UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





FORM
      10-Q





(Mark
      One)


x
            QUARTERLY
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE
                ACT OF 1934





For
      the
      quarter ended June 30, 2008





o
            TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE  ACT OF
                1934




For
      the
      transition period from _____ to _____





Commission
      File Number: 000-51197





STARGOLD
      MINES, INC.


(Exact
      name of issuer as specified in its charter)





Nevada
            
            98-0400208(State
                of incorporation)
            
            (IRS
                Employer ID Number)





260
      Madison Avenue


8 th Floor


New
      York, New York 10016


(Address
      of principal executive offices)





(646)
      216-2049


(Issuer's
      telephone number)


1840
      Gateway Drive


Suite
      200


San
      Mateo, California 94404


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





Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the past 12 months (or for such shorter period
      that the registrant was required to file such reports), and (2) has been subject
      to such filing requirements for the past 90 days.


YES x NO o





Indicate
      by check mark whether the registrant is a large accelerated filer, an
      accelerated filer, or a non-accelerated filer. See definition of “accelerated
      filer and large accelerated filer” in Rule 12b-2 of the Exchange
      Act.





Large
      Accelerated Filer o   Accelerated
      Filer o   Non-Accelerated
      Filer x





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


YES x NO o





APPLICABLE
      ONLY TO CORPORATE ISSUERS:





Indicate
      the number of shares outstanding of each of the issuer’s classes of common
      stock, as of the latest practicable date.


As
      of
      August 1, 2008 the issuer had 41,519,311 **** shares
      outstanding.










**TABLE
      OF CONTENTS**











PART
              IItem
                1. Financial Statements
            
            3Item
                2. Management’s Discussion and Analysis or Plan of
                Operation
            
            4Item
                4. Controls and Procedures
            
            8PART
                IIItem
                6. Exhibits
            
            8SIGNATURES
            
            9





2





**PART
      I**





**FINANCIAL
      INFORMATION**





**Item
      1. Financial Statements.**




3
 **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMERLY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
  CONDENSED
          CONSOLIDATED FINANCIAL STATEMENTS
  SIX
          MONTHS ENDED JUNE 30, 2008 AND 2007
  UNAUDITED
  **CONTENTS**
  Condensed
                    Consolidated Balance Sheets
                **1**Condensed
                    Consolidated Statements of Operation and Comprehensive
                    Loss
                **2
                    - 3**Condensed
                    Consolidated Statements of Cash Flows
                **4**Notes
                    to Condensed Consolidated Financial Statements
                **5
                    - 14**
  (The
            accompanying notes are an integral part of
 these
            condensed consolidated financial statements.)
  4
   **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMERLY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 Condensed
          Consolidated Balance Sheets
 June
          30,
          2008 and December 31, 2007
 Unaudited
 **June
                      30,**
                  
                  December
                      31,**2008**
                  
                  2007**ASSETS****Current**Cash
                  
                  **$**
                  **16,634**
                  
                  $
                  2,930Accounts
                      and other receivable
                  
                  
                  **31,000**
                  
                  
                  -Prepaid
                      and deposits
                  
                  
                  **1,054,485**
                  
                  
                  31,229**Total
                      Current Assets**
                  
                  
                  **1,102,119**
                  
                  
                  34,159**Loan****Receivable**
                  
                  
                  -
                  
                  
                  1,009,925**Total
                      Assets**
                  
                  **$**
                  **1,102,119**
                  
                  $
                  1,044,084**LIABILITIES****Current**Accounts
                      payable
                  
                  **$**
                  **570,419**
                  
                  $
                  80,626Accrued
                      liabilities
                  
                  
                  **65,675**
                  
                  
                  47,069Deposit
                      (note 6)
                  
                  
                  **55,000**
                  
                  
                  -Loans
                      payable (note 7)
                  
                  
                  **401,994**
                  
                  
                  155,042Advances
                      from related party (note 8)
                  
                  
                  **10,000**
                  
                  
                  -**Total
                      Current Liabilities**
                  
                  
                  **1,103,088**
                  
                  
                  282,737**Total
                      Liabilities**
                  
                  
                  **1,103,088**
                  
                  
                  282,737**STOCKHOLDERS'
                      EQUITY****Capital
                      Stock** (note 9)Authorized1,000,000,000
                      common stock,par
                      value $0.0001 per shareIssued
                      and outstanding56,219,311
                      common stock (2007 - 41,219,311)
                  
                  
                  **5,622**
                  
                  
                  4,122**Additional
                      Paid-in Capital**
                  
                  
                  **3,200,198**
                  
                  
                  1,551,698**Accumulated
                      Other Comprehensive Income (Loss)**
                  
                  
                  **111,499**
                  
                  
                  (209,075
                  )**Deficit
                      Accumulated During the Development Stage**
                  
                  
                  **(3,318,288**
                  **)**
                  
                  (585,398
                  )**Total
                      Stockholders' Equity**
                  
                  
                  **(969**
                  **)**
                  
                  761,347**Total
                      Liabilities and Stockholders' Equity**
                  
                  **$**
                  **1,102,119**
                  
                  $
                  1,044,084
  (The
              accompanying notes are an integral part of
 these
              condensed consolidated financial statements.)
 
 -1-
   **STARGOLD
            MINES, INC. AND SUBSIDIARY**
 **(FORMERLY
            SOCKEYE SEAFOOD GROUP INC.)**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 Condensed
            Consolidated Statements of Operation and Comprehensive Loss
 Three
            Months and Six Months Ended June 30, 2008 and 2007, and the Period from
            Date of
            Inception (May 21, 2003) through June 30, 2008
 Unaudited
  **Three**
                    
                    Three**Months**
                    
                    Months**Ended**
                    
                    Ended**June
                        30,**
                    
                    June
                        30,**2008**
                    
                    2007**Revenue**
                    
                    $
                    -
                    
                    $
                    -**Cost
                        of Sales**
                    
                    
                    **-**
                    
                    
                    -**Gross
                        Profit**
                    
                    
                    **-**
                    
                    
                    -**Expenses**Professional
                        fees
                    
                    
                    139,408
                    
                    
                    30,242Salary
                        and benefits
                    
                    
                    111,000
                    
                    
                    40,000Bad
                        debt
                    
                    
                    84,000
                    
                    
                    -Office
                        and general
                    
                    
                    32,807
                    
                    
                    9,048Consulting
                        fees
                    
                    
                    7,000
                    
                    
                    20,000**Total
                        Expenses**
                    
                    
                    374,215
                    
                    
                    99,290**Operating
                        Loss**
                    
                    
                    (374,215
                    )
                    
