UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





FORM
      10-QSB





(Mark
      One)


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




For
      the
      quarter ended September 30, 2007





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 small business issuer as specified in its charter)







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


1840
      Gateway Drive


Suite
      200


San
      Mateo, California 94404


(Address
      of principal executive offices)





(604)
      673-8427


(Issuer's
      telephone number)





_______________________________________________________________


(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 shell company (as defined in Rule
      12b-2 of the Exchange Act).


YES x NO o





Number
      of
      shares of common stock outstanding as of November 15, 2007: 41,219,311shares
      of
      common stock.





Transitional
      Small Business Format  Yes o No x










**TABLE
      OF CONTENTS**





PART
      I


Item
                1. Financial StatementsItem
                2. Management’s Discussion and Analysis or Plan of
                OperationItem
                3 Controls and ProceduresPART
                IIItem
                6. Exhibits


SIGNATURES








**PART
      I**


**FINANCIAL
      INFORMATION**


**Item
      1. Financial Statements.**







**STARGOLD
      MINES, INC.**


**(FORMERLY
      SOCKEYE SEAFOOD GROUP INC.)**


**(A
      DEVELOPMENT STAGE COMPANY)**




CONDENSED
      FINANCIAL STATEMENTS




THREE
      MONTHS AND NINE MONTHS ENDED SEPTEMBER 30, 2007 AND 2006




UNAUDITED




**CONTENTS**


Condensed
                Balance Sheet
            **1**Condensed
                Statements of Operations
            **2**Condensed
                Statements of Cash Flows
            **3**Notes
                to Condensed Financial Statements
            **4
                - 9**








**STARGOLD
      MINES, INC.**


**(FORMERLY
      SOCKEYE SEAFOOD GROUP INC.)**


**(A
      DEVELOPMENT STAGE COMPANY)**


Condensed
      Balance Sheet


September
      30, 2007


Unaudited


**ASSETS****Current**Cash
            
            **$**
            **6,990**Prepaid
                expenses
            
            
            **87,515****Total
                Current Assets**
            
            
            **94,505****Loan
                Receivable**(note
                3)
            
            
            **961,585****Total
                Assets**
            
            **$**
            **1,056,090****LIABILITIES****Current**Accounts
                payable
            
            $
            **28,500**Loan
                payable (note 4)
            
            
            **100,042****Total
                Current Liabilities**
            
            
            **128,542****Total
                Liabilities**
            
            
            **128,542****Contingency**(note
                7)**STOCKHOLDERS'
                EQUITY****Capital
                Stock**(note 5)Authorized1,000,000,000
                common stock,par
                value $0.0001 per shareIssued
                and outstanding41,219,311
                common stock
            
            
            **4,122****Additional
                Paid-in Capital**
            
            
            **1,551,698****Accumulated
                Other Comprehensive Loss**
            
            
            **(237,415**
            **)****Deficit
                Accumulated During the Development Stage**
            
            
            **(390,857**
            **)****Total
                Stockholders' Equity**
            
            
            **927,548****Total
                Liabilities and Stockholders' Equity**
            
            **$**
            **1,056,090**




(The
        accompanying notes are an integral part of these condensed financial
        statements.)
 -1-
 **STARGOLD
      MINES, INC.**


**(FORMERLY
      SOCKEYE SEAFOOD GROUP INC.)**


**(A
      DEVELOPMENT STAGE COMPANY)**


Condensed
      Statements of Operations


Three
      Months and Nine Months Ended September 30, 2007,


and
      2006
      and the Period from Date of Inception (May 21, 2003)


through
      to September 30, 2007


Unaudited


**Three
                Months Ended |2007**
            
            Three
                Months Ended 2006
            
            **Nine
                Months Ended 2007**
            
            Nine
                Months Ended 2006
            
            **Period
                from Date of Inception (May 21, 2003) through to September 30,
                2007****Revenue**
            
