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, 2007



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 of May 14, 2007



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







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EURASIA ENERGY LIMITED





INDEX



PART 1.

FINANCIAL INFORMATION



Item 1.

Financial Statements



Balance Sheet as of March 31, 2007



Statements of Operations for the three months ended March 31, 2007 and 2006 and for the period from November 28, 2005 (the effective date of the exploration stage) through March 31, 2007



Statements of Stockholders Equity for the three months ended March 31, 2007 and for the period from November 28, 2005 (the effective date of the exploration stage) through March 31, 2007



Statements of Cash Flows for the three months ended March 31, 2007 and 2006 and for the period from November 28, 2005 (the effective date of the exploration stage) through March 31, 2007



Notes to Financial Statements



Item 2

Plan of Operation



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







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EURASIA ENERGY LIMITED

(An exploration stage company)



Financial Statements

(Expressed in U.S. Dollars)



(Unaudited)

March 31, 2007













Index



Balance Sheet

Statements of Operations

Statements of Stockholders Equity

Statements of Cash Flows

Notes to Financial Statements





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|                                                                            |   |            
|--------------------------------------------------------------------------- | - | -----------
|EURASIA ENERGY LIMITED                                                     
|(an exploration stage company)                                             
|                                                                            |   |            
|BALANCE SHEET                                                              
|March 31, 2007                                                             
|(Unaudited)                                                                
|                                                                            |   |            
|(Expressed in U.S. Dollars)                                                 |   | 2007       
|                                                                            |   |            
|ASSETS                                                                      |   |            
|Current assets                                                              |   |            
|Cash and cash equivalents (Note 4)                                          | $ | 370,945    
|Interest receivable                                                         |   | 504        
|Prepaid expenses - related party (Note 7)                                   |   | 4,892      
|Total current assets                                                        |   | 376,341    
|                                                                            |   |            
|Fixed assets, net (Note 5)                                                  |   | 62,406     
|                                                                            |   |            
|Total assets                                                                | $ | 438,747    
|                                                                            |   |            
|LIABILITIES AND STOCKHOLDERS' EQUITY                                        |   |            
|                                                                            |   |            
|Current liabilities                                                         |   |            
|Accounts payable and accrued expenses                                       | $ | 5,993      
|Accounts payable and accrued expenses - related party (Note 7)              |   | 3,127      
|Total current liabilities                                                   |   | 9,120      
|                                                                            |   |            
|Common stock, par value $0.001, authorized 100,000,000                      |   |            
|shares; issued and outstanding 20,315,135 shares                            |   | 20,315     
|Additional paid-in capital                                                  |   | 4,629,709  
|Accumulated deficit                                                         |   | (9,066)    
|Deficit accumulated during the exploration stage                            |   | (4,211,331)
|                                                                            |   |            
|Total stockholders' equity                                                  |   | 429,627    
|                                                                            |   |            
|Total liabilities and stockholders' equity                                  | $ | 438,747    
|                                                                            |   |            
|                                                                            |   |            
|(The accompanying notes are an integral part of these financial statements)
|                                                                            |   |            



