UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-QSB





[xx]

QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2006



Commission file Number:  0-50608



EURASIA ENERGY LIMITED

(Exact name of small business issuer as specified in its charter)



Nevada

(State or other jurisdiction of incorporation or organization)



98-0414501

(I.R.S. Employer Identification Number)



Downiehills, Blackhills, Peterhead

Aberdeenshire, AB42 3LB, U.K. Scotland

(Address of principal executive offices)



+44 (0)7881-814431

(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.  [ X ] Yes  [   ] No



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

(check one):  Yes [  ]    No [ X ]



State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:

20,315,135 common shares as at May 11, 2006



Transitional Small Business Disclosure Format (check one):  Yes [  ]    No [ X ]







---

EURASIA ENERGY LIMITED





INDEX



PART 1.

FINANCIAL INFORMATION



Item 1.

Financial Statements



Balance Sheet as of March 31, 2006



Statement of Operations for the three months ended March 31, 2006 and 2005 and for the period from November 28, 2005 (the effective date of the exploration stage) through March 31, 2006



Statement of Stockholders Equity for the three months ended March 31, 2006 and for the period from November 28, 2005 (the effective date of the exploration stage) through March 31, 2006



Statements of Cash Flows for the three months ended March 31, 2006 and 2005 and for the period from November 28, 2005 (the effective date of the exploration stage) through March 31, 2006



Notes to Financial Statements



Item 2

Management Discussion and Analysis



Item 3

Controls and Procedures



PART II.

OTHER INFORMATION



Item 1

Legal Proceedings



Item 2

Unregistered Sales of Equity Securities and Use of Proceeds



Item 3

Defaults Upon Senior Securities



Item 4

Submission of Matters to a Vote of Security Holders



Item 5

Other Information



Item 6

Exhibits and Reports on Form 8K





SIGNATURES







---

**EURASIA
          ENERGY LIMITED**(formerly
          Pacific Alliance Ventures Ltd.)(an
          exploration stage company)**BALANCE
          SHEET****March
          31, 2006****March
          31,****(Expressed
          in U.S. Dollars)**
      
      **2006****(Unaudited)****ASSETS****Current
          assets**Cash
          and cash equivalents
      
      $
      856,222Interest
          receivable
      
      
      2,762Prepaid
          expenses
      
      
      24,749Prepaid
          expenses, related party (Note 6)
      
      
      20,000**Total
          assets**
      
      $
      903,733**LIABILITIES
          AND STOCKHOLDERS' EQUITY**Accounts
          payable and accrued liabilities
      
      $
      1,200Common
          stock, par value $0.0005, authorized 100,000,000shares;
          issued and outstanding 20,315,135 shares
      
      
      10,158Additional
          paid-in capital
      
      
      964,233Accumulated
          deficit
      
      
      (9,066
      )Deficit
          accumulated during the exploration stage
      
      
      (62,792
      )**Total
          stockholders' equity**
      
      
      902,533**Total
          liabilities and stockholders' equity**
      
      $
      903,733(The
          accompanying notes are an integral part of these financial statements)













**EURASIA
              ENERGY LIMITED**(formerly
              Pacific Alliance Ventures Ltd.)(an
              exploration stage company)**STATEMENTS
              OF OPERATIONS****For
              the Three Months ended March 31, 2006 and 2005, and for the Period
              from****November
              28, 2005 (the effective date of the exploration stage) through
              March 31, 2006**(Unaudited)CumulativeDuring
              theExploration**(Expressed
              in U.S. Dollars)**
          
          2006
          
          2005
          
          Stage**Revenue**
          
          $
          -
          
          $
          -
          
          $
          -**Expenses**Consulting
          
          
          -
          
          
          -
          
          
          3,030Data
              acquisition cost
          
          
          20,000
          
          
          -
          
          
          20,000General
              and administrative
          
          
          28,956
          
          
          -
          
          
          31,413Travel
          
          
          3,000
          
          
          -
          
          
          11,11151,956
          
          
          -
          
          
          65,554**Operating
              Loss**
          
          
          (51,956
          )
          
          -
          
          
          (65,554
          )**Other
              income and expenses**Interest
              income
          
