UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10-QSB

(Mark one)

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

(Fee required)
                  For the quarterly period ended June 30, 2005
                                       or

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

         For the transition period from ______________ to _____________

                         Commission File Number: 0-26760

                         XERION ECOSOLUTIONS GROUP INC.


         Colorado                                               84-1286065
--------------------------                             -------------------------
 (State of incorporation)                               (IRS Employer ID Number)

                         Suite 905, 102-4369 Main Street
                           Whistler, BC Canada V0N 1B4
            --------------------------------------------------------
                    (Address of principal executive offices)

                                 (604) 902 0178
                           (Issuer's telephone number)
                -------------------------------------------------



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

State the number of shares outstanding of each of the issuer's classes of common
equity as of the latest practicable date: August 15, 2005 2,841,523 shares.

The SEC maintains an Internet site that contains reports,  proxy and information
statements,   and  other  information   regarding  filings  of  the  Company  at
http://www.sec.gov.


       Transitional Small Business Disclosure Format (check one): YES   NO X


<PAGE>

                                TABLE OF CONTENTS

ITEM NUMBER                                                                 PAGE

PART 1 - FINANCIAL INFORMATION

1. Financial Statements                                                        1

2. Management's Discussion and Analysis or Plan of Operation                   9

3. Controls and Procedures                                                    10

PART 2 - OTHER INFORMATION

1. Legal Proceedings                                                          10

2. Changes In Securities                                                      11

3. Defaults Upon Senior Securities                                            11

4. Submission of Matters to a Vote of Security                                11

5. Other Information                                                          11

6. Exhibits and Reports on Form 8-K                                           11

Signatures                                                                    11













                                       2
<PAGE>
<TABLE>
<CAPTION>

PART 1 - FINANCIAL INFORMATION

Item 1 - Financial Statements


                         Xerion EcoSolutions Group Inc.
                         (A Development Stage Company)
                                 Balance Sheets
                          (expressed in U.S. Dollars)

                                                                  As at           As at
                                                                 June 30,      December 31,
                                                                   2005           2004
                                                                     $              $
                                                                (unaudited)     (audited)
<S>                                                             <C>            <C>
ASSETS

Current Assets

Cash                                                                 11,577          2,333
                                                                -----------    -----------
Total Current Assets                                                 11,577          2,333

Property and Equipment (Note 3)                                       3,367          4,836
------------------------------------------------------------------------------------------
Total Assets                                                         14,944          7,169
==========================================================================================

LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities

Accounts payable (Note 4(b))                                        178,966        142,553
Accrued liabilities                                                   1,500          4,942
Due to related party (Note 4(c))                                     13,234           --
------------------------------------------------------------------------------------------
Total Liabilities                                                   193,700        147,495
------------------------------------------------------------------------------------------

Stockholders' Deficit

Preferred stock, 50,000,000 shares authorized, no par value;
none issued                                                            --             --

Common Stock, 300,000,000 shares authorized, $0.001 par value
2,841,523 shares issued and outstanding                               2,842          2,842

Additional Paid-in Capital                                       10,014,413     10,014,413

Donated Capital                                                     126,000        126,000

Deficit Accumulated During the Development Stage                (10,322,011)   (10,283,581)
------------------------------------------------------------------------------------------
Total Stockholders' Deficit                                        (178,756)      (140,326)
------------------------------------------------------------------------------------------
Total Liabilities and Stockholders' Deficit                          14,944          7,169
==========================================================================================
</TABLE>



(The accompanying notes are an integral part of the financial statements)


                                       3
<PAGE>
<TABLE>
<CAPTION>

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Statements of Operations
(expressed in U.S. Dollars)
(unaudited)


                                               Accumulated from          For the                       For the
                                               November 1, 1985        Three Months                  Six Months
                                             (Date of Inception)          Ended                         Ended
                                                 to June 30,             June 30,                      June 30,
                                                     2005           2005           2004           2005           2004
                                                       $              $              $              $              $
<S>                                              <C>            <C>            <C>            <C>             <C>

Revenue                                                 --             --             --             --             --
------------------------------------------------------------------------------------------------------------------------

