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

                                   FORM 10-QSB

                Quarterly Report Under Section 12(b) or 12(g) of
                           The Securities Act of 1934

                       For the Period ended June 30, 2006



                              ARMITAGE MINING CORP.
                 (Name of small business issuer in its charter)


            Nevada                                    84-1647399
    (State of incorporation)                    (IRS Employer ID Number)


                        8100 East Union Ave., Suite 1206
                             Denver, Colorado 80237
                                 (604) 687-7178
          (Address and telephone number of principal executive offices)

Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding
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 [_]

Check whether the registrant is an accelerated filer (as defined in Rule 12b-2
of the Exchange Act).
Yes [X] No [_]

Check whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act).
Yes [X] No [ ]

There were 1,700,000 shares of Common Stock outstanding as of June 30, 2006.

<PAGE>

ITEM 1.  FINANCIAL STATEMENTS

                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                              INTERIM BALANCE SHEET
                                   (Unaudited)
                            (Stated in U.S. Dollars)

-------------------------------------------------------------------------------
                                                      JUNE 30      SEPTEMBER 30
                                                       2006            2005
-------------------------------------------------------------------------------
                                                    (Unaudited)      (Audited)
ASSETS

Current
     Cash                                          $      4,487    $     13,924
===============================================================================

LIABILITIES

CURRENT
     Accounts payable and accrued liabilities      $      2,810    $      4,966
                                                   ------------    ------------

STOCKHOLDERS' EQUITY

Share Capital
     Authorized:
          75,000,000 Common shares,
          par value $0.001 per share

     Issued and outstanding:
          1,700,000 Common shares                         1,700           1,700

     Additional paid-in capital                          38,300          38,300

Deficit Accumulated During The Exploration Stage        (38,323)        (31,042)
                                                   ------------    ------------
                                                          1,677           8,958
                                                   ------------    ------------

                                                   $      4,487    $     13,924
-------------------------------------------------------------------------------



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


                                       2
<PAGE>


                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                         INTERIM STATEMENT OF OPERATIONS
                                   (Unaudited)
                            (Stated in U.S. Dollars)

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------
                                                                                               CUMULATIVE
                                                                                              PERIOD FROM
                                                                                               INCEPTION
                                                                                               APRIL 30
                                     THREE MONTHS ENDED              NINE MONTHS ENDED          2004 TO
                                           JUNE 30                        JUNE 30               JUNE 30
                                     2006           2005           2006           2005            2006
---------------------------------------------------------------------------------------------------------
<S>                               <C>            <C>            <C>            <C>            <C>
Revenue                           $      --      $      --      $      --      $      --      $      --
                                  -----------    -----------    -----------    -----------    -----------

Expenses
    Consulting fees                       230          5,839            785         10,839         12,195
    Exploration expenditures
                                            0          5,000              0          5,000          6,877
    Filing fees                           200              0            200            174          3,307
    Office and administration
                                           38            257            981            372          1,708
    Professional fees                     685              0          5,315            500         14,236
                                  -----------    -----------    -----------    -----------    -----------

Net Loss For The Period           $     1,153    $    11,096    $     7,283    $    16,885    $    38,323
===============================   ===========    ===========    ===========    ===========    ===========

Basic and Diluted Loss Per
   Share                          $     (0.00)   $     (0.01)   $     (0.00)   $     (0.01)
===============================   ===========    ===========    ===========    ===========

Weighted Average Number Of
   Shares Outstanding               1,700,000      1,700,000      1,700,000      1,700,000
===============================   ===========    ===========    ===========    ===========
</TABLE>

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


                                       3
<PAGE>


                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                         INTERIM STATEMENT OF CASH FLOWS
                                   (Unaudited)
                            (Stated in U.S. Dollars)