                    (99,290
                    )**Other
                        Income (Expense)**Interest
                    
                    
                    82,395
                    
                    
                    -Foreign
                        exchange gain
                    
                    
                    2,000
                    
                    
                    -Loss
                        on disposition of mineral rights (note 5)
                    
                    
                    (2,187,254
                    )
                    
                    -**Total
                        Other Income (Expense)**
                    
                    
                    (2,102,859
                    )
                    
                    -**Total
                        Loss Before Income Taxes**
                    
                    
                    (2,477,074
                    )
                    
                    (99,290
                    )Deferred
                        income taxes - expense (note 10)
                    
                    
                    (22,154
                    )
                    
                    -**Net
                        Loss**
                    
                    
                    (2,499,228
                    )
                    
                    (99,290
                    )Foreign
                        exchange adjustment
                    
                    
                    121,653
                    
                    
                    -**Comprehensive
                        Loss**
                    
                    **$**
                    (2,377,575
                    )
                    $
                    (99,290
                    )**Net
                        Loss per Share****Basic
                        and Diluted**
                    
                    **$**
                    (0.04
                    )
                    $
                    (0.00
                    )**Basic
                        and Diluted Weighted Average Number of Common Shares Outstanding
                        During
                        the Period**
                    
                    
                    56,219,311
                    
                    
                    76,756,552
  (The
            accompanying notes are an integral part of
 these
            condensed consolidated financial statements.)
   -2-
   **STARGOLD
            MINES, INC. AND SUBSIDIARY**
 **(FORMERLY
            SOCKEYE SEAFOOD GROUP INC.)**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 Condensed
            Consolidated Statements of Operation and Comprehensive Loss
            (cont'd)
 Three
            Months and Six Months Ended June 30, 2008 and 2007, and the Period from
            Date of
            Inception (May 21, 2003) through June 30, 2008
 Unaudited
  Periodfrom
                      Date of**Six**
                  
                  Six
                  
                  Inception**Months**
                  
                  Months
                  
                  (May
                      21, 2003)**Ended**
                  
                  Ended
                  
                  through**June
                      30,**
                  
                  June
                      30,
                  
                  June
                      30,**2008**
                  
                  2007
                  
                  2008**Revenue**
                  
                  **$**
                  **-**
                  
                  $
                  -
                  
                  $
                  68,739**Cost
                      of Sales**
                  
                  
                  **-**
                  
                  
                  -
                  
                  
                  60,508**Gross
                      Profit**
                  
                  
                  **-**
                  
                  
                  -
                  
                  
                  8,231**Expenses**Professional
                      fees
                  
                  
                  **245,880**
                  
                  
                  48,403
                  
                  
                  630,859Salary
                      and benefits
                  
                  
                  **143,462**
                  
                  
                  40,000
                  
                  
                  223,462Bad
                      debt
                  
                  
                  **84,000**
                  
                  
                  -
                  
                  
                  110,915Office
                      and general
                  
                  
                  **56,669**
                  
                  
                  14,149
                  
                  
                  144,304Consulting
                      fees
                  
                  
                  **7,000**
                  
                  
                  20,000
                  
                  
                  27,000**Total
                      Expenses**
                  
                  
                  **537,011**
                  
                  
                  122,552
                  
                  
                  1,136,540**Operating
                      Loss**
                  
                  
                  **(537,011**
                  **)**
                  
                  (122,552
                  )
                  
                  (1,128,309
                  )**Other
                      Income (Expense)**Interest
                  
                  
                  **(10,625**
                  **)**
                  
                  -
                  
                  
                  (10,625
                  )Foreign
                      exchange gain
                  
                  
                  **2,000**
                  
                  
                  -
                  
                  
                  2,000Loss
                      on disposition of mineral rights (note 5)
                  
                  
                  **(2,187,254**
                  **)**
                  
                  -
                  
                  
                  (2,187,254
                  )Debt
                      forgiveness
                  
                  
                  **-**
                  
                  
                  -
                  
                  
                  5,900**Total
                      Other Income (Expense)**
                  
                  
                  **(2,195,879**
                  **)**
                  
                  -
                  
                  
                  (2,189,979
                  )**Total
                      Loss Before Income Taxes**
                  
                  
                  **(2,732,890**
                  **)**
                  
                  -
                  
                  
                  (3,318,288
                  )Deferred
                      income taxes - expense (note 10)
                  
                  
                  **-**
                  
                  
                  -
                  
                  
                  -**Net
                      Loss**
                  
                  
                  **(2,732,890**
                  **)**
                  
                  (122,552
                  )
                  
                  (3,318,288
                  )Foreign
                      exchange adjustment
                  
                  
                  **111,499**
                  
                  
                  -
                  
                  
                  111,499**Comprehensive
                      Loss**
                  
                  **$**
                  **(2,621,391**
                  **)**
                  $
                  (122,552
                  )
                  $
                  (3,206,789
                  )**Net
                      Loss per Share****Basic
                      and Diluted**
                  
                  **$**
                  **(0.05**
                  **)**
                  $
                  (0.00
                  )**Basic
                      and Diluted Weighted Average Number of Common Shares Outstanding
                      During
                      the Period**
                  
                  
                  **49,838,096**
                  
                  
                  78,920,354
   (The
            accompanying notes are an integral part of
 these
            condensed consolidated financial statements.)
   -3-
   **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMERLY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 Condensed
          Consolidated Statements of Cash Flows
 Six
          Months Ended June 30, 2008 and 2007, and the Period from
 Date
          of
          Inception (May 21, 2003) through June 30, 2008
 Unaudited
 Periodfrom
                      Date of**Six**
                  
                  Six
                  
                  Inception**Months**
                  
                  Months
                  
                  (May
                      21, 2003)**Ended**
                  
                  Ended
                  
                  through**June
                      30,**
                  
                  June
                      30,
                  
                  June
                      30,**2008**
                  
                  2007
                  
                  2008**Cash
                      Flows from Operating Activities**Net
                      loss
                  
                  **$**
                  **(2,732,890**
                  **)**
                  $
                  (122,552
                  )
                  $
                  (3,318,288
                  )Adjustments
                      to reconcile non-cash item:Issuance
                      of common stock for services
                  