          
          2,762
          
          
          -
          
          
          2,762**Loss
              from continuing operations**
          
          
          (49,194
          )
          
          -
          
          $
          (62,792
          )Discontinued
              operations
          
          
          -
          
          
          (9,834
          )**Net
              loss**
          
          $
          (49,194
          )
          $
          (9,834
          )Net
              loss per common share(basic
              and fully diluted)Continuing
              operations
          
          $
          (0.0024
          )
          $
          -Discontinued
              operations
          
          
          -
          
          
          (0.0005
          )Net
              loss per common share
          
          $
          (0.0024
          )
          $
          (0.0005
          )Weighted
              average number of commonshares
              outstanding
          
          
          20,190,135
          
          
          19,810,200(The
              accompanying notes are an integral part of these financial
              statements)















**EURASIA
            ENERGY LIMITED**(formerly
            Pacific Alliance Ventures Ltd.)(an
            exploration stage company)**STATEMENTS
            OF STOCKHOLDERS' EQUITY****For
            the Three Months ended March 31, 2006 and for the Period from****November
            28, 2005 (the effective date of the exploration stage) through March
            31, 2006**(Unaudited)DeficitAccumulatedDuring
            the
        
        TotalCommon
            Stock
        
        
        
        Additional
        
        Accumulated
        
        Exploration
        
        Stockholders'**(Expressed
            in U.S. Dollars)**
        
        Shares
        
        Amount
        
        paid-in
            capital
        
        Deficit
        
        Stage
        
        EquityBalance,
            November 28, 2005
        
        
        20,065,135
        
        $
        10,033
        
        $
        214,358
        
        $
        13,301
        
        $
        -
        
        $
        237,692Net
            loss for the period ended December 31, 2005
        
        
        -
        
        
        -
        
        
        -
        
        
        (22,367
        )
        
        (13,598
        )
        
        (35,965
        )Balance,
            December 31, 2005
        
        
        20,065,135
        
        
        10,033
        
        
        214,358
        
        
        (9,066
        )
        
        (13,598
        )
        
        201,727Issuance
            of common stock, February 2006
        
        
        250,000
        
        
        125
        
        
        749,875
        
        
        -
        
        
        -
        
        
        750,000Net
            loss for the period ended March 31, 2006
        
        
        -
        
        
        -
        
        
        -
        
        
        -
        
        
        (49,194
        )
        
        (49,194
        )Balance,
            March 31, 2006
        
        
        20,315,135
        
        $
        10,158
        
        $
        964,233
        
        $
        (9,066
        )
        $
        (62,792
        )
        $
        902,533(The
            accompanying notes are an integral part of these financial
            statements)















**EURASIA
            ENERGY LIMITED**(formerly
            Pacific Alliance Ventures Ltd.)(an
            exploration stage company)**STATEMENTS
            OF CASH FLOWS****For
            the Three Months ended March 31, 2006 and 2005, and for the Period
            from****November
            28, 2005 (the effective date of the exploration stage) through March
            31, 2006**(Unaudited)CumulativeDuring
            theExploration**(Expressed
            in U.S. Dollars)**
        
        2006
        
        2005
        
        Stage**Cash
            flows from (used in) operating activities**Net
            Loss
        
        $
        (49,194
        )
        $
        (9,834
        )
        $
        (62,792
        )Adjustments
            to reconcile net loss tonet
            cash flows from operating activitiesChange
            in operating assets and liabilitiesDecrease
            in accounts receivable, related party
        
        
        5,000
        
        
        -
        
        
        5,000Increase
            in interest receivable
        
        
        (2,762
        )
        
        -
        
        
        (2,762
        )Increase
            in prepaid expenses
        
        
        (24,749
        )
        
        -
        
        
        (24,749
        )Increase
            in prepaid expenses, related party
        
        
        (20,000
        )
        
        -
        
        
        (20,000
        )Decrease
            in accounts payable and accrued liabilities
        
        
        600
        
        
        6,399
        
        
        600(91,105
        )
        
        (3,435
        )
        
        (104,703
        )**Cash
            flows from financing activities**Proceeds
            from issuance of common stock
        
