Company closed a private placement totaling $100,000,
pursuant to Regulation S of the Securities Act of 1933, as amended, comprising
1,000,000 units at $0.10 per unit for gross proceeds of $100,000. Each unit
consists of one share of common stock and one warrant exercisable to purchase
one-half share of common stock. Two warrants are exercisable at a price of $0.20
to purchase one share of common stock for a period of two years through October
17, 2006.




                                       13
<PAGE>



SAVOY RESOURCES CORP.
________________________________________________________________________________
(formerly Savoy Capital Investments, Inc.)
(an exploration stage company)
NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
SEPTEMBER 30, 2004
________________________________________________________________________________
(unaudited)




NOTE 11 - SUBSEQUENT EVENTS - (cont'd)
________________________________________________________________________________

On November 12, 2004, the Company closed a private placement of 5,000,000 units
at $0.12 per unit for gross proceeds of $600,000, pursuant to Section 4(2) of
the Securities Act of 1933, as amended, and applicable securities laws and
regulations of the State of New York. Each unit consists of one share of common
stock, one series A warrant exercisable to purchase one share of common stock at
an exercise price of $0.20 per share through November 11, 2007, and one series B
warrant exercisable to purchase one-half share of common stock through November
11, 2008, of which two series B warrants are exercisable at an exercise price of
$0.40 to purchase one share of common stock. The Company paid a finder's fee of
5 % ($30,000) of the total purchase price in connection with the sale of the
units.












                                       14
<PAGE>>

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

General

     Until January 2004, when we acquired a 97% interest in Societe Siranna
S.A.R.L., a private Madagascar company, which owns two gemstone exploration
properties in northern Madagascar, together with full resource exploitation and
gemstone exportation permits, we were engaged in the residential and commercial
mortgage brokerage business. In January 2004, we entered into a joint venture
with three reporting companies traded on the Canadian TSX Venture Exchange for
the purpose of conducting gold and other mineral exploration and development in
China. In March 2004 and finalized in May 2004, we entered into a joint venture
agreement with the First Institute of Geology Exploration of Heilongjiang
Province (the "First Institute"), China. As a result of the Madagascar
acquisition and the aforementioned joint ventures, we continue to affect a
transition to a gold, gemstone and other mineral exploration and development
company. As of the date of this report, we are continuing to develop gold
exploration operations in Heilongjiang province, China, with the First Institute
and gemstone acquisition and marketing operations in Madagascar. To date, we
have realized no revenues and significant operating losses from these
activities. We expect to continue to realize significant operating losses in the
future and our continued operation and our prospects of advancing from the
development to the operational stage are dependent upon our ability to raise
sufficient capital to pay our administrative and operating expenses and fund
further exploration and development work. These factors raise substantial doubt
about our ability to continue as a going concern.

     The likelihood of our success will depend upon our ability:

     o To develop and expand our gemstone acquisition and marketing program in
Madagascar;

     o To raise additional capital from equity and/or debt financing to meet our
obligations described in this report;

     o To absorb the expenses and delays frequently encountered in the operation
of a new business; and

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

          We cannot be certain that:

     o We will establish commercial gemstone operations in Madagascar;

     o We will raise sufficient funding to make our required capital
contributions to the joint venture with the First Institute over the period of
two years from the date of its organization; or

     o Our joint venture with the First Institute will result in the production
of gold or other minerals on a commercial scale.