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------
                                                                                      CUMULATIVE
                                                                                        PERIOD
                                                                                         FROM
                                                                                      INCEPTION
                                                                                       APRIL 30
                                        THREE MONTHS ENDED       NINE MONTHS ENDED      2004 TO
                                             JUNE 30                 JUNE 30           JUNE 30
                                         2006        2005        2006        2005        2006
------------------------------------------------------------------------------------------------
<S>                                   <C>         <C>         <C>         <C>         <C>
Cash Flows From Operating
   Activities
     Net loss for the period          $   (1,153) $  (11,096) $   (7,281) $  (16,885) $  (38,323)

Adjustments To Reconcile Net Loss
   To Net Cash Used By Operating
   Activities
     Accounts payable and accrued
        liabilities                          615           0      (2,156)     (2,000)      2,810
                                      ----------------------------------------------------------
                                            (538)    (11,096)     (9,437)    (18,885)    (35,513)
                                      ----------------------------------------------------------

Cash Flows From Financing Activity
     Share capital issued for cash             0           0           0           0      40,000
                                      ----------------------------------------------------------

(Decrease) Increase In Cash                 (538)    (11,096)     (9,437)    (18,885)      4,487

Cash, Beginning Of Period                  5,025      25,735      13,924      33,524           0
                                      ----------------------------------------------------------

Cash, End Of Period                   $    4,487  $   14,639  $    4,487  $   14,639  $    4,487
================================================================================================


Supplemental Disclosure Of Cash
   Flow Information
     Interest paid                    $     --    $     --    $     --    $     --    $     --
     Income taxes paid                $     --    $     --    $     --    $     --    $     --
================================================================================================
</TABLE>


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


                                       4
<PAGE>


                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                                  JUNE 30, 2006
                                   (Unaudited)
                            (Stated in U.S. Dollars)


1.    BASIS OF PRESENTATION

The unaudited financial  information  furnished herein reflects all adjustments,
which in the opinion of  management  are necessary to fairly state the Company's
financial  position and the results of its operations for the periods presented.
This report on Form 10-QSB for the period  ended June 30, 2005 should be read in
conjunction with the Company's  financial  statements and notes thereto included
in the Company's  Form 10-KSB for the fiscal year ended  September 30, 2005. The
Company assumes that the users of the interim financial  information herein have
read or have access to the audited financial statements for the preceding fiscal
year  and  that  the  adequacy  of  additional  disclosure  needed  for  a  fair
presentation   may  be  determined  in  that  context.   Accordingly,   footnote
disclosure,  which would substantially duplicate the disclosure contained in the
Company's  Form 10-KSB for the fiscal year ended  September  30, 2005,  has been
omitted. The results of operations for the nine-month period ended June 30, 2006
are not necessarily  indicative of results for the entire year ending  September
30, 2006.

2.    NATURE OF OPERATIONS

      a)    Organization

The Company was incorporated in the State of Nevada,  U.S.A., on April 30, 2004.
The Company has a total of 75,000,000  authorized  shares of common stock with a
par value of $.001 per share and 1,700,000  shares issued and  outstanding as of
June 30, 2006.

      b)    Exploration Stage Activities

The Company has been in the  exploration  stage since its  formation and has not
yet realized any revenues  from its planned  operations.  It had been  primarily
engaged in the  acquisition  and  exploration of mining  properties.  Based upon
reports  received from experts in the field,  the Company has  discontinued  its
exploration activity. During the past quarter,  management has discussed various
options and  subsequent  to the end of the  quarter,  control of the company has
been acquired by a new majority shareholder.


                                       5
<PAGE>


                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                                  JUNE 30, 2006
                                   (Unaudited)
                            (Stated in U.S. Dollars)

2.    NATURE OF OPERATIONS (Continued)

      c)    Going Concern

The  accompanying  financial  statements have been prepared for the Company as a
going concern.

As shown in the accompanying  financial statements,  the Company has accumulated
losses of $38,323  for the period  from  inception,  April 30,  2004 to June 30,
2006, and has no sales.  The future of the Company is dependent upon its ability
to find a merger  partner and to obtain  financing  and upon  future  profitable
operations.  The financial statements do not include any adjustments relating to
the  recoverability and classification of recorded assets, or the amounts of and
classification  of liabilities  that might be necessary in the event the Company
cannot continue in existence.