                  
                  **-**
                  
                  
                  -
                  
                  
                  2,500Bad
                      debt
                  
                  
                  **84,000**
                  
                  
                  -
                  
                  
                  84,000Loss
                      on disposition of mineral rights
                  
                  
                  **2,187,254**
                  
                  
                  -
                  
                  
                  2,187,254Changes
                      in working capital:Prepaid
                      and deposits
                  
                  
                  **23,744**
                  
                  
                  (70,437
                  )
                  
                  (7,485
                  )Accounts
                      payable
                  
                  
                  **213,337**
                  
                  
                  (682
                  )
                  
                  293,963Accrued
                      liabilities
                  
                  
                  **18,606**
                  
                  
                  -
                  
                  
                  65,675**Net
                      Cash Used in Operating Activities**
                  
                  
                  **(205,949**
                  **)**
                  
                  (193,671
                  )
                  
                  (692,381
                  )**Cash
                      Flows from Investing Activities**Loans
                      receivable
                  
                  
                  **(20,300**
                  **)**
                  
                  (100,000
                  )
                  
                  (1,239,300
                  )**Net
                      Cash Used in Investing Activities**
                  
                  
                  **(20,300**
                  **)**
                  
                  (100,000
                  )
                  
                  (1,239,300
                  )**Cash
                      Flows from Financing Activities**Issuance
                      of common stock and warrants for cash
                  
                  
                  **-**
                  
                  
                  510,820
                  
                  
                  1,553,320Advance
                      from related party
                  
                  
                  **-**
                  
                  
                  (240
                  )
                  
                  -Loans
                      payable
                  
                  
                  **239,953**
                  
                  
                  35,000
                  
                  
                  394,995**Net
                      Cash Provided by Financing Activities**
                  
                  
                  **239,953**
                  
                  
                  545,580
                  
                  
                  1,948,315**Net
                      Increase in Cash**
                  
                  
                  **13,704**
                  
                  
                  251,909
                  
                  
                  16,634**Cash
                      - Beginning of Period**
                  
                  
                  **2,930**
                  
                  
                  7,879
                  
                  
                  -**Cash
                      - End of Period**
                  
                  **$**
                  **16,634**
                  
                  $
                  259,788
                  
                  $
                  16,634**Supplemental
                    Disclosure of Cash Flow Informations (note 11)**
   (The
            accompanying notes are an integral part of
 these
            condensed consolidated financial statements.)
   -4-
 **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMELY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 Notes
          to
          Condensed Consolidated Financial Statements
 Six
          Months Ended June 30, 2008 and 2007
 Unaudited
   **1.**
                **Description
                    of Business and Going Concern**
  a)
                Description
                    of Business
  Stargold
          Mines, Inc., formerly Sockeye Seafood Group Inc., (Sockeye Seafood Group
          Inc.
          merged with its wholly-owned subsidiary Stargold Mines, Inc. on November
          23,
          2006 and changed its name to Stargold Mines, Inc.) was incorporated under
          the
          laws of the State of Nevada on May 21, 2003. Stargold Mines, Inc. was formed
          to
          engage in the business of procuring and marketing seafood products direct
          from
          Pacific Northwest First Nations organizations to North American and
          international wholesalers, distributors, and retailers.
  On
          November 30, 2006, Stargold Mines, Inc. entered into a Stock Purchase Agreement
          with UniverCompany Limited Liability Company, a Russian limited liability
          society (“UniverCompany”), and the shareholder of UniverCompany (collectively,
          the “Univer Agreement”). Pursuant to the Univer Agreement, Stargold Mines, Inc.
          agreed to purchase from the UniverCompany’s shareholder 100% of the issued and
          outstanding shares of common stock of UniverCompany in exchange for 41,000,000
          shares of Stargold Mines, Inc.'s common stock. In May 2007, the Univer
          Agreement
          was amended to provide that the consideration for the shares of UniverCompany
          would be 15,000,000 shares of Stargold Mines, Inc.'s common stock, rather
          than
          41,000,000 shares.
  On
          March
          18, 2008, Stargold Mines, Inc. was advised that, according to the laws
          of the
          Russian Federation, all requirements had been met for the acquisition of
          UniverCompany and as such was completed. As a result of the acquisition,
          UniverCompany has become a wholly-owned subsidiary of Stargold Mines, Inc.
          UniverCompany holds licenses to develop and extract natural resources of
          gold,
          copper, tin and lead located in the Siberian and Far Eastern Federal Districts
          of Russia
  Stargold
          Mines, Inc. and Subsidiary's (the "Company") operations have been limited
          to
          general administrative operations, purchasing a limited amount of sample
          inventory, minimal sales and establishing its website. The Company is considered
          a development stage company in accordance with Statement of Financial Accounting
          Standards ("SFAS") No. 7 "Accounting and Reporting by Development Stage
          Enterprises". The Company is currently working on acquiring licenses to
          develop
          and extract natural resources in the Siberian and Far Eastern Districts
          of
          Russia.
  b)
                Going
                    Concern
  The
          accompanying unaudited condensed consolidated financial statements have
          been
          prepared in accordance with accounting principles generally accepted in
          the
          United States of America with the assumption that the Company will be able
          to
          realize its assets and liabilities in the normal course of business. The
          Company
          has experienced recurring losses since inception and has negative cash
          flows
          from operations that raise substantial doubt as to its ability to continue
          as a
          going concern. For the six months ended June 30, 2008 and 2007, the Company
          experienced net losses of $2,732,890 and $122,552, respectively, and has
          a
          deficit accumulated during the development stage of $3,318,288 at June
          30,
          2008.
 -5-
 **STARGOLD
            MINES, INC. AND SUBSIDIARY**
 **(FORMELY
            SOCKEYE SEAFOOD GROUP INC.)**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 Notes
            to
            Condensed Consolidated Financial Statements
 Six
            Months Ended June 30, 2008 and 2007
 Unaudited
 **1.**
                **Description
                    of Business and Going Concern**(cont'd)
  b)
                Going
                    Concern (cont'd)
  The
          Company's ability to continue as a going concern is contingent upon its
          ability
          to secure additional financing and attaining profitable operations.
  Management
          is pursuing various sources of equity financing. Although the Company plans
          to
          pursue additional financing, there can be no assurance that the Company
          will be
          able to secure financing when needed or obtain such on terms satisfactory
          to the
          Company, if at all.
  The
          accompanying unaudited condensed consolidated financial statements do not
          include any adjustments to reflect the possible future effects on the
          recoverability and classification of assets or the amounts and classification
          of
          liabilities that may result from the inability of the Company to continue
          as a
          going concern.
  **2.**
                **Summary
                    of Significant Accounting
                    Policies**
  a)
                Basis
                    of Presentation
  The
          unaudited condensed consolidated financial statements presented herein
          have been
          prepared by the Company in accordance with U.S. generally accepted accounting
          principles for interim financial statements and in accordance with the
          instructions to Form 10-Q. Accordingly, they do not include all information
          and
          notes required by U.S. generally accepted accounting principles for complete
          financial statements. The unaudited condensed consolidated financial statements
          reflect all adjustments, consisting of normal recurring adjustments and
          accruals
          which, in the opinion of management, are considered necessary for a fair
          presentation of the Company's consolidated financial position, results
          of
          operations and cash flows for the interim periods presented.
  Results
          of operations for the interim periods are not necessarily indicative of
          results
          of operations for future interim periods or for the full fiscal year ending
          December 31, 2008. The accompanying unaudited condensed consolidated financial
          statements should be read in conjunction with the audited financial statements
          of the Company for the fiscal year ended December 31, 2007.
  b)
                Principles
                    of Consolidation
  The
          unaudited condensed consolidated financial statements include the accounts
          of
          the Company and its wholly-owned subsidiary, UniverCompany. All significant
          inter-company balances and transactions have been eliminated on
          consolidation.
 -6-
 **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMELY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 Notes
          to
          Condensed Consolidated Financial Statements
 Six
          Months Ended June 30, 2008 and 2007
 Unaudited
   **2.**
                **Summary
                    of Significant Accounting Policies**(cont'd)
  c)
                Mineral
                    Rights
  The
          Company records its interest in mineral rights at cost. Accordingly, all
          costs
          associated with acquisition, exploration and development of mineral reserves,
          including directly related overhead costs, are capitalized and are subject
          to
          ceiling tests to ensure the carrying value does not exceed fair
          value.
  All
          capitalized costs of mineral properties subject to amortization and the
          estimated future costs to develop proven reserves are amortized using the
          unit-of-production method using estimates of proven reserves. Investments
          in
          unproved properties and major exploration and development projects are
          not
          amortized until proved reserves associated with the projects can be determined
          or until impairment occurs. If the results of an assessment indicate that
          the
          properties are impaired, the capitalized cost of the property will be added
          to
          the costs to be amortized. The Company presently has no proven reserves.
          Where
          estimates of future net cash flows are not available and where other conditions
          suggest impairment, management assesses if the carrying values can be recovered.
          If the carrying values exceed estimated recoverable values, then the costs
          are
          written-down to fair value with the write-down expensed in the
          period.
  d)
                Foreign
                    Currency Translation
  The
          Company accounts for foreign currency translation pursuant to SFAS No.
          52,
          "Foreign Currency Translation". The Company's functional currency is United
          States dollars (''USD''). The currency used in foreign operations is the
          Russian
          ruble. All assets and liabilities are translated into United States dollars
          using the current exchange rate at period end. Revenues and expenses are
          translated using the average exchange rate prevailing throughout the period.
          Translation adjustments are included in comprehensive income for the
          period.
  e)
                Environmental
                    Liabilities
  Liabilities
          for environmental remediation are recorded when it is probable that obligations
          have been incurred and the amounts can be reasonably estimated.
  f)
                Pension
                    and Post-employment Benefits
  The
          Company's mandatory contributions to the governmental pension plan are
          expensed
          when incurred. Discretionary pensions and other post-employment benefits
          are not
          material.
 