                                       15
<PAGE>

Plan of Operation

     Madagascar. We expect to realize initial revenues, commencing in 2005, from
our Madagascar gemstone exploration and marketing operations. We have committed
a first-round budget of $250,000 to establish gemstone production in Madagascar
and to develop the first phase of our marketing program. However, to date, we
have allocated only minimum funding for operations in Madagascar and, as a
result, the first phase of our marketing program remains in the development
stage. We do not expect our production activities in Madagascar to involve any
actual mining activities for the foreseeable future. This is because our
operations are in the development stage and the cost of purchasing good to high
quality gemstones directly from individual miners in Madagascar is comparable to
the cost of exploring for and mining them. Therefore, we will initially focus
our efforts on purchasing, marketing and exporting gemstones and, specifically,
sapphires. Our permits, which we obtained in conjunction with the purchase of
two gemstone properties in Madagascar, permit us to purchase from the native
Madagascar (Malagasy) miners and sell and export gemstones and other minerals in
addition to conducting exploration activities of our own. Our sapphire
exploration, acquisition and marketing program presently involves the purchase
of rough stones in the capital city of Antananarivo and the northern port city
of Diego Suarez and outlying areas in the mining districts for marketing and
export directly to factories in Thailand, China and Hong Kong. We expect to
realize a profit on the sale of rough sapphires in a range of approximately 20%
to 50%. We intend to expand our sapphire exploration, acquisition and marketing
program to include emeralds, rubies and semi-precious stones. Mr. Jean Bruno
Besy Andriamanolo, who is a geologist and a Malagasy citizen, manages our
Madagascar operations on a consulting basis. While we intend to retain
additional management and operations personnel as employees or consultants at
some time in the future, we have no immediate plans to do so.

     In February 2004, we established a corporate development program for our
Madagascar operations that includes the following:

          o Establishing offices, including the supporting infrastructure,
     first, in the northern port city of Diego Suarez and then in the capital
     city of Antananarivo.

          o Creating comprehensive security programs and systems;

          o Expanding our sapphire acquisition and marketing program;

          o Expanding our gemstone acquisition and marketing program to include
     rubies, emeralds, semi-precious gemstones and quartz crystal;

          o Retaining additional management and operations personnel; and

          o Identifying additional mineral prospects in other regions of
     Madagascar.

We have been successful in establishing an office in Diego Suarez, but we have
made no progress or limited progress toward the achievement of the other
above-listed objectives. Although we expect to start receiving minimal revenue
from our gemstone acquisition and marketing operations in Madagascar in 2005, we
do not know when the Madagascar operations will be profitable. We initially
anticipated that our Madagascar operations would be commercially viable such
that we would commence receiving revenue in the third quarter of 2004. The delay
is the result of the necessity to raise capital to fund our budget for
operations in Madagascar; to develop adequate security measures to protect
shipments; and to work with the Madagascar authorities to develop an efficient
export procedure.


                                       16
<PAGE>
     China. In March 2004 and finalized May 2004, Savoy entered into a long-term
joint venture agreement with the First Institute of Heilongjiang Province,
China, for the purpose of conducting gold and other mineral exploration,
evaluation and mining in Heilongjiang Province and other areas of mutual
interest in China. Before the joint venture can be organized, the government of
China is required to approve the agreement and issue a business license to the
joint venture. We have made a first payment of $300,000 to the First Institute
toward our interest in the Heilongjiang joint venture and we expect to receive
our full operating license in the near future. We are presently seeking to raise
additional funds in order to meet the schedule for our required capital
contributions to the joint venture totaling $3,500,000 over the two-year period
following the date of the joint venture's organization.

     We are continuing to review the Shandong joint venture announced in the
news release of June 8, 2004.

Cash Requirements

     We have made an initial payment of $300,000 to the First Institute, toward
our interest in the Heilongjiang joint venture. These funds are on deposit in a
bank account in Beijing, China, and are earmarked specifically to advance the
joint venture with the First Institute of Heilongjiang Province. Limited cash is
available for general operating expenses and we are approximately $182,000 in
debt. However, we expect to reduce our debt to approximately $15,000 as a result
of our successful completion on November 12, 2004, of a private placement of
securities from which we received net proceeds of $570,000. We anticipate that
we will need to raise at least $250,000 in capital in order to continue in
operation through December 31, 2004. In addition, over the twelve-month period
ending December 31, 2005, we anticipate that we will need to raise between
approximately $3,600,000 and approximately $4,600,000 in order to fund our gold
and mineral exploration and development operations in China and to meet our
existing operating requirements. Included in the aforementioned cash
requirements is our required contribution of $3,500,000 to the joint venture
under the terms of the agreement with the First Institute over a period of two
years from the date that the government of China issues a business license to
the venture. The schedule of capital contributions is as follows:

          o $1,000,000 within the first three months (inclusive of the initial
     payment of $300,000 and an additional $370,000 payment anticipated to be
     made from the proceeds received from the above-described private securities
     placement);

          o $500,000 during the period from the beginning of the fourth month
     through the end of the twelfth month; and

          o $2,000,000 during the period from the beginning of the thirteenth
     month through the end of the twenty-fourth month.