        
        750,000
        
        
        37,468
        
        
        750,000750,000
        
        
        37,468
        
        
        750,000**Increase
            in cash and cash equivalents**
        
        
        658,895
        
        
        34,033
        
        
        645,297**Cash
            and cash equivalents**, beginning of period
        
        
        197,327
        
        
        106,010
        
        
        210,925**Cash
            and cash equivalents**, end of period
        
        $
        856,222
        
        $
        140,043
        
        $
        856,222**Cash
            and cash equivalents, consist of:**Cash
        
        $
        56,222
        
        $
        140,043
        
        $
        56,222Short
            term deposit
        
        
        800,000
        
        
        -
        
        
        800,000$
        856,222
        
        $
        140,043
        
        $
        856,222**Supplemental
            Information:**Cash
            paid for income taxes
        
        $
        -
        
        $
        -
        
        $
        -Cash
            paid for interest
        
        $
        -
        
        $
        -
        
        $
        -(The
            accompanying notes are an integral part of these financial
            statements)






---



EURASIA
ENERGY LIMITED

(formerly
Pacfic Alliance Ventures Ltd.)

(an
exploration stage company)



Notes
to Financial Statements

March 31,
2006





Note 1. Organization



Eurasia
Energy Limited ("the Company") (formerly Pacific Alliance Ventures
Ltd.) (an exploration stage company) was a marketing and advertising service
provider during 2005. The Company designed marketing and advertising campaigns
for corporate clients wishing to increase awareness of their products, services,
corporate image and general corporate branding.  The Company conducted its
business through offices in Phoenix, Arizona, and Vancouver, British Columbia.
 The Company worked with a number of freelance designers, writers, and
editors who enable the Company to react to customer demands without the need to
incur large fixed overhead costs.



On
November 28, 2005, the Company signed a memorandum of understanding for the
exclusive right to negotiate an agreement for an oil and gas block in the
Republic of Azerbaijan.  This transaction changed the Company's principal
business activity and the Company changed its name to better reflect the
Company's plan of operations.  As such, these financial statements have
been prepared treating the Company as an exploration stage company, effective
November 28, 2005. Accordingly, all activity of the marketing and
advertising services is presented as discontinued operations in these financial
statements.



The
Company's offices in Aberdeenshire, Scotland and Vancouver, B.C. are currently
provided on a rent free basis by the President and Chief Executive Officer and
Chief Financial Officer of the Company, respectively. Due to limited Company
operations, any facilities expenses are not material and have not been
recognized in these financial statements.





Note 2. Basis of
Presentation - Going Concern Uncertainties



The
Company is a development stage company as defined by Financial Accounting
Standards Board Statement No. 7. The accompanying financial statements have been
prepared in conformity with generally accepted accounting principles in United
States, which contemplate continuation of the Company as a going concern.
However, the Company has limited operations and has sustained operating losses
in recent years resulting in an accumulated deficit. In view of these matters,
realization of a major portion of the assets in the accompanying balance sheet
is dependent upon the continued operations of the Company, which in turn is
dependent upon the Company's ability to meet its financing requirements, and the
success of its future operations.



The
Company has incurred losses from operations and has an accumulated deficit of
$62,792 from the date of inception of the exploration stage (November 28, 2005)
to March 31, 2006. The Company's ability to continue as a going concern is in
substantial doubt and is dependent upon obtaining additional financing and/or
achieving a sustainable profitable level of operations. The



---

financial
statements do not include any adjustments that might result from the outcome of
this uncertainty.



To meet
these objectives, the Company raised $750,000 pursuant to a non-brokered private
placement of 250,000 units at $3 per unit during the first quarter of 2006. Each
unit consists of one share of common stock and one share purchase warrant for
acquiring one additional share of common stock for $4 per share until February
15, 2007. The Company may seek additional equity as necessary and it expects to
raise funds through private or public equity investment in order to support
existing operations and expand the range of its business. There is no assurance
that such additional funds will be available for the Company on acceptable
terms, if at all.