            **$**
            **-**
            
            **$**
            -
            
            **$**
            **-**
            
            **$**
            3,822
            
            **$**
            68,739**Cost
                of Sales**
            
            
            **-**
            
            
            -
            
            
            **-**
            
            
            3,260
            
            
            60,508**Gross
                Profit**
            
            
            **-**
            
            
            **-**
            
            
            **-**
            
            
            562
            
            
            8,231**Expenses**Professional
                fees
            
            
            **155,174**
            
            
            2,200
            
            
            **203,577**
            
            
            4,200
            
            
            248,404Office
                and general
            
            
            **30,488**
            
            
            55
            
            
            **44,637**
            
            
            140
            
            
            49,669Salary
                and benefits
            
            
            **20,000**
            
            
            -
            
            
            **60,000**
            
            
            -
            
            
            60,000Consulting
                fees
            
            
            **-**
            
            
            -
            
            
            **20,000**
            
            
            -
            
            
            20,000Bad
                debt
            
            
            **-**
            
            
            -
            
            
            **-**
            
            
            -
            
            
            26,915**Total
                Expenses**
            
            
            **205,662**
            
            
            2,255
            
            
            **328,214**
            
            
            4,340
            
            
            404,988**Operating
                Loss**
            
            
            **(205,662**
            **)**
            
            (2,255
            )
            
            **(328,214**
            **)**
            
            (3,778
            )
            
            (396,757
            )Debt
                forgiveness
            
            
            **-**
            
            
            -
            
            
            **-**
            
            
            -
            
            
            5,900Other
                income
            
            
            **-**
            
            
            305
            
            
            **-**
            
            
            305
            
            
            -**Net
                Loss**
            
            
            **(205,662**
            **)**
            
            (1,950
            )
            
            **(328,214**
            **)**
            
            (3,473
            )
            
            (390,857
            )Unrealized
                loss of investment
            
            
            **(237,415**
            **)**
            
            -
            
            
            **(237,415**
            **)**
            
            -
            
            
            (237,415
            )**Comprehensive
                Loss**
            
            **$**
            **(443,077**
            **)**
            **$**
            (1,950
            )
            **$**
            **(565,629**
            **)**
            **$**
            (3,473
            )
            $
            (628,272
            )**Loss
                per Share****Basic
                and Diluted**
            
            $
            **0.00**
            
            $
            0.00
            
            $
            **0.00**
            
            $
            0.00**Basic
                and Diluted Weighted Average Number of Common Shares Outstanding
                During
                the********Period**
            
            
            **41,219,311**
            
            
            80,000,000
            
            
            **66,184,327**
            
            
            80,000,000




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





-2-


**STARGOLD
      MINES, INC.**


**(FORMERLY
      SOCKEYE SEAFOOD GROUP INC.)**


**(A
      DEVELOPMENT STAGE COMPANY)**


Condensed
      Statements of Cash Flows


Nine
      Months Ended September 30, 2007, and 2006 and


Cumulative
      for the Period from the Date of Inception


(May
      21,
      2003) through to September 30, 2007


Unaudited





**2007**
            
            2006
            
            Period
                from the Date of Inception (May 21, 2003) through to September 30,
                2007**Cash
                Flows from Operating Activities**Net
                loss
            
            **$**
            **(328,214**
            **)**
            **$**
            (3,473
            )
            **$**
            (390,857
            )Adjustments
                to reconcile non-cash items:Issuance
                of common stock for services
            
            
            **2,500**
            
            
            -
            
            
            2,500Prepaid
                expenses
            
            
            **(87,515**
            **)**
            
            -
            
            
            (87,515
            )Accounts
                payable
            
            
            **3,218**
            
            
            (89
            )
            
            28,500**Net
                Cash Flows Used in Operating Activities**
            
            
            **(410,011**
            **)**
            
            (3,562
            )
            
            (447,372
            )**Cash
                Flows from Investing Activities**Loan
                receivable
            
            
            **(199,000**
            **)**
            
            -
            
            
            (1,199,000
            )**Net
                Cash Flows Used in Investing Activities**
            