Expenses

  Depreciation                                        10,820            752            810          1,469          1,617
  General and administrative (1) (Note 4(a))       3,021,014         18,898         20,543         36,961         57,205
  Impairment loss on intangible asset                 20,000           --             --             --             --
  Loss on disposal of property and equipment           7,866           --             --             --             --
  Mining exploration                                  54,379           --             --             --             --
  Stock-based compensation                         1,955,651           --             --             --             --
------------------------------------------------------------------------------------------------------------------------

Total Expenses                                     5,069,730         19,650         21,353         38,430         58,822
------------------------------------------------------------------------------------------------------------------------

Loss from Continuing Operations                   (5,069,730)       (19,650)       (21,353)       (38,430)       (58,822)

Loss from Discontinued Operations                 (5,252,281)          --             --             --             --
------------------------------------------------------------------------------------------------------------------------

Net Loss                                         (10,322,011)       (19,650)       (21,353)       (38,430)       (58,822)
========================================================================================================================

Net Loss Per Share - Basic and Diluted                                (0.01)         (0.01)         (0.01)         (0.01)
========================================================================================================================


Weighted Average Shares Outstanding                               2,841,000      2,841,000      2,841,000      2,841,000
========================================================================================================================

(1) Stock-based compensation is excluded from:

    General and administrative                     1,955,651           --             --             --             --
========================================================================================================================
</TABLE>






   (The accompanying notes are an integral part of the financial statements)


                                       4
<PAGE>
<TABLE>
<CAPTION>

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Statements of Cash Flows
(expressed in U.S. Dollars)
(unaudited)

                                                                              For the Six Months
                                                                                    Ended
                                                                                   June 30,
                                                                                2005      2004
                                                                                 $          $
<S>                                                                           <C>        <C>
Cash Flows to Operating Activities

Net loss                                                                      (38,430)   (58,822)

Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation                                                                    1,469      1,617
Loss on disposal of property and equipment                                       --        7,866

Changes in operating assets and liabilities:
Prepaid expenses                                                                 --          903
Accounts payable and accrued liabilities                                       32,971     12,476
------------------------------------------------------------------------------------------------

Net Cash Used in Operating Activities                                          (3,990)   (35,960)
------------------------------------------------------------------------------------------------

Cash Flows from Investing Activities

Proceeds from sale of property, plant and equipment
Purchase of mining claims                                                        --        9,000
------------------------------------------------------------------------------------------------

Net Cash Provided By Investing Activities                                        --        9,000
------------------------------------------------------------------------------------------------

Cash Flows from (to) Financing Activities

 Advances from a related party                                                 13,234       --
 Repayments to a related party                                                   --       (1,015)
------------------------------------------------------------------------------------------------

Net Cash Provided By (Used in) Financing Activities                            13,234     (1,015)
------------------------------------------------------------------------------------------------

Increase (Decrease) in Cash                                                     9,244    (27,975)

Cash - Beginning of Period                                                      2,333     33,685
------------------------------------------------------------------------------------------------

Cash - End of Period                                                           11,577      5,710
================================================================================================

Non-cash Financing and Investing Activities                                      --         --
================================================================================================

Supplemental Disclosures

Interest paid                                                                    --         --
Income tax paid                                                                  --         --
================================================================================================
</TABLE>




   (The accompanying notes are an integral part of the financial statements)


                                       5
<PAGE>

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. Dollars)
(unaudited)



1.   Nature of Operations and Continuance of Business

     Xerion EcoSolutions Group Inc. (the "Company") was incorporated on November
     1, 1985 under the laws of the State of Colorado.  The shares of the Company
     currently  trade on the Over the  Counter  Bulletin  Board under the ticker
     symbol "XECO".

     The Company had been working with a specialist  consultant  in the field of
     hydrometallurgy. This work included a potential research project focused of
     developing a viable  alternative  to cyanide for the gold mining  industry.
     The  consultant  has  identified   specific  chemical   conditions  in  the
     application of certain non-toxic  reagents that could lead to a significant
     breakthrough in the development of a replacement for cyanide. The prospects
     of  developing  and bringing to market a technology  of this  magnitude may
     exceed the Company's  ability and management is evaluating the  possibility
     of merging with another,  more established company with existing operations
     and cash flow.