3.    SIGNIFICANT ACCOUNTING POLICIES

The financial  statements  of the Company have been prepared in accordance  with
generally accepted accounting principles in the United States. Because a precise
determination  of many assets and  liabilities  is dependent upon future events,
the preparation of financial  statements for a period  necessarily  involves the
use of estimates  which have been made using  careful  judgment.  The  financial
statements  have,  in  management's   opinion,  been  properly  prepared  within
reasonable  limits of  materiality  and within the framework of the  significant
accounting policies summarized below:

      a)    Organizational and Start Up Costs

            Costs of start up activities,  including  organizational  costs, are
            expensed as incurred.

      b)    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 for the reporting period. Actual results could
            differ from these  estimates.


                                       6
<PAGE>


                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                                  JUNE 30, 2006
                                   (Unaudited)
                            (Stated in U.S. Dollars)


3.    SIGNIFICANT ACCOUNTING POLICIES (Continued)

      c)    Mineral Property Acquisition Payments and Exploration Costs

            The Company records its interest in mineral  properties at cost. The
            Company  expenses all costs incurred on mineral  properties to which
            it has secured  exploration  rights,  other than acquisition  costs,
            prior to the establishment of proven and probable  reserves.  If and
            when proven and probable  reserves are determined for a property and
            a feasibility  study  prepared  with respect to the  property,  then
            subsequent exploration and development costs of the property will be
            capitalized.

            The Company  regularly  performs  evaluations  of any  investment in
            mineral properties to assess the recoverability  and/or the residual
            value of its investments in these assets.  All long-lived assets are
            reviewed for  impairment  whenever  events or  circumstances  change
            which  indicate  the  carrying   amount  of  an  asset  may  not  be
            recoverable.

      d)    Exploration Expenditures

            The Company follows a policy of expensing  exploration  expenditures
            until a  production  decision  in  respect  of the  project  and the
            Company  is  reasonably  assured  that  it will  receive  regulatory
            approval to permit mining operations,  which may include the receipt
            of a legally binding project approval certificate.

            Management   periodically   reviews  the   carrying   value  of  its
            investments  in mineral leases and claims with internal and external
            mining  related is based upon many  factors  including  general  and
            specific assessments of mineral deposits, anticipated future mineral
            prices,  anticipated  future  costs  of  exploring,  developing  and
            operating  a  production  mine,  the  expiration  term  and  ongoing
            expenses  of   maintaining   mineral   properties  and  the  general
            likelihood  that  the  Company  will  continue  exploration  on such
            project.  The Company does not set a  pre-determined  holding period
            for properties with unproven  deposits,  however,  properties  which
            have  not  demonstrated   suitable  metal   concentrations   at  the
            conclusion of each phase of an exploration  program are re-evaluated
            to determine if future  exploration is warranted,  whether there has
            been any  impairment  in value and that  their  carrying  values are
            appropriate.


                                       7
<PAGE>


                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                                  JUNE 30, 2006
                                   (Unaudited)
                            (Stated in U.S. Dollars)


3. SIGNIFICANT ACCOUNTING POLICIES (Continued)

      d)    Exploration Expenditures (continued)

            Value cannot be supported by future  production or sale, the related
            costs are charged  against  operations in the year of abandonment or
            determination  of value.  The amounts recorded as mineral leases and
            claims  represent  costs  to  date  and do not  necessarily  reflect
            present or future values.

            The Company's  exploration  activities and proposed mine development
            are subject to various laws and regulations governing the protection
            of the environment.  These laws are continually changing,  generally
            becoming more restrictive. The Company has made, and expects to make
            in  the   future,   expenditures   to  comply  with  such  laws  and
            regulations.