            
            **(199,000**
            **)**
            
            -
            
            
            (1,199,000
            )**Cash
                Flows from Financing Activities**Issuance
                of common stock and warrants
            
            
            **508,320**
            
            
            -
            
            
            1,553,320Advance
                from related party
            
            
            **(240**
            **)**
            
            -
            
            
            -Loan
                payable
            
            
            **100,042**
            
            
            2,000
            
            
            100,042**Net
                Cash Flows Provided by Financing Activities**
            
            
            **608,122**
            
            
            2,000
            
            
            1,653,362**Net
                (Decrease) Increase in Cash**
            
            
            **(889**
            **)**
            
            (1,562
            )
            
            6,990**Cash
                - Beginning of Period**
            
            
            **7,879**
            
            
            10,158
            
            
            -**Cash
                - End of Period**
            
            $
            **6,990**
            
            $
            8,596
            
            $
            6,990**Supplemental
                Disclosure of Cash Flow Information**
              During
                the periods, the Company had no cash flows arising from interest
                and
                income taxes paid.




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




-3-


**1.**  **Description
      of Business and Going Concern**




a)
            Description
                of Business




Stargold
      Mines, Inc. (the "Company"), 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. The Company
      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.




The
      Company's 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 condensed 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 period ended September 30, 2007, the Company experienced a net loss
      of
      $328,214 and has a deficit accumulated during the development stage of $390,857
      at September 30, 2007.




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 condensed 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.


-4-


**2.**  **Summary
      of Significant Accounting Policies**




a)
            Basis
                of Presentation




The
      accompanying unaudited condensed financial statements have been prepared in
      accordance with accounting principles generally accepted in the United States
      of
      America for interim financial information and with the instructions to Form
      10
      QSB. Accordingly, they do not include all of the information and footnotes
      required by accounting principles generally accepted in the United States of
      America for complete financial statements. In the opinion of management, all
      adjustments (consisting of normal recurring accruals) considered necessary
      for a
      fair presentation have been included. Interim results are not necessarily
      indicative of the results that may be expected for a full year. There have
      been
      no significant changes of accounting policies since December 31, 2006. These
      condensed financial statements should be read in conjunction with the audited
      financial statements and notes thereto included in the Company's Annual Report
      for the fiscal year ended December 31, 2006.




b)
            Recent
                Accounting Pronouncements




In
      February 2007, the Financial Accounting Standards Board (“FASB”) issued SFAS No.
      159, “The Fair Value Option for Financial Assets and Financial Liabilities
      Including an Amendment of FASB Statement No. 115”. This statement permits
      entities to choose to measure many financial instruments and certain other
      items
      at fair value. The objective is to improve financial reporting by providing
      entities with the opportunity to mitigate volatility in reported earnings caused
      by measuring related assets and liabilities differently without having to apply
      complex hedge accounting provisions. This statement is expected to expand the
      use of fair value measurement, which is consistent with the Board’s long term
      measurement objectives for accounting for financial instruments. This statement
      also establishes presentation and disclosure requirements designed to facilitate
      comparisons between entities that choose different measurement attributes for
      similar types of assets and liabilities. This statement does not affect any
      existing accounting literature that requires certain assets and liabilities
      to
      be carried at fair value. This statement does not establish requirements for
      recognizing and measuring dividend income, interest income, or interest expense.
      This statement does not eliminate disclosure requirements included in other
      accounting standards, including requirements for disclosures about fair value
      measurements included in FASB Statements No. 157, “Fair Value Measurements”, and
      No. 107, “Disclosures about Fair Value of Financial Instruments.” This statement
      is effective as of the beginning of the entity’s first fiscal year that begins
      after November 15, 2007. The Company is currently reviewing the effect, if
      any,
      the proposed guidance will have on its financial statements.