 -7-
 **STARGOLD
            MINES, INC. AND SUBSIDIARY**
 **(FORMELY
            SOCKEYE SEAFOOD GROUP INC.)**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 Notes
            to
            Condensed Consolidated Financial Statements
 Six
            Months Ended June 30, 2008 and 2007
 Unaudited
 **2.**
                **Summary
                    of Significant Accounting Policies**(cont'd)
  g)
                Recent
                    Accounting Pronouncements
  In
          April
          2008, Financial Accounting Standards Board ("FASB") issued FASB Staff Position
          (“FSP”) on SFAS 142-3, "Determination of the Useful Life of Intangible Assets"
          ("FSP SFAS 142-3"). FSP SFAS 142-3 amends the factors that should be considered
          in developing renewal or extension assumptions used to determine the useful
          life
          of a recognized intangible asset under SFAS No. 142, "Goodwill and Other
          Intangible Assets" ("SFAS 142"). The intent of this FSP is to improve the
          consistency between the useful life of a recognized intangible asset under
          SFAS
          142 and the period of expected cash flows used to measure the fair value
          of the
          asset under FASB Statement No. 141 (revised 2007), “Business Combinations”, and
          other U.S. generally accepted accounting principles (“GAAP”). FSP SFAS 142-3 is
          effective for financial statements issued for fiscal years beginning after
          December 15, 2008, and interim periods within those fiscal years. The
          requirement for determining useful lives must be applied prospectively
          to
          intangible assets acquired after the effective date and the disclosure
          requirements must be applied prospectively to all intangible assets recognized
          as of, and subsequent to, the effective date. Early adoption is prohibited.
          The
          Company is currently reviewing the effect, if any, the proposed guidance
          will
          have on its consolidated financial statements.
  In
          May
          2008, FASB issued FSP Accounting Principles Board ("APB") 14-1 "Accounting
          for
          Convertible Debt Instruments That May Be Settled in Cash upon Conversion
          (Including Partial Cash Settlement)" ("FSP APB 14-1"). FSP APB 14-1 clarifies
          that convertible debt instruments that may be settled in cash upon conversion
          (including partial cash settlement) are not addressed by paragraph 12 of
          APB
          Opinion No. 14, "Accounting for Convertible Debt and Debt Issued with Stock
          Purchase Warrants." Additionally, FSP APB 14-1 specifies that issuers of
          such
          instruments should separately account for the liability and equity components
          in
          a manner that will reflect the entity’s nonconvertible debt borrowing rate when
          interest cost is recognized in subsequent periods. FSP APB 14-1 is effective
          for
          financial statements issued for fiscal years beginning after December 15,
          2008,
          and interim periods within those fiscal years. Early adoption is not permitted.
          The Company is currently reviewing the effect, if any, the proposed guidance
          will have on its consolidated financial statements.
  In
          May
          2008, FASB issued SFAS No. 162, "The Hierarchy of Generally Accepted Accounting
          Principles" ("SFAS 162"). SFAS 162 identifies the sources of accounting
          principles and the framework for selecting the principles used in the
          preparation of financial statements of nongovernmental entities that are
          presented in conformity with generally accepted accounting principles (“GAAP”)
          in the United States (the GAAP hierarchy). SFAS 162 is effective 60 days
          following the SEC’s approval of the Public Company Accounting Oversight Board
          amendments to AU Section 411, "The Meaning of Present Fairly in Conformity
          With
          Generally Accepted Accounting Principles". The Company is currently reviewing
          the effect, if any, the proposed guidance will have on its consolidated
          financial statements.
 