     The  Company is a  development  stage  company as defined by  Statement  of
     Financial Accountings Standards ("SFAS") No. 7 "Accounting and Reporting by
     Development Stage Enterprises".  In a development stage company, management
     devotes  most of its  activities  in  developing  a market for its products
     and/or services.  The Company is presently in its  developmental  stage and
     currently  has no sources of  revenue  to  provide  incoming  cash flows to
     sustain future  operations.  As at June 30, 2005, the Company has a working
     capital  deficit of $182,123  (December  31,  2004 -  $145,162)  and has an
     accumulated deficit of $10,322,011 since its inception.  The ability of the
     Company to emerge from the  development  stage with  respect to any planned
     principal  business  activity is dependent upon its  successful  efforts to
     raise additional  equity financing and then generate  significant  revenue.
     Management has plans to seek additional  capital through equity and/or debt
     offerings.  There is no guarantee that the Company will be able to complete
     any  of  the  above  objectives.  These  factors  raise  substantial  doubt
     regarding the Company's ability to continue as a going concern.


2.   Summary of Significant Accounting Policies

     a)   Basis of Accounting and Year End

          These financial  statements are prepared in conformity with accounting
          principles  generally  accepted in the United States and are presented
          in U.S. dollars. The Company's fiscal year end is December 31.

     b)   Use of Estimates

          The preparation of financial  statements in conformity with accounting
          principles generally accepted in the United States 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 periods.  Actual  results
          could differ from those estimates.

     c)   Cash and Cash Equivalents

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

     d)   Property and Equipment

          Property and equipment consists of computer equipment recorded at cost
          and  depreciated on a  straight-line  basis over the estimated  useful
          life of three years.

     e)   Long-lived Assets

          In accordance with Financial  Accounting Standards Board ("FASB") SFAS
          No. 144,  "Accounting  for the  Impairment  or Disposal of  Long-Lived
          Assets",  the carrying value of intangible assets and other long-lived
          assets is reviewed on a regular  basis for the  existence  of facts or
          circumstances that may suggest  impairment.  The Company recognizes an
          impairment when the sum of the expected undiscounted future cash flows
          is less than the carrying amount of the asset.  Impairment  losses, if
          any, are  measured as the excess of the  carrying  amount of the asset
          over its estimated fair value.



                                       6
<PAGE>

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. Dollars)
(unaudited)



2.   Summary of Significant Accounting Policies (continued)

     f)   Financial Instruments

          The carrying value of cash,  accounts payable and accrued  liabilities
          and due to related party  approximate  fair value due to the immediate
          or short-term maturity of these financial instruments.

     g)   Mineral Property Costs

          The  Company  has been  engaged in the  acquisition,  exploration  and
          development of mining  properties.  Mineral  property  acquisition and
          exploration  costs  are  expensed  as  incurred.   When  it  has  been
          determined that a mineral property can be economically  developed as a
          result  of  establishing  proven  and  probable  reserves,  the  costs
          incurred to develop such property, are capitalized. Such costs will be
          amortized using the units-of-production method over the estimated life
          of the probable reserve.

     h)   Income Taxes

          Potential  benefits  of income tax losses  are not  recognized  in the
          accounts  until  realization  is more likely than not. The Company has
          adopted  SFAS  No.  109,  "Accounting  for  Income  Taxes",  as of its
          inception. Pursuant to SFAS No. 109 the Company is required to compute
          tax asset  benefits for net  operating  losses  carried  forward.  The
          potential benefits of net operating losses have not been recognized in
          these financial statements because the Company cannot be assured it is
          more likely than not it will utilize the net operating  losses carried
          forward in future years.

     i)   Foreign Currency Transactions

          The Company's  functional and reporting  currency is the United States
          dollar.  Occasional  transactions  occur  in  Canadian  currency,  and
          management has adopted SFAS No. 52,  "Foreign  Currency  Translation".
          Monetary assets and liabilities  denominated in foreign currencies are
          translated  into United States  dollars at rates of exchange in effect
          at the balance sheet date. Non-monetary assets,  liabilities and items
          recorded in income  arising from  transactions  denominated in foreign
          currencies  are  translated at rates of exchange in effect at the date
          of the transaction.

     j)   Stock-based Compensation

          The  Company  has  adopted  SFAS No. 123  "Accounting  for Stock Based
          Compensation"  which  requires that stock awards  granted to employees
          and non-employees are recognized as compensation  expense based on the
          fair market value of the stock award or fair market value of the goods
          and services received whichever is more reliably measurable.