In
      May
      2007, the FASB issued a FASB Staff Position on FIN 46(R)-7, "Application of
      FASB
      Interpretation No. 46(R) to Investment Companies" ("FSP FIN 46 (R)-7"). FSP
      FIN
      46(R)-7 addresses the application of FASB Interpretation No. 46 (revised
      December 2003), "Consolidation of Variable Interest Entities", by an entity
      that
      accounts for its investments in accordance with the specialized accounting
      guidance in the American Institute of Certified Public Accountants (“AICPA”)
      Audit and Accounting Guide, "Investment Companies" (the “Guide”). The adoption
      of FSP FIN 46(R)-7 did not have a material impact on the Company's results
      of
      operations and financial condition.





-5-


**2.**  **Summary
      of Significant Accounting Policies** (cont'd)




b)
            Recent
                Accounting Pronouncements (cont'd)




In
      May
      2007, the FASB issued FASB Interpretation FIN No. 48-1, “Definition of
      Settlement in FASB Interpretation 48” (“FIN 48-1”). FIN 48-1 amends FIN 48,
“Accounting for Uncertainty in Income Taxes—an interpretation of FASB Statement
      No. 109”, to provide guidance on how an enterprise should determine whether a
      tax position is effectively settled for the purpose of recognizing previously
      unrecognized tax benefits. FIN 48-1 is effective retroactively to January 1,
      2007. The adoption of FIN 48-1 did not have a material effect on the Company’s
      condensed financial statements.




In
      June
      2007, the AICPA issued Statement of Position ("SOP") No. 07-1, ''Clarification
      of the Scope of the Audit and Accounting Guide Investment Companies and
      Accounting by Parent Companies and Equity Method Investors for Investments
      in
      Investment Companies" (“SOP No. 07-1”). SOP No. 07-1 clarifies when an entity
      may apply the provisions of the Guide. Investment companies that are within
      the
      scope of the Guide report investments at fair value; consolidation or use of
      the
      equity method for investments is generally not appropriate. SOP No. 07-1 also
      addresses the retention of specialized investment company accounting by a parent
      company in consolidation or by an equity method investor. SOP No. 07-1 is
      effective for fiscal years beginning on or after December 15, 2007 with early
      adoption encouraged. The Company is currently evaluating the impact, if any
      of
      SOP No. 07-1 on the Company’s condensed financial statements.




In
      September 2007, the FASB published Proposed FASB Staff Position ("FSP") No.
      APB
      14-a, “Accounting for Convertible Debt Instruments That May Be Settled in Cash
      upon Conversion.” The proposed FSP applies to convertible debt instruments that,
      by their stated terms, may be settled in cash (or other assets) upon conversion,
      including partial cash settlement, unless the embedded conversion option is
      required to be separately accounted for as a derivative under SFAS No.133.
      Convertible debt instruments within the scope of the proposed FSP are not
      addressed by APB 14. Therefore, the liability and equity components of
      convertible debt instruments within the scope of the proposed FSP shall be
      separately accounted for in a manner that will reflect the entity’s
      nonconvertible debt borrowing rate. This will require an allocation of the
      convertible debt proceeds between the liability component and the embedded
      conversion option (i.e., the equity component). The difference between the
      principal amount of the debt and the amount of the proceeds allocated to the
      liability component would be reported as a debt discount and subsequently
      amortized to earnings over the instrument’s expected life using the effective
      interest method. The proposed FSP is expected to be effective for fiscal years
      beginning after December 15, 2007 and will require retrospective application.
      The Company is currently reviewing the effect, if any, if the proposed FSP
      were
      to be adopted.





-6-


**3.**
            **Loan
                Receivable**




The
      loan
      receivable from UniverCompany Limited Liability Company, a Russian limited
      liability society ("UniverCompany"), is non-interest bearing, unsecured and
      has
      no specified terms for repayment, and has face value of $1,199,000. The fair
      value of the loan was determined to be $961,585, estimated based on a collection
      period of 2 years, using interest rate of 11%. Unrealized loss has been reported
      in other comprehensive loss.




**4.**
            **Loan
                Payable**




The
      loan
      payable to Blue Water Partners bears interest at prime plus 1% per annum
      beginning October 31, is unsecured and has no specified terms of repayment.