Note 3. Presentation of Interim
Information



The accompanying unaudited
interim financial statements have been prepared in accordance with Form 10-QSB
instructions and in the opinion of management of the Company, include all
 adjustments (which are normal recurring adjustments) considered necessary
to present fairly the financial position as of March 31, 2006 and the results of
operations for the three months ended March 31, 2006 and 2005 and cash flows for
the three months ended March 31, 2006 and 2005. These results have been
determined on the basis of generally accepted accounting principles in United
States and practices and applied consistently with those used in the preparation
of the Company's 2005 Annual Report on Form 10-KSB.



Certain information and
footnote disclosures normally included in the financial statements presented in
accordance with United States generally accepted accounting principles have been
condensed or omitted.  It is suggested that the accompanying unaudited
interim consolidated financial statements be read in conjunction with the annual
financial statements and notes thereto incorporated by reference in the Company's
2005 Annual Report on Form 10-KSB.





Note
4. Discontinued Operations



Loss
from discontinued operations in the statements of operations includes expenses
of the Company prior to the change in business operations discussed in Note 1.
Revenue in 2006 and 2005 of $nil and $26,000, respectively, are included in the
loss from discontinued operations. As of March 31, 2006, all assets and all
liabilities of the discontinued operations have been assumed by the continuing
operations. Accordingly, no assets or liabilities have been classified as
related to the discontinued operation as of March 31, 2006.





Note 5. Common Stock,
Warrants and Options



(a) Common Stock



On
February 15, 2006, the Company completed a non-brokered private placement of
250,000 units at $3 per unit for $750,000 during the first quarter of 2006. Each
unit consists of one share of common stock and one share purchase warrant for
acquiring one additional share of common stock for $4 per share until February
15, 2007.



---





(b) Warrants



The movement of share purchase warrants
can be summarized as follows:



|                           |         |                |              | 
|-------------------------- | ------- | -------------- | ------------ | 
|Weighted average          
|Number of warrants         |         | exercise price
|                           |         |                |              | 
|Balance, December 31, 2005 | -       |                | $   
      -
|Issued                     | 250,000 |                | 4.00        
|Balance, March 31, 2006    | 250,000 |                | $4.00       





(c) Options



During the three months
ended March 31, 2006, no stock purchase option was granted, exercised or
cancelled.



On March
13, 2006, the 2006 Stock Option Plan ("Plan") was approved by the Board of
Directors. The Company has allotted 2,000,000 shares for issuance under the
Plan.



As of March 31, 2006,
there were no outstanding stock purchase options.





Note 6. Related Party
Transactions



As of
March 31, 2006, the Company made a cash advance of $20,000 to the Chief
Executive Officer for payment of ongoing expenses being incurred by the Company
in Baku, Azerbaijan.





Note 7. Earnings Per Share



Basic
earnings or loss per common share is computed by dividing the net loss available
to common stockholders by the weighted average number of shares outstanding
during the period of the financial statements. On February 21, 2005, the Board
of Directors approved a 2 for 1 forward split of the Company's stock. The
accompanying financial statements are presented on a post-split basis. The loss
per share for the periods ended March 31, 2006 and 2005, have been adjusted
accordingly.  Diluted earnings or loss per share are based on the weighted
average number of common shares outstanding and dilutive common stock
equivalents. All loss per share amounts in the financial statements are basic
loss per share because the inclusion of stock options and warrants outstanding
would be antidilutive.





Note 8. Stock Based
Compensation



Prior to
January 1, 2006, the Company accounted for stock-based awards under the
intrinsic value method, which followed the recognition and measurement
principles of APB Opinion No.



---

25,
"Accounting for Stock Issued to Employees", and related Interpretations.
 The intrinsic value method of accounting resulted in compensation expense
for stock options to the extent that the exercise prices were set below the fair
market price of the Company's stock at the date of grant.



As of
January 1, 2006, the Company adopted SFAS No. 123(R) using the modified
prospective method, which requires measurement of compensation cost for all
stock-based awards at fair value on the date of grant and recognition of
compensation over the service period for awards expected to vest.  The fair
value of stock options is determined using the Black-Scholes valuation model,
which is consistent with the Company's valuation techniques previously
utilized for options in footnote disclosures required under SFAS No. 123, "Accounting
for Stock Based Compensation", as amended by SFAS No. 148, "Accounting for
Stock Based Compensation Transition and Disclosure".