 -8-
 **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMELY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 Notes
          to
          Condensed Consolidated Financial Statements
 Six
          Months Ended June 30, 2008 and 2007
 Unaudited
   **2.**
                **Summary
                    of Significant Accounting Policies**(cont'd)
  g)
                Recent
                    Accounting Pronouncements (cont'd)
  In
          April
          2008, Financial Accounting Standards
  In
          June
          2008, FASB issued FSP EITF Issue 03-6-1, “Determining Whether Instruments
          Granted in Share-Based Payment Transactions Are Participating Securities” (“FSP
          EITF 03-6-1”). FSP EITF 03-6-1 addresses whether instruments granted in
          share-based payment transactions are participating securities prior to
          vesting
          and, therefore, need to be included in the earnings allocation in computing
          earnings per share under the two-class method described in paragraphs 60
          and 61
          of SFAS No. 128, “Earnings per Share”. FSP EITF 03-6-1 is effective for
          financial statements issued for fiscal years beginning after December 15,
          2008,
          and interim periods within those years. The Company is currently reviewing
          the
          effect, if any, the proposed guidance will have on its consolidated financial
          statements.
  **3.**
                **Financial
                    Instruments**
  Unless
          otherwise noted, it is management's opinion that the Company is not exposed
          to
          significant interest, currency or credit risks arising from the financial
          instruments. The fair value of the financial instruments approximates their
          carrying values, unless otherwise noted.
  Currency
          Risk
  While
          the
          reporting currency is the USD, approximately 8% of the Company's consolidated
          costs and expenses for the period ended June 30, 2008 (June 30, 2007 -
          0%) are
          denominated in Russian ruble. As of June 30, 2008, approximately 98% of
          the
          Company's assets and 43% of the Company's liabilities are denominated in
          Russian
          ruble. The Company is exposed to foreign exchange risk as the result of
          operations and may be affected by fluctuations in the exchange rate between
          the
          USD and Russian ruble.
  The
          Company has not entered into any hedging transactions in an effort to reduce
          the
          exposure to currency risk.
 -9-
 **STARGOLD
            MINES, INC. AND SUBSIDIARY**
 **(FORMELY
            SOCKEYE SEAFOOD GROUP INC.)**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 Notes
            to
            Condensed Consolidated Financial Statements
 Six
            Months Ended June 30, 2008 and 2007
 Unaudited
 **4.**
                **Fair
                    Value Measurements**
  Effective
          January 1, 2008, the Company adopted SFAS 157, except as it applies to
          the
          nonfinancial assets and nonfinancial liabilities subject to FSP SFAS 157-2.
          SFAS
          157 clarifies that fair value is an exit price, representing the amount
          that
          would be received to sell an asset or paid to transfer a liability in an
          orderly
          transaction between market participants. As such, fair value is a market-based
          measurement that should be determined based on assumptions that market
          participants would use in pricing an asset or a liability. As a basis for
          considering such assumptions, SFAS 157 establishes a three-tier value hierarchy,
          which prioritizes the inputs used in the valuation methodologies in measuring
          fair value:
  **Level
                    1**
                -
                Observable
                    inputs that reflect quoted prices (unadjusted) for identical
                    assets or
                    liabilities in active markets.
  **Level
                    2**
                -
                Include
                    other inputs that are directly or indirectly observable in the
                    marketplace.
  **Level
                    3**
                -
                Unobservable
                    inputs which are supported by little or no market
                    activity.
  The
          fair
          value hierarchy also requires an entity to maximize the use of observable
          inputs
          and minimize the use of unobservable inputs when measuring fair
          value.
  Cash
          (level 1), and accounts and other receivable, loans receivable, accounts
          payable
          and accrued liabilities, loans payable and advances from related party
          (level 2)
          are reflected in the condensed consolidated balance sheet at carrying value,
          which approximates fair value due to the short-term nature of these
          instruments.
 -10-
 **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMELY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 Notes
          to
          Condensed Consolidated Financial Statements
 Six
          Months Ended June 30, 2008 and 2007
 Unaudited
   **5.**
                **Loss
                    on Disposition of Mineral
                    Rights**
  Pursuant
          to a Purchase and Sale Agreement No. Yuv/ZGP, dated November 5, 2006, as
          amended
          on December 1, 2006 (collectively “the Nerchinskiye Agreement”), the Company
          obtained the rights to extract metals from two consignments of tailings,
          aggregating 254,906 tons, from the Nerchinskiye Rudniki mining dump (the
          “Nerchinkiye Dump”) from Mining Corporation Zabaikalgeoprom Limited Liability
          Company, a Russian entity (the “Seller”).
  The
          Nerchinkiye Agreement provided that 133,271 tons of tailings from the
          Nerchinkiye Dump were to be delivered on or before December 31, 2006 (the
“First
          Consignment”). In exchange, the Company would pay the Seller two payments of
          $426,000 (10,000,000 rubles ), the first on or before December 31, 2007,
          that
          has not been paid to date, and the second on December 31, 2008. The balance
          of
          $28,658,332 (672,729,331 rubles) for the First Consignment would be paid
          in
          equal monthly installments between 2009 and 2012. The above referenced
          payments
          commence, if, and when, minerals are successfully extracted. If the Company
          is
          unable to implement, develop, or acquire an extraction method and begin
          extracting metals from the Nerchinkiye Dump, it is entitled to cancel the
          Nerchinkiye Agreement. Although the Company was deemed to be the owner
          of the
          Nerchinkiye Dump, if UniverCompany begins extraction of the Nerchinkiye
          Dump and
          does not make the payments described above, the Seller may terminate the
          Nerchinkiye Agreement and claim the property back from the Company.
  The
          Nerchinkiye Agreement provided for the transfer of the balance of an additional
          121,635 tons of tailings (the “Second Consignment”). The Second Consignment is
          to be delivered to the Company, provided the Company requests this consignment
          by December 30, 2008, however, the Company is under no obligation to do
          so. If
          the Company requests the Second Consignment, $26,934,731 (632,270,669 rubles)
          must be paid in equal monthly installments between 2009 and 2012.
  Pursuant
          to an agreement dated June 2, 2008, between the Company and the Seller,
          the
          Company returned to the Seller the Nerchinkiye Dump due to the absence
          of
          financial resources and technological facilities to extract precious and
          rare-earth metals from this property. As a result, the Company realized
          a loss
          on disposition of the mineral rights in the amount of $2,187,254 for the
          six
          months ended June 30, 2008 (six months ended June 30, 2007 - $nil)
          .
  **6.**
                **Deposit**
  Pursuant
          to the purchase agreement between the Company and Solvay Industries, Solvay
          Industries paid the Company $55,000 for the transfer of 50% ownership of
          Priisk
          Zhaima to Solvay Industries when the Company acquires Priisk Zhaima. As
          of June
          30, 2008, the Company has not acquired any shares of Priisk Zhaima and
          is
          obligated to return the amount advanced by Solvay Industries if the acquisition
          does not take place.
 -11-
 **STARGOLD
            MINES, INC. AND SUBSIDIARY**
 **(FORMELY
            SOCKEYE SEAFOOD GROUP INC.)**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 Notes
            to
            Condensed Consolidated Financial Statements
 Six
            Months Ended June 30, 2008 and 2007
 Unaudited
 **7.**
                **Loans
                    Payable**
  The
          loan
          payable to Bluewater Partners, in the amount of $324,994, bears interest
          at the
          Federal Reserve's prime plus 1% per annum, is unsecured and has no specified
          terms of repayment.
  The
          loan
          payable to Quesir Group, in the amount of $69,000, bears interest at the
          Federal
          Reserve's prime plus 1% per annum, is unsecured and has no specified terms
          of
          repayment.
  The
          loan
          payable to Almazineteh - Consulting Limited Liability Company, in the amount
          of
          $8,000, bears interest at the 11% per annum, is unsecured and was due on
          April
          5, 2007. Pursuant to an oral amended agreement, the loan is due on July
          1,
          2008.
  **8.**
                **Advances
                    from Related Party**
  These
          advances from a director, bear interest at 15% per annum, are unsecured,
          and are
          due on July 1, 2008.
  **9.**
                **Capital
                    Stock**
  In
          March
          2008, the Company issued 15,000,000 shares valued at $1,650,000 for the
          acquisition of all of the issued and outstanding shares of UniverCompany
          pursuant to the terms of a purchase agreement between the Company and the
          shareholder of UniverCompany, dated November 30, 2006 and amended in May
          2007,
          as described in note 1(a).
  **10.**
                **Income
                    Taxes**
  The
          Company accounts for income taxes pursuant to SFAS No. 109. This standard
          prescribes the use of the liability method whereby deferred tax asset and
          liability account balances are determined based on differences between
          financial
          reporting and tax bases of assets and liabilities and are measured using
          the
          enacted tax rates. The effects of future changes in tax laws or rates are
          not
          anticipated.
  Under
          SFAS No. 109 income taxes are recognized for the following: a) amount of
          tax
          payable for the current period, and b) deferred tax liabilities and assets
          for
          future tax consequences of events that have been recognized differently
          in the
          financial statements than for tax purposes.
  The
          current provision for income taxes has been computed as follows:
 Expected
                      income tax recovery at the effective statutory rate - 28%
                  