**5.**
            **Capital
                Stock**




On
      November 23, 2006, the Company implemented a one for forty (1:40) forward stock
      split and increased its authorized shares of common stock on a corresponding
      basis. The 2006 comparative number of shares have been retroactively adjusted
      to
      give effect to the stock split.




On
      December 19, 2006 the Company issued 1,000,000 units of the Company's
      securities, each unit consisting of one share of common stock and one share
      purchase warrant for total proceeds of $1,000,000. Each warrant is exercisable
      for one share of common stock at an exercise price of $2.50 for two years from
      the date of issuance. Due to the substantial difference between market value
      and
      exercise price no value has been attributed to the warrants.




In
      March
      2007, the Company issued 25,000 shares for services valued at
      $2,500.




In
      March
      2007, the Company issued 83,200 shares for cash of $8,320.




In
      May
      2007, the Company issued 111,111 shares by way of the sale of 111,111 units
      of
      the Company's securities. Each unit consists 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 2 years from the date of
      issuance. The units were issued for cash of $406,112 for the common shares
      and
      $93,888 for the Class A Warrants.




In
      June
      2007, the Company cancelled 40,000,000 issued common shares that were held
      by
      former directors.





-7-


**6.**
            **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 year, 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 statutory rate - 31%
            
            **$**
            **(103,059**
            **)**Valuation
                allowance
            
            
            **103,059**Current
                provision for income taxes
            
            
            **-**





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
      100%
      valuation allowance has been recorded for the current income taxes and deferred
      income tax assets.





The
      Company has deferred income tax assets as follows:





Net
                operating loss carryforward
            
            **$**
            **122,730**Valuation
                allowance for deferred income tax assets
            
            
            **(122,730**
            **)**Deferred
                income tax assets
            
            **$**
            **-**







As
      of
      September 30, 2007, the Company had $390,857 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:




Expiry
                2023
            
            $
            1,728Expiry
                2024
            
            
            4,513Expiry
                2025
            
            
            5,676Expiry
                2026
            
            
            50,726Expiry
                2027
            
            
            328,214$
            390,857





-8-


**7.**
            **Contingency**




On
      November 30, 2006, the Company entered into a stock purchase agreement with
      UniverCompany and agreed to purchase from shareholders of UniverCompany 100%
      of
      the issued and outstanding shares of common stock of UniverCompany. In
      consideration therefore, the Company will issue to the shareholders of
      UniverCompany 15,000,000 shares of the Company's common stock.




The
      acquisition is currently going through the legal procedures required by Russian
      legislation, and the title did not pass to the Company as of the period end.
      Shares will be issued when the transaction is approved by the Russian
      authorities.




**8.**
            **Restatement**




The
      stockholders' equity has been retroactively restated to December 31, 2005 to
      give effect to the 1 for 40 stock split as described in note 5.










**Item
      2.**  **Management’s
      Discussion and Analysis or Plan of Operations.**





As
      used
      in this Form 10-QSB, 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-QSB (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. On that date, we filed with the
      Secretary of State of Nevada Articles of Merger, pursuant to which the
      Subsidiary merged with and into us in accordance with the Plan of Merger.
      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.





On
      August
      27, 2007, the Company initiated its acquisition of UniverCompany by acquiring
      100% of the issued and outstanding shares of common stock of UniverCompany
      in
      accordance with the UniverAgreement, as amended. UniverCompany will become
      a
      wholly-owned subsidiary of the Company after the Russian registration procedures
      and completed and approved.




Since
      inception, we have had an insignificant amount of revenues. Our operations
      have
      been limited to general administrative operations. We are considered a
      development stage company in accordance with Statement of Financial Accounting
      Standards No. 7.