---



|                                                                                       |   |                              |   |             |   |            
|-------------------------------------------------------------------------------------- | - | ---------------------------- | - | ----------- | - | -----------
|EURASIA ENERGY LIMITED                                                                
|(an exploration stage company)                                                        
|                                                                                       |   |                              |   |             |   |            
|STATEMENTS OF OPERATIONS                                                              
|For the three months ended March 31, 2007 and 2006, and for the Period from           
|November 28, 2005 (the effective date of the exploration stage) through March 31, 2007
|(Unaudited)                                                                           
|                                                                                       |   |                              |   |             |   |            
|                                                                                       |   |                              |   |             |   | Cumulative 
|                                                                                       |   |                              |   | During the 
|                                                                                       |   | Three months ended March 31, |   | Exploration
|(Expressed in U.S. Dollars)                                                            |   | 2007                         |   | 2006        |   | Stage      
|                                                                                       |   |                              |   |             |   |            
|Revenue                                                                                | $ | -                            | $ | -           | $ | -          
|                                                                                       |   |                              |   |             |   |            
|Expenses                                                                               |   |                              |   |             |   |            
|Consulting                                                                             |   | 1,000                        |   | -           |   | 172,751    
|Data acquisition cost                                                                  |   | -                            |   | 19,300      |   | 19,300     
|General and administrative                                                             |   | 73,950                       |   | 26,566      |   | 236,919    
|General and administrative - related party (Note 7)                                    |   | 4,037                        |   | 3,090       |   | 28,890     
|Travel                                                                                 |   | 24,032                       |   | 3,000       |   | 107,036    
|Stock-based compensation                                                               |   | -                            |   | -           |   | 3,675,633  
|                                                                                       |   | 103,019                      |   | 51,956      |   | 4,240,529  
|                                                                                       |   |                              |   |             |   |            
|Operating Loss                                                                         |   | (103,019)                    |   | (51,956)    |   | (4,240,529)
|                                                                                       |   |                              |   |             |   |            
|Other income and expenses                                                              |   |                              |   |             |   |            
|Interest income                                                                        |   | 4,298                        |   | 2,762       |   | 29,198     
|                                                                                       |   |                              |   |             |   |            
|Net loss                                                                               | $ | (98,721)                     | $ | (49,194)    | $ | (4,211,331)
|                                                                                       |   |                              |   |             |   |            
|                                                                                       |   |                              |   |             |   |            
|Net loss per common share (basic and fully diluted)                                    | $ | (0.00)                       | $ | (0.00)      |   |            
|                                                                                       |   |                              |   |             |   |            
|Weighted average number of common                                                      |   |                              |   |             |   |            
|shares outstanding                                                                     |   | 20,315,135                   |   | 20,190,135  |   |            
|                                                                                       |   |                              |   |             |   |            
|                                                                                       |   |                              |   |             |   |            
|(The accompanying notes are an integral part of these financial statements)           
|                                                                                       |   |                              |   |             |   |            



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|                                                                                    |              |            |                 |                   |                      |                  
|----------------------------------------------------------------------------------- | ------------ | ---------- | --------------- | ----------------- | -------------------- | -----------------
|EURASIA ENERGY LIMITED                                                             
|(an exploration stage company)                                                     
|                                                                                    |              |            |                 |                   |                      |                  
|STATEMENTS OF STOCKHOLDERS' EQUITY                                                 
|For the three months ended March 31, 2007 and for the Period from November 28, 2005
|(the effective date of the exploration stage) through March 31, 2007               
|(Unaudited)                                                                        
|                                                                                    |              |            |                 |                   | Deficit              |                  
|                                                                                    |              |            |                 |                   | Accumulated          |                  
|                                                                                    |              |            |                 |                   | During the           | Total            
|                                                                                    | Common Stock | Additional | Accumulated     | Exploration       | Stockholders'       
|(Expressed in U.S. Dollars)                                                         | Shares       | Amount     | paid-in capital | Deficit           | Stage                | Equity           
|                                                                                    |              |            |                 |                   |                      |                  
|Balance, November 28, 2005                                                          | 20,065,135   | $  20,065  | $   204,326     | $         (9,066) | $                  - | $         215,325
|                                                                                    |              |            |                 |                   |                      |                  
|Net loss for the period ended December 31, 2005                                     |              |            |                 | -                 | (13,598)             | (13,598)         
|                                                                                    |              |            |                 |                   |                      |                  
|Balance, December 31, 2005                                                          | 20,065,135   | 20,065     | 204,326         | (9,066)           | (13,598)             | 201,727          
|                                                                                    |              |            |                 |                   |                      |                  
|Issuance of common stock and warrants, February 2006                                | 250,000      | 250        | 749,750         | -                 | -                    | 750,000          
|                                                                                    |              |            |                 |                   |                      |                  
|Stock-based compensation expense                                                    | -            | -          | 3,675,633       | -                 | -                    | 3,675,633        
|                                                                                    |              |            |                 |                   |                      |                  
|Net loss for the year ended December 31, 2006                                       | -            | -          | -               | -                 | (4,099,012)          | (4,099,012)      
|                                                                                    |              |            |                 |                   |                      |                  
|Balance, December 31, 2006                                                          | 20,315,135   | $  20,315  | $
    4,629,709 | $         (9,066) | $
     (4,112,610)   | $         528,348
|                                                                                    |              |            |                 |                   |                      |                  
|Net loss for the three months ended March 31, 2007                                  | -            | -          | -               | -                 | (98,721)             | (98,721)         
|                                                                                    |              |            |                 |                   |                      |                  
|Balance, March 31, 2007                                                             | 20,315,135   | $  20,315  | $
    4,629,709 | $         (9,066) | $
     (4,211,331)   | $         429,627
|                                                                                    |              |            |                 |                   |                      |                  
|                                                                                    |              |            |                 |                   |                      |                  
|(The accompanying notes are an integral part of these financial statements)        