Since
the Company did not issue stock options to employees during the three months
ended March 31, 2006 or 2005, there is no effect on net loss or earnings per
share had the Company applied the fair value recognition provisions of SFAS No.
123(R) to stock-based employee compensation.  When the Company issues
shares of common stock to employees and others, the shares of common stock are
valued based on the market price at the date the shares of common stock are
approved for issuance.





Note
9. Commitment



The
Company has entered into a memorandum of understanding ("MOU") with the
State Oil Company of the Azerbaijan Republic ("SOCAR") which grants the
Company the exclusive right to negotiate an Exploration, Rehabilitation,
Development and Production Sharing Agreement ("ERDPSA") for a 600 square
kilometer oil and gas block (the "Block") in the Republic of Azerbaijan. The
effective date of the MOU is December 7, 2005. The Block is located in the
shallow coastal waters of the Azerbaijan sector of the Caspian Sea approximately
70 kilometers south of the Azerbaijan capital of Baku.



Under
the terms of the MOU, the Company has 12 months to negotiate and sign the ERDPSA
with SOCAR.  The MOU stipulates that SOCAR will provide the Company with
all existing data relevant to the Block within 60 days from the effective date
of the MOU.





Note
10. New Accounting Pronouncements



There
have been no new pronouncements issued since March 31, 2006, that are expected
to have a material impact on the Company's financial statements.





Note
11.  Subsequent Events



On April
14, 2006, the Company granted 1,500,000 stock options at a price of $3 per share
to its directors, employees and consultants expiring on April 14, 2011. The
stock options are vested immediately.





---

4







MANAGEMENT DISCUSSION AND ANALYSIS



The following Managements Discussion and Analysis contains forward-looking statements that involve risks and uncertainties, as described below.  Eurasia Energy Limited (the Company, we, or us) actual results could differ materially from those anticipated in these forward-looking statements.  The following discussion should be read in conjunction with the unaudited financial statements and notes thereto and the Management Discussion and Analysis included in this Quarterly Report on Form 10-QSB for the quarter ended March 31, 2006.



Our unaudited financial statements are stated in United States Dollars and are prepared in accordance with United States Generally Accepted Accounting Principles.



Forward-Looking Statements



This quarterly report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995.  These statements 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, including the risks in the section entitled "Risk 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.



Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.  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



The following discussion relates to our business operations for the quarter ended March 31, 2006.  In November, 2005, we elected to discontinue our publishing and marketing business to pursue an opportunity in the oil and gas industry which was secured by one of our directors.  A complete description of our oil and gas project and objectives appears under Change of Our Business at the end of this management discussion and analysis.



We are a Nevada corporation incorporated on October 20, 2003.  In 2005, we operated a publishing and marketing business.  We did not conduct research or development but sub-contracted all actual production.  Our primary target was mid-sized companies trying to build brand, product and/or service recognition for their product, services and companies.  These mid-sized companies were large enough to be able to fund significant marketing efforts, yet small enough to be aware that they need to differentiate themselves from their competitors in order to excel in their particular market sectors.  Because of our limited human resources, we were not able to focus on any single industry and accepted clients from all industries.



Because of the size and evolution of our clients, they usually did not have more than one person in their own companies devoted to marketing and promotions.  They were aware of their marketing needs, but not able to fulfill those needs internally.  This is different from larger companies that frequently are capable of designing and fulfilling their marketing and advertising requirements in-house; or smaller companies that are not sufficiently large to develop the budgets required for effective direct marketing campaigns.



Thus, our services fit a real need for marketing expertise.  Our attention to detail and custom-designed advertising programs were generally beyond the capabilities of any of our clients to perform in-house.







---

5









Our potential clients could exist in any business sector that relies on an appeal to individual retail customers or end-users of a product or service, or in any business that wishes to improve their public image or build their brand awareness in their particular marketplace.  For this reason, our clients could span virtually all business sectors.



Critical Accounting Policies



Our discussion and analysis of our financial condition and results of operations are based upon our financial statements and have been prepared in conformity with accounting principles generally accepted in the United States.  The preparation of these financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities.  On an on-going basis, we evaluate these estimates, including those related to impairment or disposal of long-lived assets, contingencies and litigation.  We base our estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources.  Actual results may differ from these estimates under different assumptions or conditions.