            The accumulated  costs of properties that are developed on the stage
            of commercial  production  will be amortized to  operations  through
            unit-of-production depletion.

      e)    Foreign Currency Translation

            The Company's  functional currency is the U.S. dollar.  Transactions
            in foreign currency are translated into U.S. dollars as follows:

            i)    monetary  items at the rate  prevailing  at the balance  sheet
                  date;
            ii)   non-monetary  items  at the  historical  exchange  rate;
            iii)  revenue and expense at the average  rate in effect  during the
                  applicable accounting period.

            Gains or losses on foreign currency  transaction are included in the
            statement of operations.

      f)    Income Taxes

            The Company has adopted Statement of Financial  Accounting Standards
            No. 109 - "Accounting  for Income  taxes" (SFAS 109).  This standard
            requires the use of an


                                       8
<PAGE>



                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                                  JUNE 30, 2006
                                   (Unaudited)
                            (Stated in U.S. Dollars)

3.    SIGNIFICANT ACCOUNTING POLICIES (Continued)

      f)    Income Taxes (continued)

            asset and liability approach for financial accounting, and reporting
            on income taxes.  If it is more likely than not that some portion or
            all of a  deferred  tax  asset  will not be  realized,  a  valuation
            allowance is recognized.

      g)    Financial Instruments

            The carrying  amount of financial  instruments,  including cash, and
            accounts payable and accrued  liabilities,  approximates  their fair
            values.

      h)    Basic and Diluted Loss Per Share

            In accordance  with SFAS No. 128 - "Earnings  Per Share",  the basic
            loss per common share is computed by dividing net loss  available to
            common  stockholders by the weighted average number of common shares
            outstanding.  Diluted loss per common  share is computed  similar to
            basic loss per common share except that the denominator is increased
            to include the number of  additional  common  shares that would have
            been  outstanding if the potential common shares had been issued and
            if the additional common shares were dilutive. At June 30, 2006, the
            Company  has  no  stock  equivalents  that  were  anti-dilutive  and
            excluded in the earnings per share computation.

      i)    New Accounting Standards

            Management  does not believe that any recently  issued,  but not yet
            effective,  accounting standards, if currently adopted, could have a
            material effect on the accompanying financial statements.

      j)    Stock-Based Compensation

            The Company has not adopted a stock  option plan and has not granted
            any stock options.  Accordingly no stock-based compensation has been
            recorded to date.


                                       9
<PAGE>


                              ARMITAGE MINING CORP.
                         (An Exploration Stage Company)

                          NOTES TO FINANCIAL STATEMENTS

                                  JUNE 30, 2006
                                   (Unaudited)
                            (Stated in U.S. Dollars)

4.    MINERAL PROPERTY INTEREST

In May 2004,  the Company  acquired a 100% interest in one mineral claim located
in Ontario,  Canada. The consideration for the acquisition was a cash payment of
$1,877  ($2,500 CDN).  Armitage  Mining Corp both owns,  and holds title to, the
claim which expired June 7, 2006.

5.    RELATED PARTIES

During  our  most  recently  completed  fiscal  quarter,   the  Company  had  no
significant related party transactions with any related individuals or entities.

6.    SUBSEQUENT EVENTS

Subsequent  to the period ended June 30, 2006,  on July 27,  2006,  Mr.  Michael
Potts  purchased  1,000,000  shares  of  common  stock  of  the  Company,  which
represents  a 58.82%  controlling  interest  in the  Company,  from an  existing
shareholder  of the  Company.  Effective  July 27,  2006,  Michael  Mulberry and
Patricia  Wilson each  resigned  as  directors  of the  Company.  The  remaining
director,  Mr.  Laurence  Stephenson,  appointed  Mr.  Potts  to fill one of the
director  vacancies.  Effective  July 28,  2006,  Mr.  Stephenson  resigned  his
position as the President,  Chief Executive Officer,  Treasurer, Chief Financial
Officer  and  Secretary  of the Company and as a director of the Company and Mr.
Potts was elected to such officer positions of the Company. Such transaction was
reported on Form 8-K filed with the Securities and Exchange Commission on August
2, 2006.