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|                                                                                       |   |                              |   |             |   |            
|-------------------------------------------------------------------------------------- | - | ---------------------------- | - | ----------- | - | -----------
|EURASIA ENERGY LIMITED                                                                
|(an exploration stage company)                                                        
|                                                                                       |   |                              |   |             |   |            
|STATEMENTS OF CASH FLOWS                                                              
|For the three months ended March 31, 2007 and 2006, and for the Period from           
|November 28, 2005 (the effective date of the exploration stage) through March 31, 2007
|(Unaudited)                                                                           
|                                                                                       |   |                              |   |             |   |            
|                                                                                       |   |                              |   |             |   | Cumulative 
|                                                                                       |   |                              |   | During the 
|                                                                                       |   | Three months ended March 31, |   | Exploration
|(Expressed in U.S. Dollars)                                                            |   | 2007                         |   | 2006        |   | Stage      
|                                                                                       |   |                              |   |             |   |            
|Cash flows from (used in) operating activities                                         |   |                              |   |             |   |            
|Net Loss from continuing operations                                                    | $ | (98,721)                     | $ | (49,194)    | $ | (4,211,331)
|Adjustments to reconcile loss from continuing operations                               |   |                              |   |             |   |            
|to net cash flows from operating activities                                            |   |                              |   |             |   |            
|Stock-based compensation                                                               |   | -                            |   | -           |   | 3,675,633  
|Depreciation                                                                           |   | 3,827                        |   | -           |   | 14,134     
|Change in operating assets and liabilities                                             |   |                              |   |             |   |            
|Accounts receivable, related party                                                     |   | -                            |   | 5,000       |   | 5,000      
|Interest receivable                                                                    |   | 247                          |   | (2,762)     |   | (504)      
|Prepaid expenses                                                                       |   | 2,734                        |   | (24,749)    |   | 2,283      
|Prepaid expenses - related party                                                       |   | (4,892)                      |   | (20,000)    |   | (7,175)    
|Accounts payable and accrued expenses                                                  |   | (16,343)                     |   | 600         |   | 5,393      
|Accounts payable and accrued expenses - related party                                  |   | (31,219)                     |   | -           |   | 3,127      
|Net cash used in operating activities                                                  |   | (144,367)                    |   | (91,105)    |   | (513,440)  
|                                                                                       |   |                              |   |             |   |            
|Cash flows from investing activities                                                   |   |                              |   |             |   |            
|Fixed assets additions                                                                 |   | -                            |   | -           |   | (76,540)   
|Net cash used in investing activities                                                  |   | -                            |   | -           |   | (76,540)   
|                                                                                       |   |                              |   |             |   |            
|Cash flows from financing activities                                                   |   |                              |   |             |   |            
|Proceeds from issuance of common stock and warrants                                    |   | -                            |   | 750,000     |   | 750,000    
|Net cash provided by financing activities                                              |   | -                            |   | 750,000     |   | 750,000    
|                                                                                       |   |                              |   |             |   |            
|Increase in cash and cash equivalents                                                  |   | (144,367)                    |   | 658,895     |   | 160,020    
|                                                                                       |   |                              |   |             |   |            
|Cash and cash equivalents, beginning of period                                         |   | 515,312                      |   | 197,327     |   | 210,925    
|                                                                                       |   |                              |   |             |   |            
|Cash and cash equivalents, end of period                                               | $ | 370,945                      | $ | 856,222     | $ | 370,945    
|                                                                                       |   |                              |   |             |   |            



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- 8 -









|                                                                            |   |         |   |         |   |        
|--------------------------------------------------------------------------- | - | ------- | - | ------- | - | -------
|Cash and cash equivalents, consist of:                                      |   |         |   |         |   |        
|Cash at bank                                                                | $ | 45,945  | $ | 56,222  | $ | 45,945 
|Short term deposit                                                          |   | 325,000 |   | 800,000 |   | 325,000
|                                                                            | $ | 370,945 | $ | 856,222 | $ | 370,945
|                                                                            |   |         |   |         |   |        
|                                                                            |   |         |   |         |   |        
|Supplemental Information:                                                   |   |         |   |         |   |        
|                                                                            |   |         |   |         |   |        
|Cash paid for income taxes                                                  | $ | -       | $ | -       | $ | -      
|Cash paid for interest                                                      | $ | -       | $ | -       | $ | -      
|                                                                            |   |         |   |         |   |        
|                                                                            |   |         |   |         |   |        
|(The accompanying notes are an integral part of these financial statements)







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EURASIA ENERGY LIMITED

(an exploration stage company)



Unaudited

Notes to Financial Statements

March 31, 2007



Note 1 - Organization



Eurasia Energy Limited ("the Company")
(an exploration stage company) is engaged in oil and gas exploration.