                  **$**
                  **(968,063**
                  **)**Valuation
                      allowance
                  
                  
                  **968,063**Current
                      provision for income taxes
                  
                  **$**
                  **-**
  -12-
 **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMELY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 Notes
          to
          Condensed Consolidated Financial Statements
 Six
          Months Ended June 30, 2008 and 2007
 Unaudited
  **10.**
                **Income
                    Taxes**(cont'd)
  The
          Company has no deferred income tax assets or liabilities at June 30, 2008
          and
          December 31, 2007.
  The
          Company has tax losses available to be applied against future years' income.
          Due
          to the losses incurred in the current period and expected future operating
          results, management determined that it is more likely than not that the
          deferred
          tax asset resulting from the tax losses available for carryforward will
          not be
          realized through the reduction of future income tax payments, accordingly
          a
          valuation allowance has been recorded for the current income taxes and
          deferred
          income tax assets.
  As
          of
          June 30, 2008, the Company had $3,234,288 of Federal and state net operating
          loss carryforwards available to offset future taxable income. The Company
          has
          the following losses which expire in 20 years from the date the loss was
          incurred.
 2023
                  
                  $
                  1,7282024
                  
                  
                  4,5132025
                  
                  
                  5,6762026
                  
                  
                  50,7262027
                  
                  
                  522,7552028
                  
                  
                  2,648,890$
                  3,234,288
   **11.**
                  **Supplemental
                      Disclosure of Cash Flow
                      Information**
  Period
                      fromDate
                      ofInception**Six
                      Months**
                  
                  Six
                      Months
                  
                  (May
                      21, 2003)**Ended**
                  
                  Ended
                  
                  Through**June
                      30,**
                  
                  June
                      30,
                  
                  June
                      30,**2008**
                  
                  2007
                  
                  2008Non-cash
                      investing activities is as follows:Issuance
                      of common stock for acquisition of UniverCompany (note 9)
                  
                  **$**
                  **1,650,000**
                  
                  $
                  -
                  
                  $
                  1,650,000Interest
                      and income taxes paid during the period:Interest
                  
                  **$**
                  **-**
                  
                  $
                  -
                  
                  $
                  -Income
                      taxes
                  
                  **$**
                  **-**
                  
                  $
                  -
                  
                  $
                  -
    -13-
 **STARGOLD
          MINES, INC. AND SUBSIDIARY**
 **(FORMELY
          SOCKEYE SEAFOOD GROUP INC.)**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 Notes
          to
          Condensed Consolidated Financial Statements
 Six
          Months Ended June 30, 2008 and 2007
 Unaudited
  **12.**
                  **Subsequent
                      Events**
  Capital
            Stock
  In
            April
            2008, the directors of the Company were awarded a total of 300,000 common
            shares
            valued at $36,000, in recognition of their services to the Company. These
            shares
            were issued on July 29, 2008.
  Loans
            Payable
  The
            loan
            payable to Almazineteh - Consulting Limited Liability Company, in the
            amount of
            $8,000, as described in note 7, was not paid on the due date. The Company
            is in
            the process of negotiating an extension.
  Advances
            from Related Party
  The
            advances from a director, in the amount of $10,000, as described in note
            8, were
            not paid on the due date. The Company is in the process of negotiating
            an
            extension.
  -14-
  **Item
      2.**  **Management’s
      Discussion and Analysis or Plan of Operations.**





As
      used
      in this Form 10-Q, references to the "Company," "we," “our” or "us" refer to
      Stargold Mines, Inc., unless the context otherwise indicates.