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Note Regarding Forward-Looking Statements

The statements  contained in this Form 10-QSB that are not purely historical are
forward-looking  statements  within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. These include statements about our expectations, beliefs, intentions
or  strategies  for the future,  which are indicated by words or phrases such as
anticipate,  expect,  intend,  plan,  will,  the  Company  believes,  management
believes and similar words or phrases. The forward-looking  statements are based
on our current expectations and are subject to certain risks,  uncertainties and
assumptions. Our actual results could differ materially from results anticipated
in these forward-looking  statements. All forward-looking statements included in
this documents are based on information  available to us on the date hereof, and
we assume no obligation to update any such forward-looking statements.


                                       10
<PAGE>


RESULTS OF OPERATIONS

The Company  generated no revenues  during the quarter  ended June 30, 2006.  We
expect  our  current  cash  in the  bank  of  $4,487  at June  30,  2006,  to be
satisfactory  to seek a prospective  acquisition  or merger  candidate,  without
having to raise  additional funds or seek bank loans. We currently have no funds
set aside for additional research and assessment to any property and we continue
to seek a prospective merger or acquisition candidate.

Our Phase I work, which has been completed,  included research and assessment of
all available geological reports and historical data available on our properties
and the  surrounding  area.  Following our research  phase,  we began a detailed
geological  mapping and closely  spaced  (micro-grid)  soil and rock sampling to
further  define  whether any  potential for  discovery of  high-grade,  precious
metals exist on any of our properties.  Rock and soil samples were collected and
have been sent for analysis for gold, copper,  nickel and platinum-group  metals
as well as a 6-element analysis for other minerals.

We have  received,  and have  assessed,  the  results  from the Phase I samples.
Pursuant to feedback from exploration consultants and economic feasibility,  the
continuation  of Phase II in not  warranted.  If warranted,  Phase II would have
seen geophysical  surveying,  including  magnetometer and VLF-EM surveys carried
out over the grid.  The methods which would have been employed are more advanced
geophysical work to aid in the  determination of subsurface  characteristics  of
the structure.  The geophysical work is designed to give a general understanding
of the location and extent of  mineralization  at depths that are unreachable by
surface  excavations and provide a target for more extensive  trenching and core
drilling.

We do not intend to purchase any  significant  property or  equipment,  make any
material commitments for capital expenditures, nor incur any significant changes
in employees  during the next 12 months.  For the period from  inception to June
30,  2006,  we had no revenues and  incurred  net  operating  losses of $38,323,
consisting of general and  administrative  expenses  incurred in connection with
the preparation and filing of our initial public offering documents in the State
of Nevada,  professional  and consultant fees and exploration  expenditures  for
Phase I.

Net cash provided by financing  activities  since  inception was $40,000,  which
were the total proceeds  raised in an initial public  offering  conducted in the
State of Nevada under an exemption  provided by Rule 504 of  Regulation D of the
Securities Act of 1933 and $5,000 of which were the total  proceeds  raised from
the private sale of stock to the officer and directors.


                                       11
<PAGE>


Our auditors  have  expressed  the opinion that in our current  state,  there is
substantial doubt about our ability to continue as a going concern;  however, we
have enough operating  capital to continue to seek new property  acquisitions or
resource projects.

PLAN OF OPERATION

Following  is an  outline  of the  initial  exploration  program  we  previously
implemented on our property  which are  referenced in our  geological  report as
Phase I and Phase II, which cost approximately $10,000 US:

We completed  Phase I of the  exploration  process on our properties and we have
sent the samples to the Lab for  analysis,  which  results  have been  received.
Phase I began  with  research  and  further  assessment  of  available  geologic
literature,  personal  interviews with  geologists,  mining engineers and others
familiar with the prospect  sites.  Preliminary  prospecting  provided  critical
information  regarding the preferred  orientation  of the grid given the varying
attitude of the various possible exploration targets. In June 2005 a ground grid
was  established  using 200 meter  intervals  between the traverse  lines.  Each
traverse line is 1.6 kilometers in length, with 50 meter stations.  The traverse
lines run  East-West.  A North-South  base line was also  established  using 200
meter intervals  between the traverse  lines. A surveyor's  transit was used for
the 1.6  kilometer  long by 4 foot wide  base  line.  A  geological  mapping  is
recommended for the next stage of the exploration work.