     k)   Basic and Diluted Net Income (Loss) per Share

          The Company  computes net income (loss) per share in  accordance  with
          SFAS No.  128,  "Earnings  per Share"  (SFAS 128).  SFAS 128  requires
          presentation of both basic and diluted earnings per share (EPS) on the
          face of the income  statement.  Basic EPS is computed by dividing  net
          income  (loss)  available to common  shareholders  (numerator)  by the
          weighted  average  number of common shares  outstanding  (denominator)
          during the period.  Diluted EPS gives effect to all dilutive potential
          common shares  outstanding  during the period including stock options,
          using the treasury  stock method,  and  convertible  preferred  stock,
          using the if-converted  method.  In computing diluted EPS, the average
          stock price for the period is used in determining the number of shares
          assumed  to be  purchased  from  the  exercise  of  stock  options  or
          warrants.  Diluted EPS excludes all dilutive potential shares if their
          effect is  anti-dilutive.  Loss per share information does not include
          the effect of any potential  common  shares,  as their effect would be
          anti-dilutive.

     l)   Comprehensive Loss

          SFAS No. 130, "Reporting  Comprehensive Income," establishes standards
          for the reporting and display of comprehensive loss and its components
          in the financial statements. As at June 30, 2005 and 2004, the Company
          has no items that represent comprehensive loss and, therefore, has not
          included a schedule of comprehensive loss in the financial statements.



                                       7
<PAGE>

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. Dollars)
(unaudited)


2.   Summary of Significant Accounting Policies (continued)

     m)   Recent Accounting Pronouncements

          In December  2004,  the FASB issued SFAS No. 123 (Revised 2004) ("SFAS
          No.  123R"),  "Share-Based  Payment."  SFAS No. 123R requires that the
          compensation  cost relating to  share-based  payment  transactions  be
          recognized in financial  statements.  That cost will be measured based
          on the fair value of the equity or liability  instruments issued. SFAS
          No. 123R represents the culmination of a two-year effort to respond to
          requests  from  investors  and many others  that the FASB  improve the
          accounting for share-based  payment  arrangements with employees.  The
          scope  of  SFAS  No.  123R  includes  a  wide  range  of   share-based
          compensation  arrangements  including share options,  restricted share
          plans,   performance-based  awards,  share  appreciation  rights,  and
          employee  share purchase  plans.  SFAS No. 123R replaces SFAS No. 123,
          "Accounting for Stock-Based Compensation",  and supersedes APB Opinion
          No. 25,  "Accounting for Stock Issued to Employees".  SFAS No. 123, as
          originally    issued   in   1995,    established   as   preferable   a
          fair-value-based   method  of  accounting  for   share-based   payment
          transactions  with  employees.   However,   that  statement  permitted
          entities the option of continuing to apply the guidance in APB Opinion
          No. 25, as long as the footnotes to the financial statements disclosed
          what net income  would have been had the  preferable  fair-value-based
          method been used.  Although those  disclosures  helped to mitigate the
          problems  associated  with  accounting  under APB Opinion No. 25, many
          investors  and other users of financial  statements  believed that the
          failure to include employee compensation costs in the income statement
          impaired the transparency, comparability, and credibility of financial
          statements.  Public entities that file as small business  issuers will
          be required  to apply  Statement  123R in the first  interim or annual
          reporting  period that begins after December 15, 2005. The adoption of
          this  standard  is not  expected  to  have a  material  impact  on the
          Company's results of operations or financial position.

          In  December  2004,  the FASB  issued  SFAS  No.  153,  "Exchanges  of
          Nonmonetary Assets - An Amendment of APB Opinion No. 29". SFAS No. 153
          is the  result of a broader  effort by the FASB to  improve  financial
          reporting by eliminating differences between GAAP in the United States
          and GAAP developed by the  International  Accounting  Standards  Board
          (IASB).  As part of this  effort,  the FASB  and the  IASB  identified
          opportunities to improve  financial  reporting by eliminating  certain
          narrow differences between their existing accounting  standards.  SFAS
          No.  153 amends  APB  Opinion  No.  29,  "Accounting  for  Nonmonetary
          Transactions",  that was issued in 1973. The  amendments  made by SFAS
          No.  153 are based on the  principle  that  exchanges  of  nonmonetary
          assets  should  be  measured  based  on the fair  value of the  assets
          exchanged.  Further, the amendments eliminate the narrow exception for
          nonmonetary exchanges of similar productive assets and replace it with
          a broader  exception for exchanges of  nonmonetary  assets that do not
          have "commercial substance."  Previously,  APB Opinion No. 29 required
          that the  accounting  for an  exchange  of a  productive  asset  for a
          similar  productive  asset or an  equivalent  interest  in the same or
          similar productive asset should be based on the recorded amount of the
          asset  relinquished.  The  provisions in SFAS No.153 are effective for
          nonmonetary  asset  exchanges  occurring in fiscal  periods  beginning
          after June 15, 2005. Early application is permitted and companies must
          apply the  standard  prospectively.  The  effect of  adoption  of this
          standard is not  expected to have a material  impact on the  Company's
          results of operations and financial position.