We consider the following accounting policy to be both those most important to the portrayal of our financial condition and requires the most subjective judgment:



- Revenue recognition



Revenue recognition:



The Company generated all of its revenue from marketing and advertising sales.  All significant marketing projects commenced when a sizable deposit was made by the client.  We did not incur significant external expenses, nor did we contractually expose ourselves to significant external expenses with subcontractors, until such time as performance payments from our clients were received.  We expected each contract to approximate the following schedule: a progress payment of 10% received at signing of contract; another progress payment of 30% received when the intellectual advertising material has been created and accepted by the client; another progress payment of 30% received before printing and production; and a final progress payment of 30% received before delivery to the U.S. Post Office.  Accordingly, we generally were not exposed to significant cash flow risks.



As marketing service agreements are relatively short-term in nature, revenue is recognized when agreements are complete.  Expenses such as printing and postage were not incurred until our client had submitted progress payments to cover such expenses.  Revenue received is not refundable to the client and we did not make performance claims that could expose us to future liabilities.



Because we did not actually print or produce hard goods, we had no significant capital equipment costs.  Instead, our costs were mostly associated with the contracting out of services and production after we had already received payment from a client.



Since we generally offered a fixed price to our clients, there was a risk that we could underestimate our costs to perform such work and thus complete any given project at a loss.  If we were exposed to sudden cost volatility and our costs to complete printing, design and editing were to rise sharply, there is no assurance we would obtain additional project funds from our clients.  We generally did not require extended periods of time to execute our contracts and believe cost volatility was an acceptable business risk.













---

6







RESULTS OF OPERATIONS



The following discussion on our results of operations relate to our discontinued marketing and advertising business and accordingly are not reflected in the accompanying unaudited financial statements.



Revenue



Revenue was $0 for the quarter ended March 31, 2006 and $26,000 for the same period in 2005.



General and Administrative Expenses



In 2005, general and administrative expenses consisted primarily of salary for our Chief Executive Officer, legal and professional fees and other general corporate and office expenses.  General and administrative expenses including taxes and licenses, professional services and salaries were $28,956 for the quarter ended March 31, 2006.  General and administrative expenses for the first quarter in 2005 were $1,212.  We are no longer paying a salary to any of our officers.  The removal of the CEOs modest salary accounted for most of the decrease in general and administrative costs over the comparable period from 2005.



Product Research and Development



In 2005, most of our business occurred through word of mouth and referrals from past clients.  We discontinued our marketing and advertising business in December, 2005 and will not be conducting product research or development in 2006.



Purchase of Significant Equipment



We do not intend to purchase any significant equipment over the next 12 months.  We intend to continue sub-contracting necessary services over the next 12 months.



Employees



Neither of our executive officers will draw a salary during our 2006 fiscal year.  We do not expect any material changes in the number of employees over the next 12 months.  We do and will continue to outsource contract employment as needed.



Change of Our Business



On November 28, 2005, our directors approved a change of our name from Pacific Alliance Ventures Ltd. to Eurasia Energy Limited.  Also on November 28, 2005, shareholders of our company owning 54.81% of our issued common shares approved the proposed name change by consent resolution.  We filed proxy materials on form Schedule 14C with the U.S. Securities and Exchange Commission disclosing the proposed action to change our name by consent resolution of the majority of shareholders.



We have entered into a memorandum of understanding (MOU) with the State Oil Company of the Azerbaijan Republic (SOCAR) which grants our company the exclusive right to negotiate an Exploration, Rehabilitation, Development and Production Sharing Agreement (ERDPSA) for a 600 square kilometer oil and gas block (the Block) in the Republic of Azerbaijan.  The effective date of the MOU is December 7, 2005.  The Block includes the producing Alat-Deniz oil and gas field and seven additional exploration structures namely, the Hamamdag-Deniz, Garasu, Sangi-Mugan, Ulfat, Aran-Deniz, Dashly and Sabayil structures.  The Block is located in the shallow coastal waters of the Azerbaijan sector of the Caspian Sea approximately 70 kilometers south of the Azerbaijan capital of Baku.