The historical data research and assessment was completed and further  augmented
with  geologic  mapping,  geophysical  testing  and  geochemical  testing of our
claims. Existing workings,  such as trenches,  prospect pits, shafts, and tunnel
shave  been  examined.  Apparent  mineralized  zones  have been  identified  and
narrowed  down to a specific  area by the  studies,  and minimal  trenching  was
completed in the area.  Some channel of samples were taken and sent for analysis
of economically  potential minerals that are known to have occurred in the area.
If an apparent  mineralized  zone is identified  and narrowed down to a specific
area by the studies,  we intend to begin  re-trenching  the area. These trenches
are  generally  approximately  150 ft. in  length  and  10-20  ft.  wide.  These
dimensions allow for a thorough examination of the surface of the vein structure
types  generally  encountered  in  the  area.  They  also  allow  for  efficient
reclamation,   re-contouring   and  re-seeding  of  disturbed   areas.   Careful
interpretation  of this  available  data collected from the various tests aid in
determining whether or not the prospect,  as viewed by our experts,  has current
economic potential and whether further exploration is warranted.

Phase II involved an initial  examination of the underground  characteristics of
the structure that was identified by Phase I of exploration.  Our president,  as
of the close of this reporting period, Mr. Laurence  Stephenson,  who holds a BS
in Geology and is a  registered  Professional  Engineer,  conducted  the initial
examination in consultation with his mining colleagues. On February 28, 2006 Mr.
Stephenson received a report from a consulting  geologist which recommended that
no  further  work be  done on the  property.  Further  on  March  17,  2006,  an
additional  report was received from a consulting  geologist that recommended no
further  work be done on the  property.  Subsequently,  during the period  being
reported  herein,  management of the Company has decided not to proceed with the
next phase of the exploration program on this property.  Management  anticipates
that the Company  will  explore any and all options for the sale of the business
or finding a partner for a merger or acquisition.


                                       12
<PAGE>


Subsequent to June 30, 2006, Mr. Michael Potts, an individual,  acquired control
of the Company through the purchase of 1,000,000  shares of the Company's common
stock from an existing shareholder of the Company in a private transaction.  Mr.
Michael  Potts was also  elected as a director  and sole officer of the Company.
This  transaction  was  disclosed on the Company's  current  report on Form 8-K,
filed with the Securities and Exchange Commission on August 2, 2006.


OFF-BALANCE SHEET ARRANGEMENTS

We have no off-balance sheet arrangements.

CRITICAL ACCOUNTING POLICIES

It is suggested that these financial  statements be read in conjunction with our
September 30, 2005 audited financial statements and notes thereto,  which can be
found in our Form  10-KSB on the SEC website at  www.sec.gov  under our SEC File
Number 000-51246.

The financial  statements  of the Company have been prepared in accordance  with
generally accepted accounting principles in the United States. Because a precise
determination  of many assets and  liabilities  is dependent upon future events,
the preparation of financial  statements for a period  necessarily  involves the
use of estimates which have been made using careful judgment.

The financial statements have, in management's  opinion,  been properly prepared
within  reasonable  limits  of  materiality  and  within  the  framework  of the
significant accounting policies summarized below:

      a)    Organizational and Start Up Costs

            Costs of start up activities,  including  organizational  costs, are
            expensed as incurred.

      b)    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 for the reporting  period.  Actual
results could differ from these estimates.