**Forward-Looking
      Statements**




The
      following discussion should be read in conjunction with our financial
      statements, which are included elsewhere in this Form 10-Q (the “Report”). This
      Report contains forward-looking statements which relate to future events or
      our
      future financial performance. In some cases, you can identify forward-looking
      statements by terminology such as “may”, “should”, “expects”, “plans”,
“anticipates”, “believes”, “estimates”, “predicts”, “potential” or “continue” or
      the negative of these terms or other comparable terminology. These statements
      are only predictions and involve known and unknown risks, uncertainties, and
      other factors that may cause our or our industry’s actual results, levels of
      activity, performance or achievements to be materially different from any future
      results, levels of activity, performance or achievements expressed or implied
      by
      these forward-looking statements.





While
      these forward-looking statements, and any assumptions upon which they are based,
      are made in good faith and reflect our current judgment regarding the direction
      of our business, actual results will almost always vary, sometimes materially,
      from any estimates, predictions, projections, assumptions or other future
      performance suggested herein. Except as required by applicable law, including
      the securities laws of the United States, we do not intend to update any of
      the
      forward-looking statements to conform these statements to actual
      results.





**Overview**





We
      were
      incorporated under the laws of the State of Nevada on May 21, 2003 under the
      name Sockeye Seafood Group, Inc. On November 13, 2006, we entered into a Plan
      and Agreement of Merger with our wholly-owned subsidiary, Stargold Mines, Inc.,
      a Nevada corporation (the "Subsidiary"). The Subsidiary had no assets or
      liabilities and no previous operating history; it was formed by us on November
      8, 2006 for the sole purpose of entering into the merger.





The
      merger was consummated on November 23, 2006. Pursuant to the Articles of Merger,
      we also changed our name from "Sockeye Seafood Group, Inc." to "Stargold Mines,
      Inc."





Effective
      as of November 23, 2006, we implemented a one for forty (1:40) forward stock
      split and increased our authorized shares of common stock on a corresponding
      basis. The number of shares of our common stock increased on a one for forty
      (1:40) basis, from 25,000,000 shares, par value $0.001, to 1,000,000,000 shares,
      par value $0.0001.





As
      disclosed in the Company's Current Report on Form 8-K filed with the Securities
      and Exchange Commission (the "SEC") on December 5, 2006, on November 30, 2006,
      the Company entered into a Stock Purchase Agreement with UniverCompany Limited
      Liability Company, a Russian limited liability society ("UniverCompany"), and
      the shareholder of UniverCompany, Evgeny Belchenko (the "UniverCompany
      Shareholder"), (collectively, the "Univer Agreement"). Pursuant to the Univer
      Agreement, the Company agreed to purchase from the UniverCompany Shareholder
      100% of the issued and outstanding shares of common stock of UniverCompany
      in
      exchange for 41,000,000 shares of the Company's common stock. On May 15, 2007,
      the Univer Agreement was amended to reduce the consideration to 15,000,000
      shares of the Company's common stock.





In
      November 2007, the Company completed its acquisition of UniverCompany and
      acquired 100% of the issued and outstanding shares of common stock of
      UniverCompany in accordance with the Univer Agreement, as amended. UniverCompany
      is now wholly-owned by the Company.





5





**Proposed
      Business**




Under
      an
      agreement dated December 2006, UniverCompany owns approximately 17% of a
“Karalon” deposit and had the option to acquire an additional 63% of the Karalon
      deposit in return for a payment of $2.8 million USD. However, the Company has
      been unable to make the required payments under our agreement with Karalon.
      Although we have defaulted on those payments, the remaining owners have advised
      that they have secured a new purchaser and if the transaction is concluded
      successfully, we will receive our pro rata share of the then purchase
      price.





In
      December 2006 we received $1,000,000 gross proceeds from the sale of 1,000,000
      units to Hampton Park Capital LLC. Each unit consisted of one share of common
      stock and one share purchase warrant, exercisable for one share of common stock
      at an exercise price of US$2.50 for two years from the date of issuance. The
      $1,000,000 raised by us was lent to UniverCompany on an unsecured basis, with
      no
      specific terms for repayment.





In
      May
      2007, the Company received gross proceeds of an aggregate of $500,000 from
      the
      sale of 111,111 units of the Company's securities. Each unit consisted of one
      share of common stock and one half Class A Warrant. Each Class A Warrant is
      exercisable for one share of common stock at an exercise price of $7.00 for
      two
      years from the date of issuance. The units were sold pursuant to Section 4(2)
      of
      the Securities Act of 1933.





In
      June
      2007, the Company cancelled 40,000,000 shares of its commons stock which had
      previously been issued to former directors.





As
      of the
      date of this Report, neither the Company nor UniverCompany has had any revenues
      for the current fiscal year ended December 31, 2007 (“2007 Fiscal Year”) and
      through the quarter ended June 30, 2008 (“2 nd Quarter
      2008”). As we have disposed of principal asset, we are
      uncertain as to our future business plans.







6




**Financial
      Condition, Liquidity and Capital Resources**








We
      have
      generated only nominal operating revenues from operations from our inception.
      The comparison of current period operating results with those of prior periods
      is not meaningful.




From
      our
      inception through June 30, 2008, we have generated only nominal revenues and
      have incurred cumulative losses of $3,318,288 .