---

7







Under the terms of the MOU, our company has 12 months to negotiate and sign the ERDPSA with SOCAR.  The MOU stipulates that SOCAR will provide our company with all existing data relevant to the Block within 60 days from the effective date of the MOU.



Our Companys technical team including geologists and petroleum engineering consultants are currently reviewing the production and exploration data and are assisting management in the preparation of a rehabilitation, development and exploration plan for the Block.  This will form the basis of the terms of the ERDPSA.



The opportunity for our company to be considered by SOCAR as a partner for development of the Block is attributable to the efforts of our new President and Chief Executive Officer, Mr. Nicholas W. Baxter.  Mr. Baxter was appointed a director of our company on March 31, 2005 and was appointed President and C.E.O. on November 28, 2005.  Mr. Baxter is currently a resident of Aberdeenshire, Scotland.  Mr. Baxter has a 20 year career in international resource exploration and development.  Originally trained as a geophysicist, Mr. Baxter received a Bachelor of Science (Honors) from the University of Liverpool in 1975.  Mr. Baxter has worked on geophysical survey and exploration projects in the U.K., Europe, Africa and the Middle East.  From 1981 to 1985, Mr. Baxter was a director of Resource Technology plc, a geophysical equipment sales/services company.  Resource Technology plc went public on the USM in London in 1983 and graduated to the London Stock Exchange in 1984.  Mr. Baxter was a director of Ocean Marine Technologies Inc. from 1987 to 1990.  Ocean Marine Technologies Inc. was involved in offshore gold exploration and light manufacturing and went public on the Vancouver Stock Exchange in 1986.  From 1986 to 2002, Mr. Baxter was the Chief Operating Officer and a director of A&B Geoscience Corporation (now Arawak Energy Corporation).



In the early 1990s, Mr. Baxter was among the first western entrepreneurs to establish operations in Azerbaijan following the cessation of Soviet influence in the country.  In 1994, Mr. Baxter negotiated and managed the first marine seismic survey in the Caspian Sea by a western contractor.  This 2D seismic survey was conducted over a Block offshore Turkmenistan using an Azerbaijani vessel provided under an agreement with SOCAR.  Following the successful completion of this marine seismic survey and the development of a good working relationship with SOCAR, Mr. Baxter commenced negotiations on behalf of A&B Geoscience Corporation for exploration and development rights over an onshore oil and gas Block.  These efforts culminated in 1998 with the signing of the first onshore production sharing agreement in Azerbaijan by Commonwealth Gobustan Limited (a subsidiary of A&B Geoscience Corporation) and its partner, Union Texas Petroleum.  In 2002, an international oil trading firm purchased control of a majority interest in A&B Geoscience Corporation (now Arawak Energy Corporation).  Mr. Baxter ceased to be an officer and director of Arawak Energy Corporation in 2002.  Mr. Baxter is an original subscribing shareholder of our company and owns 15% of our currently issued common shares.



The Block includes the producing Alat-Deniz oil and gas field and a string of seven prospective exploration structures trending in a south-easterly direction from the coast to seventy kilometers offshore. Water depths are predominantly up to twenty meters and reach a maximum of fifty meters at the far end of the Block.  The Alat-Deniz field was discovered in 1983 and to date has produced approximately 12.5 million barrels of oil and 1 billion cubic meters of gas.  SOCAR estimates recent production to be approximately 750 barrels of oil and 100,000 cubic meters of gas per day from 14 wells, and remaining recoverable reserves from the Alat-Deniz field of 15 million barrels of oil and 1 billion cubic meters of gas.  The main producing horizon is at 3,700-4,500 meters depth.  Available data includes low density Soviet-era seismic over the entire Block and well data from the Alat-Deniz field and several other structures.  In addition there is modern seismic and well data in onshore and offshore areas proximal to the Block that may be used for interpolation.



Notable offshore projects in Azerbaijan include the Azeri-Chirag-Guneshli field estimated to hold reserves in excess of 5 billion barrels of oil, and the Shah Deniz field estimated to contain more than 400 billion cubic metres of gas.  Both fields are being developed by consortia headed by BP and include other major international companies including SOCAR, Exxon, Unocal, Devon Energy, Amerada Hess, TPAO, Statoil, Lukoil and







---

8







Itochu.  Oil and gas will be delivered to world markets by the Baku-Tbilisi-Ceyhan (BTC) export oil pipeline to the port of Ceyhan on Turkey's Mediterranean coast, and the South Caucasus Gas Pipeline (SCP) to Turkey.  In total 17 projects are at various stages of development onshore and offshore Azerbaijan, involving 27 foreign companies from 13 countries.