         The FASB has also issued SFAS No. 151 and 152, but they will not have
          any relationship to the operations of the Company. Therefore, a
         description and its impact for each on the Company's operations and
         financial position have not been disclosed.

          In March 2005, the SEC staff issued Staff Accounting  Bulletin No. 107
          ("SAB 107") to give guidance on the  implementation  of SFAS No. 123R.
          The Company will  consider SAB 107 during the  implementation  of SFAS
          No. 123R.

     n)   Reclassifications

          Certain  reclassifications  have  been  made  to  the  prior  period's
          financial statements to conform to the current period's presentation.



                                       8
<PAGE>

Xerion EcoSolutions Group Inc.
(A Development Stage Company)
Notes to the Financial Statements
(expressed in U.S. Dollars)
(unaudited)



2.   Summary of Significant Accounting Policies (continued)

     o)   Interim Financial Statements

          These interim unaudited financial statements have been prepared on the
          same basis as the annual  financial  statements  and in the opinion of
          management,   reflect  all  adjustments,  which  include  only  normal
          recurring  adjustments,  necessary  to present  fairly  the  Company's
          financial  position,  results  of  operations  and cash  flows for the
          periods  shown.  The results of  operations  for such  periods are not
          necessarily  indicative of the results expected for a full year or for
          any future period.


3.   Property and Equipment

                                                      June 30,     December 31,
                                                        2005           2004
                                                      Net Book       Net Book
                                       Accumulated      Value         Value
                            Cost      Depreciation        $             $
                              $             $        (unaudited)    (audited)

     Computer equipment        9,207         5,840         3,367         4,836
                         -----------------------------------------------------



4.   Related Party Transactions

     a)   The Company  accrued $30,000 during the six months ended June 30, 2005
          (2004 -  $30,000)  to the  President  of the  Company  for  management
          services rendered.

     b)   Included in accounts  payable is a balance of $150,000  (December  31,
          2004 -  $120,000)  payable to the  President  of the  Company.

     c)   The amount of $13,234  (December 31, 2004 - $Nil) due to the President
          of the Company for cash  advances and  expenses  paid on behalf of the
          Company is without interest, unsecured and due on demand.




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

Caution Regarding Forward-Looking Information
---------------------------------------------

This  quarterly   report  contains   certain   forward-looking   statements  and
information relating to the Company that are based on the beliefs of the Company
or management as well as assumptions made by and information currently available
to  the  Company  or  management.   When  used  in  this  document,   the  words
"anticipate",   "believe",   "estimate",   "expect"  and  "intend"  and  similar
expressions,  as they relate to the Company or its  management,  are intended to
identify forward-looking statements. Such statements reflect the current view of
the  Company   regarding  future  events  and  are  subject  to  certain  risks,
uncertainties  and  assumptions,  including the risks and  uncertainties  noted.
Should  one or more of  these  risks or  uncertainties  materialize,  or  should
underlying assumptions prove incorrect,  actual results may vary materially from
those  described  herein  as  anticipated,   believed,  estimated,  expected  or
intended. In each instance,  forward-looking information should be considered in
light of the accompanying meaningful cautionary statements herein.


General Business Overview
-------------------------

Xerion  EcoSolutions Group Inc. was originally  incorporated in Colorado in 1985
as  Gemini  Ventures,  Inc.  The name was  changed  in 1989 to  Solomon  Trading
Company,  Ltd., in 1994 to the Voyageur  First,  Inc., in 1995 to North American
Resorts, Inc., in 2000 to Immulabs Corp. Effective March 28, 2003, as filed with
the State of Colorado, the Company changed its name to Xerion EcoSolutions Group
Inc. and is currently in the business of developing gold  extraction  technology
for the mining industry.