As
      of
      June 30, 2008, we had $16,634 in
      cash.
      We incurred a net loss of $2,499,228 for
      the
      period April 1, 2008  to June 30, 2008. In
      2006,
      the Company obtained the rights to extract metals from two consignments of
      tailings, from the Nerchinskiye Rudniki mining dump (the “Nerchinkiye Dump”)
      from Mining Corporation Zabaikalgeoprom Limited Liability Company, a Russian
      entity (the “Seller”).In June 2008, the Company
      returned to the Seller the Nerchinkiye Dump due to the absence of financial
      resources and technological facilities to extract precious and rare-earth metals
      from this property. As a result, the Company realized a loss on disposition
      of
      the mineral rights in the amount of $2,187,254 for the six months ended June
      30,
      2008 (six months ended June 30, 2007 - $nil).




Going
      Concern Consideration


The
        accompanying unaudited condensed consolidated financial statements have been
        prepared in accordance with accounting principles generally accepted in the
        United States of America with the assumption that the Company will be able
        to
        realize its assets and liabilities in the normal course of business. The
        Company
        has experienced recurring losses since inception and has negative cash flows
        from operations that raise substantial doubt as to its ability to continue
        as a
        going concern. For the six months ended June 30, 2008 and 2007, the Company
        experienced net losses of $2,732,890 and $122,552, respectively, and has
        a
        deficit accumulated during the development stage of $3,318,288 at June 30,
        2008.
  The
          Company's ability to continue as a going concern is contingent upon its
          ability
          to secure additional financing and attaining profitable operations.
  Management
          is pursuing various sources of equity financing. Although the Company plans
          to
          pursue additional financing, there can be no assurance that the Company
          will be
          able to secure financing when needed or obtain such on terms satisfactory
          to the
          Company, if at all.
  The
          accompanying unaudited condensed consolidated financial statements do not
          include any adjustments to reflect the possible future effects on the
          recoverability and classification of assets or the amounts and classification
          of
          liabilities that may result from the inability of the Company to continue
          as a
          going concern.




7




Proposed
      Business Operations




The
      commencement of our business is dependent upon obtaining further financing
      and
      achieving a profitable level of operations. The issuance of additional equity
      securities by us could result in a significant dilution in the equity interests
      of our current or future stockholders. Obtaining commercial loans, assuming
      those loans would be available, will increase our liabilities and future cash
      commitments.




There
      are
      no assurances that we will be able to either (1) commence operations; (2)
      achieve a level of revenues adequate to generate sufficient cash flow from
      operations; or (3) obtain additional financing through either private
      placements, public offerings and/or bank financing necessary to support our
      working capital requirements. To the extent that funds generated from operations
      and any private placements, public offerings and/or bank financing are
      insufficient, we will have to raise additional working capital. No assurance
      can
      be given that additional financing will be available, or if available, will
      be
      on terms acceptable to us. If adequate working capital is not available we
      may
      not increase our operations.





These
      conditions raise substantial doubt about our ability to continue as a going
      concern. The financial statements do not include any adjustments relating to
      the
      recoverability and classification of asset carrying amounts or the amount and
      classification of liabilities that might be necessary should we be unable to
      commence our business plan.




Critical
      Accounting Policies





Our
      financial statements and accompanying notes are prepared in accordance with
      generally accepted accounting principles in the United States (“US GAAP”).
      Preparing financial statements requires management to make estimates and
      assumptions that affect the reported amounts of assets, liabilities, revenue,
      and expenses. These estimates and assumptions are affected by management’s
      application of accounting policies. We believe that understanding the basis
      and
      nature of the estimates and assumptions involved with the following aspects
      of
      our financial statements is critical to an understanding of our
      financials.





Use
      of
      Estimates





The
      preparation of financial statements in conformity with US GAAP 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
      reporting period. Actual results could differ from those estimates.





Cash
      and Cash Equivalents





We
      consider all highly liquid instruments with maturity of three months or less
      at
      the time of issuance to be cash equivalents.




8




Financial
      Instruments





The
      fair
      values of accounts payable, accrued liabilities and amounts due to a related
      party were estimated to approximate their carrying values due to the immediate
      or short-term maturity of these financial instruments.





Off
      Balance Sheet Arrangements





We
      have
      no off-balance sheet arrangements or contractual or commercial
      commitments.





**Item
      4. Controls and Procedures.**





Evaluation
      of Disclosure Controls and Procedures





Our
      disclosure controls and procedures are designed to ensure that information
      required to be disclosed in the reports that we file, under the Securities
      Exchange Act of 1934, as amended, are recorded, processed, summarized and
      reported within the time periods specified in the rules and forms of the United
      States Securities and Exchange Commission. Our Chief Executive Officer and
      Chief
      Financial Officer has reviewed the effectiveness of our “disclosure controls and
      procedures” (as defined in the Securities Exchange Act of 1934 Rules 13a-14(c)
      and 15d-14(c)) within the end of the period covered by this Quarterly Report
      on
      Form 10-Q and has concluded that the disclosure controls and procedures are
      effective to ensure that material information relating to the Company is
      recorded, processed, summarized, and reported in a timely manner. There were
      no
      significant changes in our internal controls or in other factors that could
      significantly affect these controls subsequent to the last day they were
      evaluated by our Chief Executive Officer and Chief Financial
      Officer.





**Changes
      in Internal Controls over Financial Reporting**




There
      have been no changes in the Company's internal control over financial reporting
      during the last quarterly period covered by this report that have materially
      affected, or are reasonably likely to materially affect, the Company's internal
      control over financial reporting.





**PART
      II**


**OTHER
      INFORMATION**


**Item
      6.**  **Exhibits**





Exhibit
                No.
            
            Description31.1
            
            Rule
                13a-14(a)/15d14(a) Certifications
            
            Attached
                Hereto32.1
            
            Section
                1350 Certifications
            
            Attached
                Hereto99.1
            
            Agreement
              of Univer Company LLC Returning the "Nerchinkiye Dump" to seller of
              that
              property
            
            Attached
              Hereto




9




SIGNATURES





In
      accordance with to requirements of the Securities Exchange Act of 1934, the
      registrant caused this report to be signed on its behalf by the undersigned,
      thereunto duly authorized.





Dated:
      August 18, 2008


STARGOLD
                MINES, INC.By:
            /s/
                F. Bryson FarrillName:
            F.
                Bryson FarrillTitle:
            Chief
                Executive Officer,
              Chief
                Financial Officer, and Director
              (Principal
                Executive, Financial, and
              and
                Accounting Officer)






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