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 March 31, 2005
                                       or

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


          For the tranition period from ______________ to _____________

                         Commission Fie 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: May 10, 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                   8

3. Controls and Procedures                                                     9

PART 2 - OTHER INFORMATION

1. Legal Proceedings                                                           9

2. Changes In Securities                                                      10

3. Defaults Upon Senior Securities                                            10

4. Submission of Matters to a Vote of Security                                10

5. Other Information 11

6. Exhibits and Reports on Form 8-K                                           10

Signatures                                                                    10


<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
                                                                             March 31,     December 31,
                                                                               2005             2004
                                                                                $                $
                                                                           (unaudited)       (audited)
<S>                                                                        <C>             <C>
ASSETS

Current Assets

Cash                                                                                742           2,333
-------------------------------------------------------------------------------------------------------
Total Current Assets                                                                742           2,333

Property and Equipment (Note 3)                                                   4,118           4,836
-------------------------------------------------------------------------------------------------------
Total Assets                                                                      4,860           7,169
=======================================================================================================


LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities

Accounts payable (Note 4(b))                                                    157,466         142,553
Accrued liabilities                                                               6,500           4,942
-------------------------------------------------------------------------------------------------------
Total Liabilities                                                               163,966         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                            (10,302,361)    (10,283,581)
-------------------------------------------------------------------------------------------------------
Total Stockholders' Deficit                                                    (159,106)       (140,326)
-------------------------------------------------------------------------------------------------------
Total Liabilities and Stockholders' Deficit                                       4,860           7,169
=======================================================================================================
</TABLE>



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


                                       1
<PAGE>
<TABLE>
<CAPTION>

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


                                             Accumulated from            For the
                                             November 1, 1985         Three Months
                                           (Date of Inception)            Ended
                                             to December 31,            March 31,
                                                   2004           2005            2004
                                                     $              $               $

<S>                                            <C>            <C>            <C>

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


Expenses

  Depreciation                                      10,069            718            807
  Impairment loss on intangible asset               20,000           --             --
  Loss on disposal of property and equipment         7,866           --            7,866
  Management services  (Note 4(a))               1,024,000         15,000         15,000
  Mining exploration                                54,379           --             --
  Professional fees                              1,095,755          2,522          4,658
  Selling, general and administrative              882,360            540          9,138
  Stock-based compensation                       1,955,651           --             --
----------------------------------------------------------------------------------------

Total Expenses                                   5,050,080         18,780         37,469
----------------------------------------------------------------------------------------

Loss from Continuing Operations                 (5,050,080)       (18,780)       (37,469)
----------------------------------------------------------------------------------------
Loss from Discontinued Operations               (5,252,281)          --             --
----------------------------------------------------------------------------------------

Net Loss                                       (10,302,361)       (18,780)       (37,469)
========================================================================================


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


Weighted Average Shares Outstanding                             2,841,000      2,841,000
========================================================================================
</TABLE>




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


                                       2
<PAGE>

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


                                                           For the Three Months
                                                                   Ended
                                                                 March 31,
                                                             2005       2004
                                                               $          $
Cash Flows to Operating Activities

Net loss                                                   (18,780)   (37,469)

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

Depreciation                                                   718        807
Loss on disposal of property and equipment                    --        7,866

Changes in operating assets and liabilities:
Accounts receivable                                           --       (9,000)
Prepaid expenses                                              --          451
Accounts payable and accrued liabilities                    16,471        586
-----------------------------------------------------------------------------

Net Cash Used in Operating Activities                       (1,591)   (36,759)
-----------------------------------------------------------------------------

Cash Flows from Investing Activities

Proceeds from disposal of property and equipment              --        9,000
-----------------------------------------------------------------------------
Net Cash Provided By Investing Activities                     --        9,000
-----------------------------------------------------------------------------

Cash Flows from (to) Financing Activities

Repayment of related party loan                               --       (1,014)
-----------------------------------------------------------------------------

Net Cash Provided By (Used in) Financing Activities           --       (1,014)
-----------------------------------------------------------------------------

Decrease in Cash                                            (1,591)   (28,774)

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

Cash - End of Period                                           742      4,911
=============================================================================

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

Interest paid                                                 --         --
Income tax paid                                               --         --
=============================================================================


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


                                       3
<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 entered the business of mine reclamation and  environmental
     remediation  which had  focused on serving  the mining and coal fired power
     plant industries.  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.   In  February  2004  the  Company  cancelled  the  purchase
     agreements.  The  cancellation  of the  purchase  agreements  results  in a
     reimbursement  of 2.5 million  shares to the Company,  which  substantially
     reduced the issued and outstanding shares of the Company.