     We have received a verbal extension through November 30, 2004 to make the
initial cash contribution. Because of the uncertainty in our business plan, we
are unable to calculate with certainty the cost of our plan of operations over
the next twelve months.




                                       17
<PAGE>

Capital Resources

     We presently have limited capital resources. Since January 2004, we have
been funded with $905,000 received from the exercise of stock options to
purchase a total of 27,800,000 post-split shares of common stock; approximately
$40,000 in advances from former and current executive officers and/or directors
who themselves have also received cash advances of $52,644; and an aggregate of
$970,000 in net proceeds realized from three private securities placements.
Although we have received funding totaling approximately $1,915,000 to date, we
presently have inadequate funding with which to fully finance our China and
Madagascar operations and pay our operating expenses and it will be necessary to
raise additional funds in the next twelve months. Management believes that any
additional funds raised would be raised through the sale of our equity
securities and/or debt financing and/or additional cash advances from our
executive officers and directors. We are currently exploring all available such
financing alternatives, including, but not limited to, private and public
securities offerings. We received net proceeds of $300,000, $100,000 and
$570,000 from three private placements of securities consummated in August,
October and November 2004, respectively. We are seeking additional funding but,
other than the funding already noted, there are, at present, no arrangements or
commitments with respect to additional funding and we may not be able to obtain
such additional funding on acceptable terms, if at all. Even if we succeed in
obtaining the funding necessary to capitalize the proposed joint venture with
the First Institute in China and establish commercial gemstone acquisition and
marketing operations in Madagascar, this will not ensure that operations will be
profitable. Further, the full implementation of our business plan over the long
term is dependent upon our ability to raise a sizable amount of additional
capital from equity and/or debt financing and/or achieve profitable operations.


Purchase of Significant Equipment

     Over the next twelve months, we intend to acquire mining and exploration
equipment to be used in the exploration and development of gold properties
and/or other mineral prospects in Heilongjiang Province in northeastern China
and our gemstone properties in northern Madagascar. We have not yet established
a budget and we have no available funding for these proposed equipment purchases
as of the date of this report.

Item 3.    Controls and Procedures.

     Our President (the "Certifying Officer") is responsible for establishing
and maintaining disclosure controls and procedures for Savoy Resources. He has
concluded, based upon his evaluation of these controls and procedures as of a
date within 90 days of filing of this report, that our disclosure controls and
procedures are effective to ensure that information required to be disclosed by
us in this report is accumulated and communicated to our management, including
the Certifying Officer as appropriate, to allow timely decisions regarding
required disclosure. The Certifying Officer also has indicated that there were
no significant changes in our internal controls or other factors that could
significantly affect such controls subsequent to the date of their evaluation,
and there were no corrective actions with regard to significant deficiencies or
material weakness.


                                       18
<PAGE>
                          PART II -- OTHER INFORMATION

Item 1.  Legal Proceedings.

     As of the date of this report, we know of no legal proceedings to which we
are a party or to which any of our property is the subject, which are pending,
threatened or contemplated or any unsatisfied judgments against us.

Item 2. Changes in Securities.

     (a) No instruments defining the rights of stockholders of Savoy Resources'
common stock have been modified.

     (b) No rights evidenced by Savoy Resources' common stock have been limited
or qualified by the issuance or modification of any other class of securities.

     (c) On January 19, 2004, we completed the acquisition of 97% of the issued
and outstanding shares of Siranna pursuant to the Share Purchase Agreement dated
December 23, 2003, between Savoy Resources and Mr. Geoffrey Armstrong. Under the
terms of the Share Purchase Agreement, we issued 7,500,000 shares of our common
stock to Mr. Armstrong in the exchange. This share amount is prior to the
three-for-one forward stock split effective on March 26, 2004. Giving effect to
the stock split, Mr. Armstrong's share position was 22,500,000 shares,
representing approximately 34% of the issued and outstanding shares of our
common stock as of that date. Subsequently, on October 18, 2004, Mr. Armstrong
sold 21,000,000 of his 22,500,000 shares of common stock to Mr. Robert Slavik,
President, Chief Executive Officer and a director of Savoy. The 21,000,0000
shares of Savoy common stock purchased by Mr. Slavik constitute 36% of Savoy's
issued and outstanding shares of common stock as of the date of this report.
This private sale of shares resulted in a change of control of Savoy. Siranna
owns two gemstone exploration properties in northern Madagascar, together with
full resource exploitation and gemstone exportation permits.