**Proposed
      Business**





On
      August
      27, 2007, the Company initiated its acquisition of UniverCompany by acquiring
      100% of the issued and outstanding shares of common stock of UniverCompany
      in
      accordance with the UniverAgreement. UniverCompany has begun the process of
      transferring it’s registration per Russian government procedures. Once this
      process is complete, UniverCompany will become a wholly-owned subsidiary of
      the
      Company. We intend to file under cover of an appropriate SEC periodic report,
      the financial statements of UniverCompany and pro forma financial statements
      for
      UniverCompany and the Company, to the extent required by applicable SEC
      regulations.








As
      previously disclosed on December 4, 2006, 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. Once its acquisition
      of UniverCompany is complete, StarGold will own rights to the "Nerchinskie"
      minerals & metals deposit, which StarGold believes contains significant
      amounts of gold and silver, and approximately 17% of the "Karalon" deposit,
      which the Company believes has both precious metals and other scare resources
      such as copper, lead and tin. The balance of the purchase price for Nerchinskie
      license of approximately $26 million USD must be paid prior to January 2013.
      Under an agreement dated December 2006, UniverCompany has the option to acquire
      an additional 63% of the Karalon deposit in return for a payment of $2.8 million
      USD.





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.





**Plan
      of Operation**





We
      have
      not generated any revenues during the nine months ended September 30, 2007
      and
      do not expect to generate any revenues over the next six to twelve months.
      The
      company's strategy is to complete the procedural steps necessary to register
      UniverCompany as a wholly-owned subsidiary of StarGold and to raise funds to
      prove and possibly exploit the Nerchinskie and Karalon properties. Further,
      Company will continue to seek out investment and acquisition opportunities
      in
      Russia and Eastern Europe with the aim of extracting natural resources from
      existing licenses and acquiring and exploiting other natural resource licenses
      and properties ultimately developing a portfolio of natural resource
      opportunities attractive to Western investors.





Our
      principal business objective for the next twelve months will be to raise funds.
      If we are not successful, we will then have to seek, investigate and, if such
      investigation warrants, engage in a business combination with another private
      entity whose business presents an opportunity for our shareholders.





As
      of
      September 30, 2007, we had $6,990 in cash. We incurred a net loss of $205,622
      for the period July 1, 2007 to September 30, 2007. During the quarter covered
      by
      this Report, the Company made a $99,000 non-interest bearing, unsecured loan
      to
      UniverCompany. During the quarter ended September 30, 2007, there was an in
      increase in professional fees corresponding with the increase in legal and
      accounting activity associated with completing the acquisition of UniverCompany.
      Salaries and benefits for the six and nine month period ending June 30, 2007
      and
      September 30, 2007, was $40,000 and $60,000 respectively, as Marcus Segal,
      the
      Company's Chief Executive Officer and Chief Financial Officer receives a salary
      of $20,000 per quarter for services.





During
      the next twelve months we anticipate incurring costs related to finalizing
      the
      acquisition of UniverCompany and the filing of the appropriate SEC periodic
      reports. We believe we will be able to meet these costs through funds to be
      loaned by or invested in us by our stockholders, management or other investors.
      We have no specific plans, understandings or agreements with respect to the
      raising of such funds, and we may seek to raise the required capital by the
      issuance of equity or debt securities or by other means. Since we have no such
      arrangements or plans currently in effect, our inability to raise funds for
      the
      consummation of an acquisition may have a severe negative impact on our ability
      to become a viable company.





**Item
      3.**  **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 reports that we file or submit under the Securities
      Exchange Act of 1934 is 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-QSB
      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.
            
            Description
            
            Where
                Found31.1
            
            Rule
                13a-14(a)/15d14(a) Certifications
            
            Attached
                Hereto32.1
            
            Section
                1350 Certifications
            
            Attached
                Hereto





SIGNATURES





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




Dated:
      November 19, 2007


STARGOLD
                MINES, INC.By:
            /s/ Marcus
              U.
              SegalName:
            Marcus
              U. SegalTitle:
            President,
                Chief Executive Officer,
              Chief
                  Financial Officer, and Director
                (Principal
                  Executive, Financial, and
                and
                  Accounting Officer)