     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.

     These financial statements are prepared using generally accepted accounting
     principles   applicable  to  a  going  concern,   which   contemplates  the
     realization  of assets and  liquidation of liabilities in the normal course
     of business.  However,  the Company does not have significant cash or other
     material assets,  nor does it have an established source of revenues needed
     to  cover  its  operating  costs  and to allow  it to  continue  as a going
     concern. As at March 31, 2005, the Company has a working capital deficit of
     $163,224  (December 31, 2004 - $145,162) and has an accumulated  deficit of
     $10,302,361 since its inception.  The Company has ongoing overhead expenses
     and will  require  significant  capital to execute its business  plan.  The
     Company's ability to meet those obligations and continue as a going concern
     is dependent  upon raising new capital  through  issuing debt and/or equity
     securities and then to generate  revenues and profits.  Until these funding
     sources  materialize  the controlling  shareholders  intend to continue the
     funding of necessary expenses to sustain operations.


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.



                                       4
<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)

     e)   Long-lived Assets

          In accordance  with  Financial  Accounting  Standards  Board  ("FASB")
          Statement  of  Financial   Accounting   Standards  ("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.

     f)   Financial Instruments

          Financial instruments which include cash, accounts payable and accrued
          liabilities were estimated to approximate their carrying values 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. Potential
          benefit 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.


                                       5
<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)

     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 March  31,  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.

     m)   Recent Accounting Pronouncements

          In December 2004, the Financial  Accounting  Standards  Board ("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.

     n)   Reclassifications

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


                                       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)

     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

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


     Computer equipment       9,207       5,089         4,118        4,836
     =======================================================================



4.   Related Party Transactions

     a)   The Company  accrued  $15,000  during the three months ended March 31,
          2005 (2004 - $15,000) to the  President of the Company for  management
          services rendered.

     b)   Included in accounts  payable is a balance of $135,000  (December  31,
          2004 - $120,000) payable to the President of the Company.

















                                       7
<PAGE>

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.

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
developmentof 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.


                                       8
<PAGE>

(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
may  exceed  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 Three Months Ended March 31, 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.


The Company incurred a net loss of $18,700 compared to $37,469 in the comparable
quarter of 2004.  The  decrease  was due to the fact the Company has had limited
funds to incur business development expenses.

Liquidity and Capital  Resources.  The primary  source of the Company's cash has
been  through the sale of equity.  Our cash  decreased to $742 at March 31, 2005
from  $2,333 at  December  31,  2004.  As at March 31,  2005,  the Company has a
working  capital  deficit of $163,224  as  compared to $145,162 at December  31,
2004.

Future expenses will be 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 is in dispute over
its purchase of a shuttle bus in 1998. The owners of the bus lost the vehicle in
bankruptcy and are looking to recoup $97,508.58 plus associated  costs,  through
litigation,  due to  their  losses,  however,  the  title  of the bus was  never
transferred to the Company and the Company was looking to recoup some $15,000 in
payments  made  towards  the  purchase.  The  Company  is now  relying on former
directors of the Company dba North  American  Resorts Inc. as well as the estate
of the Company's  former attorney to cover any associated costs that might arise
from  this  matter.   These  parties  have  signed  a  Hold  Harmless  Agreement
indemnifying  the Company  from any costs  arising from  previously  undisclosed
liabilities. An attorney representing the former management informed the Company
that they had worked out a potential  alternative  settlement with the Claimants
that would  absolve the Company of any  liability.  That attorney is waiting for
his legal fees to be paid to complete these transactions and advised the Company
in 2002 that a payment of $10,000 would clear the matter within thirty days. The
Company  has made no  payments  and no invoice  for payment or demand to pay has
been  received by the Company and in the event that this occurs the Company will
be pursuing  former  Directors  for payment in this  matter.  If this  situation
escalates and the Company cannot collect from its indemnifiers,  the Company may
have to pay any money that becomes due.


                                       9
<PAGE>

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

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 18th day of May, 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