                                       13
<PAGE>


      c)    Mineral Property Acquisition Payments and Exploration Costs

The Company  expenses all costs  incurred on mineral  properties to which it has
secured  exploration  rights prior to the  establishment  of proven and probable
reserves.  If determined  for a property and a feasibility  study  prepared with
respect to the property,  then subsequent  exploration and development  costs of
the property will be capitalized.  The Company regularly performs evaluations of
any  investment  in  mineral  properties  to value of its  investments  in these
assets.  All long-lived  assets are reviewed for impairment  whenever  events or
circumstances  change which indicate the carrying  amount of an asset may not be
recoverable.

      d)    Exploration Expenditures

The  Company  follows a policy of  expensing  exploration  expenditures  until a
production  decision in respect of the  project  and the  Company is  reasonably
assured that it will receive  regulatory  approval to permit mining  operations,
which may include the receipt of a legally binding project approval certificate.

Management periodically reviews the carrying value of its investments in mineral
leases and claims with internal and external  mining  related  professionals.  A
decision  to  abandon,  reduce or expand a  specific  project is based upon many
factors  including  general  and  specific   assessments  of  mineral  deposits,
anticipated  future  mineral  prices,  anticipated  future  costs of  exploring,
developing  and operating a production  mine,  the  expiration  term and ongoing
expenses of maintaining  mineral  properties and the general likelihood that the
Company will continue  exploration  on such project.  The Company does not set a
pre-determined  holding period for properties with unproven  deposits,  however,
properties  which have not  demonstrated  suitable metal  concentrations  at the
conclusion of each phase of an exploration program are re-evaluated to determine
if future  exploration  is warranted,  whether there has been any  impairment in
value and that their carrying values are appropriate.

If an area of interest is abandoned or it is determined  that its carrying value
cannot be supported by future  production or sale, the related costs are charged
against  operations in the year of abandonment or  determination  of value.  The
amounts recorded as mineral leases and claims represent costs to date and do not
necessarily reflect present or future values.

The Company's  exploration  activities and proposed mine development are subject
to various laws and  regulations  governing the  protection of the  environment.
These laws are continually  changing,  generally becoming more restrictive.  The
Company has made, and expects to make in the future, expenditures to comply with
such laws and regulations.


                                       14
<PAGE>


The  accumulated  costs  of  properties  that  are  developed  on the  stage  of
commercial production will be amortized to operations through unit-of-production
depletion.

      e)    Foreign Currency Translation

The Company's  functional  currency is the U.S. dollar.  Transactions in foreign
currencies are translated into U.S. dollars as follows:

            i)    monetary  items at the rate  prevailing  at the balance  sheet
                  date;
            ii)   non-monetary items at the historical exchange rate;
            iii)  revenue and expense at the average  rate in effect  during the
                  applicable accounting period.

Gains and losses on translation are included in the statement of operations.

      f)    Income Taxes

The Company has adopted  Statement of  Financial  Accounting  Standards  No. 109
-"Accounting for Income taxes" (SFAS 109). This standard  requires the use of an
asset and liability approach for financial  accounting,  and reporting on income
taxes.  If it is more likely than not that some portion or all of a deferred tax
asset will not be realized, a valuation allowance is recognized.

      g)    Financial Instruments

The  carrying  amount of financial  instruments,  including  cash,  and accounts
payable and accrued liabilities, approximates their fair values.

      h)    Basic and Diluted Loss Per Share

In  accordance  with SFAS No. 128 -  "Earnings  Per  Share",  the basic loss per
common share is computed by dividing net loss by the weighted  average number of
common shares outstanding.  Diluted loss per common share is computed similar to
basic loss per common share except that the  denominator is increased to include
the number of  additional  common  shares  that would have been  outstanding  if
dilutive  outstanding common share equivalents were issued. At June 30, 2006 the
Company has no outstanding  common stock equivalents so basic and diluted losses
per share are the same.

      i)    New Accounting Standards

Management  does not believe that any recently  issued,  but not yet  effective,
accounting standards,  if currently adopted, could have a material effect on the
accompanying financial statements.