     (d) Effective March 23, 2004, the Company completed a 3 for 1 forward stock
split increasing the number of shares of common stock then outstanding from
16,890,000 to 50,670,000. All references to shares of common stock issued and
outstanding, unless otherwise stated, have been amended as required to reflect
this forward stock split.

     Set forth below is information regarding unregistered securities that we
have sold since the close of the quarter ended on June 30, 2004. On August 16,
2004, we sold to KLM Consulting, for gross proceeds of $300,000 ($0.08 per
unit), 3,750,000 units, each unit consisting of one share of common stock and
one warrant exercisable to purchase one share of common stock at a price of
$0.20 for a period of two years through August 15, 2006. Additionally, on
October 18, 2004,we sold to Mr. Stephen Scott 1,000,000 units, each unit
consisting of one share of common stock and one warrant exercisable to purchase
one-half share of common stock at $0.10 per unit, for gross proceeds of
$100,000. Each two warrants are exercisable at a price of $0.20 to purchase one
share of common stock for a period of two years through October 17, 2006. The
sales of the units in the foregoing transactions were exempt from registration
under the Securities Act of 1933 in reliance upon Regulations S under the
Securities Act of 1933 as transactions by an issuer not involving any public
offering. In each transaction, the recipient of the shares is not, and at the
time of the acquisition of the units was not, a "U.S. person," as defined in
Regulation S under the Securities Act of 1933 and is not, and at the time of the
acquisition of the units was not, acquiring the units for the benefit of a "U.S.
person."


                                       19
<PAGE>
The recipient of the shares in each transaction is the sole beneficial owner of
the units issued to it or him, and the recipient has not pre-arranged any sale
with any purchaser or purchasers in the United States. In each transaction, the
recipient was outside the United States at the time of the purchase of the
units. Each person represented its or his intention not to offer for sale, sell
or otherwise transfer the shares unless in accordance with the provisions of
Regulation S under the Securities Act of 1933, pursuant to registration under
the Securities Act of 1933 or pursuant to an available exemption from
registration under the Securities Act of 1933, and appropriate legends were
affixed to the stock certificates issued in the transactions. The recipients had
an opportunity to ask questions about us and had adequate access to information
about us. No sales of shares of common stock involved the use of an underwriter
and no commissions were paid in connection with the issuance or sale of any
shares.

     On November 12, 2004, we sold 5,000,000 units to EIB Capital Corp., a New
York corporation, at a purchase price of $0.12 per unit for proceeds of $570,000
net of a finder's fee of $30,000. Each unit consists of one share of common
stock, one series A warrant exercisable to purchase one share of common stock at
an exercise price of $0.20 per share for a period of three years through
November 11, 2007, and one series B warrant exercisable to purchase one-half
share of common stock for a period of four years through November 11, 2008, of
which two series B warrants are exercisable at an exercise price of $0.40 to
purchase one share of common stock. The sale of the shares was exempt from
registration under the Securities Act of 1933 in reliance upon Section 4(2) of
the Securities Act of 1933 as a transaction by an issuer not involving any
public offering. The recipient of the shares represented its intention to
acquire the securities for investment only and not with a view to or for sale in
connection with any distribution of the shares, and an appropriate legend was
affixed to the stock certificate issued in the transaction. The recipient had an
opportunity to ask questions about Savoy and had adequate access to information
about Savoy.

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

     (e) There were no repurchases of common stock made by or on behalf of Savoy
Resources or any "affiliated purchaser," as defined in Rule 10b-18(a)(3), during
the quarter ended June 30, 2004, covered by this report.

Item 3. Defaults Upon Senior Securities.

     Savoy Resources' indebtedness as of the date of this report consists of
approximately $182,000 in accounts payable and accrued liabilities.

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

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

Item 5. Other Information.

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


                                       20
<PAGE>

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

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

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

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

   3.3    Articles of Amendment to the Articles of Incorporation of Savoy
          Capital Investments, Inc., filed on March 23, 2004. (Incorporated in
          this report by reference to Exhibit 3.2 to the Annual Report on Form
          10-KSB, File No. 000-32103, filed on April 26, 2004.)