On November 28, 2005, the Company signed a memorandum of understanding (MOU) with the State Oil Company of the Azerbaijan Republic ("SOCAR") which granted 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 was 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 had 12 months to negotiate and sign the ERDPSA with SOCAR.  The MOU stipulated that SOCAR would provide the Company with all existing data relevant to the Block within 60 days from the effective date of the MOU. The MOU provided for termination in the event that the Company and SOCAR did not sign an agreement on the basic commercial principals and provisions of an ERDPSA on or before December 7, 2006. The termination date passed without the parties agreeing the commercial principals and the MOU terminated. The Company is continuing in discussions with SOCAR with a view to extending the MOU to give more time to reach agreement on the basic commercial principals and provisions of an ERDPSA. The Company has completed its comprehensive study and initial development plan for the 600 square kilometer offshore oil and gas block which is the subject of the MOU. See also Note 9.



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 an exploration 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 $4,211,331 from the effective date of the exploration stage (November 28, 2005) to March 31, 2007. The Company's ability to continue as a going concern is in substantial doubt and is dependent upon obtaining additional financing



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- 10 -







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.



The Company believes that the cash on hand will be able to meet its on-going costs in the next 12 months. 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, 2007 and the results of operations for the three months ended March 31, 2007 and 2006 and cash flows for the three months ended March 31, 2007 and 2006. 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 2006 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 2006 Annual Report on Form 10-KSB.



Note 4  Cash Equivalents



As of March 31, 2007, the Company has a short term deposit of $325,000 maintained at a bank, with interest at 4.35% per annum, maturing on April 18, 2007.



Interest receivable of $504 has been accrued as of March 31, 2007.



Note 5 - Fixed Assets



Fixed assets consist of the following as at March 31, 2007:



|                               |          |  |  |         
|------------------------------ | -------- |  |  | --------
|Motor vehicle                  | $ 74,500
|Office equipment               | 2,040   
|                               |          |  |  | 76,540  
|Less: accumulated depreciation | (14,134)
|                               |          |  |  | $ 62,406
|                               |          |  |  |         





Depreciation charged to operations for the three months ended March 31, 2007 and 2006, and the period from inception to March 31, 2007, amounted to $3,827, $nil, and $14,134, respectively.











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- 11 -







Note 6 - Common Stock, Warrants and Options



(a) Common Stock



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.



(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, December 31, 2006 |  | 250,000            |  | 4.00            
|Expired                    |  | (250,000)          |  | 4.00            
|Balance, March 31, 2007    |  | -                  |  |                 
|                           |  |                    |  |                 





During the three months ended March 31, 2007, no warrants were issued or exercised.  250,000 warrants at an exercise price of $4.00 each expired on February 15, 2007.



(c) Options



The movement of options can be summarized as follows:



|                                              |  |                   |  |                 
|--------------------------------------------- |  | ----------------- |  | ----------------
|                                              |  |                   |  | Weighted average
|                                              |  | Number of options |  | exercise price  
|                                              |  |                   |  |                 
|Balance, December 31, 2005                    |  | -                 |  | $ -             
|Issued in 2006                                |  | 1,535,000         |  | 1.00            
|Balance, March 31, 2007 and December 31, 2006 |  | 1,535,000         |  | 1.00            
|                                              |  |                   |  |                 





The following table summarizes information about stock options outstanding at March 31, 2007:



|         |  |                |  |              |  |          |  |                |  |         
|-------- |  | -------------- |  | ------------ |  | -------- |  | -------------- |  | --------
|         |  |                |  | Weighted     |  |          |  |                |  |         
|         |  | Number         |  | Average      |  | Weighted |  | Number         |  | Weighted
|Range of |  | Outstanding at |  | Remaining    |  | Average  |  | Exercisable at |  | Average 
|Exercise |  | March 31,      |  | Contractual  |  | Exercise |  | March 31,      |  | Exercise
|Prices   |  | 2007           |  | Life (Years) |  | Price    |  | 2007           |  | Price   
|         |  |                |  |              |  |          |  |                |  |         
|$ 1.00   |  | 1,535,000      |  | 3.95         |  | $ 1.00   |  | 1,535,000      |  | $ 1.00  
|         |  |                |  |              |  |          |  |                |  |         















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- 12 -







Note 7 - Related Party Transactions



Included in accounts payable there is an amount of $3,127 due to a director for ongoing expenses incurred on behalf of the Company in Canada.