ITEM 3. CONTROLS AND PROCEDURES


                                       15
<PAGE>


EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the  participation  of our management,  including
our principal  executive officer and the principal  financial  officer,  we have
conducted an evaluation of the  effectiveness of the design and operation of our
disclosure controls and procedures,  as defined in Rules 13a-15(e) and 15d-15(e)
under the  Securities  and  Exchange  Act of 1934,  as of the end of the  period
covered  by this  report.  Based on this  evaluation,  our  principal  executive
officer and principal financial officer concluded as of the evaluation date that
our  disclosure  controls and  procedures  were effective such that the material
information  required to be included in our Securities  and Exchange  Commission
reports is recorded, processed,  summarized and reported within the time periods
specified in SEC rules and forms  relating to our company,  particularly  during
the period when this report was being prepared.

Additionally,  there were no significant  changes in our internal controls or in
other factors that could  significantly  affect these controls subsequent to the
evaluation date. We have no identified any significant  deficiencies or material
weaknesses  in our internal  controls,  and  therefore  there were no corrective
actions taken.

The officers and  directors  during the three month period  ending June 30, 2006
have  subsequently  been replaced by Michael Potts,  as reported on the Form 8-K
filed with the  Securities  and Exchange  Commission on August 2, 2006, who will
take over  internal  control  of  financial  reporting  in the  upcoming  fiscal
quarter.

                           PART II - OTHER INFORMATION

ITEM 1.  Legal Proceedings.

Not Applicable

ITEM 2.  Unregistered Sales of Equity Securities and Use of Proceeds

Not Applicable

ITEM 3.  Defaults Upon Senior Securities

Not Applicable

ITEM 4.  Submission of Matters To a Vote of Security Holders

Not Applicable

ITEM 5.  Other Information

Not Applicable


                                       16
<PAGE>


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

A) The following exhibits are included with this registration statement filing.

Those marked with an asterisk and required to be filed hereunder, are
incorporated by reference and can be found in their entirety in our original
Form 10-SB Registration Statement, filed under SEC File Number 000-51246, at the
SEC website at www.sec.gov:

    Exhibit
    Number                      Description
    ------                      -----------
    3.1            Articles of Incorporation*
    3.2            Bylaws*
    31.1           Sec. 302 Certification of Principal Executive Officer
    32.1           Sec. 906 Certification of Principal Executive Officer

B) There were no reports  filed on Form 8-K  during the  quarter  ended June 30,
2006. A report was filed on Form 8-K with the Securities and Exchange Commission
on August 2, 2006 subsequent to the quarter ending June 30, 2006, which reported
Michael  Potts'  purchase of  1,000,000  shares of common  stock of the Company,
which represented a 58.82% ownership  interest in the Company,  from an existing
shareholder  of the  Company.  Such 8-K also  reported the  resignations  of Mr.
Laurence  Stephenson,  Ms. Patricia Wilson and Mr. Michael Mulberry as directors
and  officers of the  Company.  Mr.  Potts was  appointed as a director and sole
officer of the Company.

                                       17
<PAGE>


                                   SIGNATURES

Pursuant  to the  requirements  of  Section  13(a) or  15(d)  of the  Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.

August 3, 2006    Armitage Mining Corp, Registrant


                  By: /s/ Michael Potts
                  ---------------------------------------
                  Michael Potts, President, Chief
                  Executive Officer, Principal Accounting
                  Officer, Chief Financial Officer,
                  Secretary and Chairman of the Board

In accordance with the Exchange Act, this report has been signed below by the
following persons on behalf of the registrant and in the capacities and on the
dates indicated.

August 3, 2006    Armitage Mining Corp, Registrant


                  By: /s/ Michael Potts
                  ---------------------------------------
                  Michael Potts, President, Chief
                  Executive Officer, Principal Accounting
                  Officer, Chief Financial Officer,
                  Secretary and Chairman of the Board


                  By: /s/ Michael Potts
                  ---------------------------------------
                  Michael Potts, Director