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

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

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

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

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

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


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

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

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

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

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

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

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

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

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


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

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

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

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

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

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

   10.11  Contract Between The First Institute of Geology Exploration of
          Heilongjiang Province and Savoy Resources Limited Corporation dated
          March 2004. (Incorporated in this report by reference to Exhibit 10.11
          to the Annual Report on Form 10-KSB filed on April 26, 2004.)

   10.12  Letter Agreement for China Joint Venture among Savoy Resources Corp.
          , ATAC Resources Ltd., Cash Minerals Ltd., Strategic Metals Ltd. and
          Archer, Cathro & Associates (1981) Limited dated January 22, 2004.
          (Incorporated in this report by reference to Exhibit 10.12 to the
          Annual Report on Form 10-KSB filed on April 26, 2004.)

   10.13  Subscription Agreement between Savoy Resources Corp. and KLM
          Consulting dated August 16, 2004, with regard to the issuance of
          3,750,000 units, each unit consisting of 3,750,000 shares of common
          stock and one warrant exercisable to purchase one share of common
          stock at a price of $0.20 for a period of two years through August 15,
          2006, for $300,000 in cash.



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<PAGE>
   10.14  Stock Purchase Warrant, Number W-1, granted to KLM Consulting, dated
          August 16, 2004, exercisable to purchase one warrant exercisable to
          purchase 3,750,000 shares of common stock at a price of $0.20 for a
          period of two years through August 15, 2006.

   10.15  Subscription Agreement between Savoy Resources Corp. and Mr. Stephen
          Scott dated October 18, 2004, with regard to the issuance of 1,000,000
          units, each unit consisting of 1,000,000 shares of common stock and
          one warrant exercisable to purchase one-half share of common stock at
          a price of $0.20 for a period of two years through October 17, 2006,
          for $100,000 in cash.

   10.16  Stock Purchase Warrant, Number W-2, granted to Mr. Stephen Scott,
          dated October 18, 2004, exercisable to purchase 500,000 shares of
          common stock at a price of $0.20 for a period of two years through
          October 17, 2006.

   10.17  Subscription Agreement between Savoy Resources Corp. and EIB Capital
          Corp. dated November 12, 2004, with regard to the issuance of
          5,000,000 units, each unit consisting of one share of common stock,
          one series A warrant exercisable to purchase one share of common stock
          at an exercise price of $0.20 per share for a period of three years
          through November 11, 2007, and one series B warrant exercisable to
          purchase one-half share of common stock for a period of four years
          through November 11, 2008, of which two series B warrants are
          exercisable at an exercise price of $0.40 to purchase one share of
          common stock.

   10.18  Series A Stock Purchase Warrant, Number W-3, granted to EIB Capital
          Corp., dated November 12, 2004, exercisable to purchase 5,000,000
          shares of common stock at an exercise price of $0.20 per share for a
          period of three years through November 11, 2007.

   10.19  Series B Stock Purchase Warrant, Number W-4, granted to EIB Capital
          Corp., dated November 12, 2004, exercisable to purchase 2,500,000
          shares of common stock at a price of $0.40 for a period of four years
          through November 11, 2008.

   31.1   Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
          2002.

   32.1   Certification pursuant to Section 906 of the Sarbanes-Oxley Act of
          2002.

     (b)  Reports on Form 8-K.

     The reports on Form 8-K or 8-K/A described below were filed during the
quarter ended September 30, 2004, covered by this report. No financial
statements were filed as a part of any of these reports.

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

1.  Form 8-K filed July 19, 2004                                   Item 5
2.  Form 8-K filed July 27, 2004                                   Item 5
3.  Form 8-K filed August 17, 2004                                 Item 5





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                                   SIGNATURES

     The financial information furnished in this report has not been audited by
an independent accountant; however, in the opinion of management, all
adjustments (only consisting of normal recurring accruals) necessary for a fair
presentation of the results of operations for the quarter ended September 30,
2004, have been included.

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

                                             SAVOY RESOURCES CORP.



Date:  November 15, 2004                     By: /s/  Robert Slavik
                                                 ------------------------
                                                 Robert Slavik, President









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