                                       9
<PAGE>

In  November  2000,   Immulabs   acquired  the  exclusive   rights  to  purchase
technologies  developed  by Quest  Research  Group,  Inc.  ("Quest")  of Boston,
Massachusetts,  and to buy up to 100% of that company.  Quest's biotech research
had resulted in the development of two  technologies of interest to the Company,
which the Company hoped to  commercialize.  With the exclusive rights to acquire
secured,  the  Company had been  performing  its due  diligence  pursuant to its
option  contract with Quest in order to evaluate the  technology and develop its
commercialization  strategy.  The parties entered into a dispute and the Company
contacted  Quest to seek  mediation or arbitration as provided for in the option
agreement.  The Company  subsequently learned that Quest had insufficient assets
to  warrant  litigation  and  decided at this time not to pursue  further  legal
action.

In October 2002, the Company retained Ben Traub as President of the company. Mr.
Traub was to identify new business opportunities on behalf of the Company.

On March 17, 2003 the  Company  purchased  67 mining  claims and certain ore and
waste processing technologies.  In compliance with the purchase agreements,  the
vendors were obligated to deliver  exploration and metallurgical data to support
the  representations  made about the  processing  technologies  and claims.  The
Vendors neglected to deliver this documentation. Subsequent to December 31, 2003
the Company has  canceled  the  purchase  agreements.  The  cancellation  of the
purchase results in a reimbursement of 2.5 million shares to the company,  which
substantially reduced the issued and outstanding shares of the Company.

For over a year the Company has been working with Dr. David Dreisinger (1), a
specialist consultant in the field of hydrometallurgy. This work has included a
research project focused on developing a viable alternative to cyanide for the
gold mining industry. As a result of this consulting project, Dr. Dreisinger has
identified certain chemical conditions in the application of certain non-toxic
reagents that he believes could lead to a significant breakthrough in the
development of a replacement for cyanide.

Cyanide  is  currently  used to  extract  in excess of 80% of the  world's  gold
production.  Cyanide is widely known to be toxic and dangerous to work with (2).
Due to many accidental spills of cyanide into lakes, streams and drinking water,
the use of cyanide has come under close  scrutiny by  environmental  regulators.
Public  awareness of the  perceived  dangers has led to the use of cyanide being
banned or  severely  restricted  in some areas of the world,  thus  providing  a
commercial  opportunity for alternative  gold extraction  systems.  For example,
Canyon Resources has a 10.9 million ounce gold deposit that is currently impeded
from development by the anti-mining initiative, I-137, which bans development of
new gold and silver mines which use open-pit mining and cyanide in the treatment
and recovery  process in the State of Montana (3). To date, no alternative  gold
extraction system has found broad commercial success due to associated  problems
with chemistry and/or economics (4). It is Xerion's goal to develop a less toxic
alternative to cyanide for the gold mining  industry.  There is currently little
market for  cyanide  alternatives  due to the wide use of cyanide and its strong
market dominance. However, due to the current regulatory climate, it is possible
that substantial  proof of concept by a less toxic  alternative  could result in
adoption by the mining  industry.  Dr.  Dreisinger  has  identified and proposed
certain  chemical  conditions  under which  selected  non-toxic  reagents  could
potentially  operate  economically,  at the  same  time  avoid  known  handicaps
previously  associated  with such  chemistry.  A  substantial  review of related
literature  and  existing  patents  has not  revealed  any  other  work that has
utilized  these  proposed  chemical  conditions.  The  Company is  currently  in
discussions with Dr. Dreisinger (5) regarding the necessary bench scale lab work
to prove out Dr. Dreisinger's hypothesis. If an agreement with Dr. Dreisinger is
consummated,  research work is  anticipated  to take place at the  University of
British Columbia.
(1) www.mmat.ubc.ca/units/bioh/people/dreisinger/dreisinger.html
(2) www.cyanidecode.org/library/cn_facts_health.html
(3) www.canyonresources.com/projects/mcdon.html
(4) http://technology.infomine.com/enviromine/publicat/cyanide.pdf
(5) www.mmat.ubc.ca/research/groups/hydromet.htm

The prospect of developing and bringing to market a technology of this magnitude
exceeds the Company's current ability.  Management is evaluating the possibility
of merging with another,  more established  company with existing operations and
cash flow.