Our companys entry into the MOU with SOCAR and change of business did not result in the issuance of any equity or debt securities by our company.  The transaction did not constitute a reverse takeover or back door listing.



ITEM 3. - Controls and Procedures.



(a)

Evaluation of disclosure controls and procedures.



As required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), the Company carried out an evaluation under the supervision and with the participation of the Company's management, including the President and Chief Executive Officer and the Chief Financial Officer, of the effectiveness of the Company's disclosure controls and procedures as of March 31, 2006.  In designing and evaluating the Company's disclosure controls and procedures, the Company and its management recognize that there are inherent limitations to the effectiveness of any system of disclosure controls and procedures, including the possibility of human error and the circumvention or overriding of the controls and procedures.  Accordingly, even effective disclosure controls and procedures can only provide reasonable assurance of achieving their desired control objectives.  Additionally, in evaluating and implementing possible controls and procedures, the Company's management was required to apply its reasonable judgment.  Furthermore, in the course of this evaluation, management considered certain internal control areas, in which we have made and are continuing to make changes to improve and enhance controls.  Based upon the required evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that as of March 31, 2006, the Company's disclosure controls and procedures were effective (at the "reasonable assurance" level mentioned above) to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms.



From time-to-time, the Company and its management have conducted and will continue to conduct further reviews and, from time to time put in place additional documentation, of the Company's disclosure controls and procedures, as well as its internal control over financial reporting.  The Company may from time to time make changes aimed at enhancing their effectiveness, as well as changes aimed at ensuring that the Company's systems evolve with, and meet the needs of, the Company's business.  These changes may include changes necessary or desirable to address recommendations of the Company's management, its counsel and/or its independent auditors, including any recommendations of its independent auditors arising out of their audits and reviews of the Company's financial statements.  These changes may include changes to the Company's own systems, as well as to the systems of businesses that the Company has acquired or that the Company may acquire in the future and will, if made, be intended to enhance the effectiveness of the Company's controls and procedures.  The Company is also continually striving to improve its management and operational efficiency and the Company expects that its efforts in that regard will from time to time directly or indirectly affect the Company's disclosure controls and procedures, as well as the Company's internal control over financial reporting.



(b)

Changes in internal controls.



There were no significant changes in the Company's internal controls or other factors that could significantly affect the Company's internal controls subsequent to the date of their evaluation.











---

9







PART II

OTHER INFORMATION



Item 1.

LEGAL PROCEEDINGS



None



Item 2

UNREGISTERED SALES OF EQUITY SECURITIES

AND USE OF PROCEEDS



On February 15, 2006, the Company issued 250,000 units at $3.00 per unit to one (1) subscriber.  Each unit is comprised of one common share and one warrant to acquire one additional common share of the Company at a price of $4.00 per share until February 15, 2007.  These shares were issued under Regulation S.  The purchaser who received these shares under Regulation S is not a U.S. person as defined in Rule 902(k) of Regulation S, and no sales efforts were conducted in the U.S., in accordance with Rule 903(c).  The subscriber to the offering under Regulation S acknowledged that the securities purchased must come to rest outside the U.S., and the certificate contain a legend restricting the sale of such securities until the Regulation S holding period is satisfied.  Proceeds of this offering are available for asset or business acquisitions and general working capital.



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



(a)

Exhibits



31.1

Section 302 Certification of Chief Executive Officer

31.2

Section 302 Certification of Chief Financial Officer

32

Section 906 Certification



(b)

Reports on Form 8-K



During the Companys quarter ended March 31, 2006, the Company filed a Form 8K on January 12, 2006 and February 15, 2006.







---

10









SIGNATURES



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



EURASIA ENERGY LIMITED





Dated:  May 11, 2006

Per:

/s/Gerald R. Tuskey

Gerald R. Tuskey,

C.F.O., Corporate Secretary and Director