Results of Operations for the Six Months Ended June 30, 2005
------------------------------------------------------------

Revenues. The Company currently has no revenues from operations, and the Company
does not anticipate that it will generate any revenues in the near future.



                                       10
<PAGE>

The Company incurred a net loss of $38,430 compared to $58,822 in the equivalent
period of 2004.


Liquidity and Capital  Resources.  The primary  source of the Company's cash has
been through the sale of equity.  Our cash increased to $11,577 at June 30, 2005
from $742 at March 31, 2005 as the President of the Company  advanced $13,234 to
the Company  during the past  quarter.  As at June 30,  2005,  the Company has a
working capital deficit of $182,123 as compared to $163,224 at March 31, 2005.


Future  expenses  will either be financed by the  President of the Company or in
the form of private placements.


The Company  believes its current  available cash position and access to capital
is  sufficient  to meet its cash  needs on a  short-term  basis.  The  Company's
ability to continue as a going concern is dependent  upon the Company's  ability
in the near future to (i) raise additional funds through equity financings,  and
(ii) loans from significant shareholders.


Item 3 - Controls and Procedures
--------------------------------

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES.  The Company's Chief Executive
Officer and Chief  Financial  Officer have  evaluated the  effectiveness  of the
Company's  disclosure  controls and procedures (as such term is defined in Rules
13a-15 and 15d-15  under the  Exchange  Act) as of the end of period  covered by
this quarterly report (the "Evaluation  Date").  Based on such evaluation,  such
officers  have  concluded  that,  as  of  the  Evaluation  Date,  the  Company's
disclosure controls and procedures are effective.

CHANGES IN INTERNAL  CONTROLS OVER FINANCIAL  REPORTING.  During the most recent
fiscal  quarter,  there have not been any  significant  changes in the Company's
internal  controls  over  financial  reporting  or in other  factors  that  have
materially  affected,  or are reasonably  likely to materially  affect  internal
controls over financial reporting.


PART 2 - OTHER INFORMATION
--------------------------

Item 1 - Legal Proceedings
--------------------------

To the best knowledge of the Officers and Directors of the Company,  neither the
Company  nor  any of  its  Officers  and  Directors  are  parties  to any  legal
proceeding or litigation  other than as described below.  Further,  the Officers
and  Directors  know of no  threatened  or  contemplated  legal  proceedings  or
litigation other than as described below.

The  current  Management  learned  in late  2002 that the  Company  was in legal
dispute over the  purchase of a shuttle bus in 1998.  The owners of the bus lost
the vehicle in bankruptcy and were looking to recoup  $97,508.58 plus associated
costs through litigation. As per an existing indemnification  agreement,  Former
Directors of the Company  hired a law firm to represent the company and the case
was settled  with a  negotiated  judgment  being  awarded  against a company not
associated with Xerion. Xerion has no liabilities in this matter.

Item 2 - Changes in Securities
------------------------------

None

Item 3 - Defaults Upon Senior Securities
----------------------------------------

None

Item 4 - Submission Of Matters To A Vote Of Security Holders
------------------------------------------------------------

None

Item 5 - Other Information
--------------------------

None



                                       11
<PAGE>

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

Exhibits
--------

31.1  Certification of Principal  Executive  Officer pursuant to Rule 13a-14 and
Rule  15d-14(a)  promulgated  under the  Securities and Exchange Act of 1934, as
amended
31.2  Certification of Principal  Financial Officer pursuant to Rule 13a-14 Rule
15d-14(a) promulgated under the Securities and Exchange Act of 1934, as amended
32.1  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 (Principal Executive Officer)
32.2  Certification  pursuant to 18 U.S.C.  Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002 (Principal Financial Officer)

Reports on Form 8-K
-------------------

None



SIGNATURES

In  accordance  with  the  requirements  of the  Securities  Exchange  Act,  the
Registrant  caused  this  report to be signed on its behalf by the  undersigned,
thereunto duly authorized on this 15th day of August, 2005

Xerion EcoSolutions Group Inc.


/s/ Ben Traub
------------------------------------
Ben Traub, President, Chief Executive Officer and Director



/s/ Robert Skanes
------------------------------------
Robert Skanes, Chief Financial Officer, Secretary and Director