During the three months ended March 31, 2007, the Company paid corporate and administrative service charges of $4,037 (2006: $nil) to a law firm of which a director of the Company is the owner.



Note 8 - New Accounting Pronouncements



In February 2007, the FASB issued FAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities - Including an amendment of FASB Statement No. 115, (FAS 159) which permits entities to choose to measure many financial instruments and certain other items at fair value at specified election dates. A business entity is required to report unrealized gains and losses on items for which the fair value option has been elected in earnings at each subsequent reporting date. This statement is expected to expand the use of fair value measurement. FAS 159 is effective for financial statements issued for fiscal years beginning after November 15, 2007, and interim periods within those fiscal years. The Company has not yet determined the impact of applying FAS 159.



Note 9 - Contingent Liabilities



On October 10, 2006, Eurasia announced that the Company and its Chief Executive Officer, Nicholas W. Baxter, had been named in a lawsuit commenced in the Court of Session in Edinburgh, Scotland. The pursuers in the action were Arawak Energy Corporation (Arawak) and its wholly owned subsidiary, Commonwealth Oil & Gas Company Limited (Commonwealth). Arawak and Commonwealth alleged that in the course of his directorship, Mr. Baxter breached his fiduciary duty as a director and accessed and used confidential information relating to Arawak and Commonwealth oil and gas properties in Azerbaijan for the purpose of securing Eurasias MOU for its block in Azerbaijan. The Company was made a party to the action as an alleged knowing recipient of confidential information and of a commercial opportunity diverted to it in breach of fiduciary duty. Arawak and Commonwealth were seeking US$17.2 million in damages from Mr. Baxter, a declaration that Eurasia holds its MOU in trust for the benefit of Arawak and Commonwealth and an accounting of profits, failing which payment of US$100 million or, alternatively, damages against Mr. Baxter and Eurasia for breach of confidence in the same amount. The Company and Mr. Baxter retained joint counsel and filed an appearance and defense.



The parties have appeared twice before Lord Reed of the Commercial Court on preliminary matters. Both the pursuers and the defenders have amended their original pleadings.  On February 22, 2007, Arawak and Commonwealth amended their pleadings to remove the allegations of misappropriation of confidential information and breach of confidence and the principal pursuer, Arawak, has sought to remove itself from the action. In the alternative to the claim for an accounting of profits, there was added a claim for damages in the amount of US$100 million against Mr. Baxter and the Company in respect of an alleged breach of fiduciary duty to Commonwealth.



The Company is optimistic that the claims against it and Nicholas Baxter will be defended successfully.  However, the outcome of litigation is often uncertain and the matter remains before the Scottish courts. Accordingly, the Company will reserve comment on all but the most basic elements of the lawsuit.  Trial of this matter has been scheduled to commence on August 28, 2007.











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- 13 -







Note 10 - Subsequent Events



On April 4, 2007, the Company reduced the exercise price of the outstanding 1,535,000 stock options from $1.00 to $0.25 each.



On April 4, 2007, the Board of Directors adopted the 2007 Stock Option Plan which allocates 2,000,000 common shares for issuance under the plan.



On April 4, 2007, the Company granted 465,000 and 1,250,000 stock options under its 2006 and 2007 stock option plans, respectively, to employees and consultants at $0.25 each, expiring on April 4, 2012. The options are vesting at the rate of 20% per year over five years from April 4, 2007.











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- 14 -







PLAN OF OPERATION



The following Plan of Operation 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 Plan of Operation included in this Quarterly Report on Form 10-QSB for the quarter ended March 31, 2007.



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.



We are engaged in oil and gas exploration.  We entered into a memorandum of understanding (MOU) with the State Oil Company of the Azerbaijan Republic (SOCAR) which granted 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 original MOU was December 7, 2005.  This MOU expired on December 7, 2006 and management is currently working to seek the agreement of SOCAR for an extension of the MOU or an agreement to move directly to negotiation on the main principles of the ERDPSA.  The Block includes the producing Alyat-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.



During the quarter ended September 30, 2006, we completed all field work necessary to conclude the development plan for our Block.  Two visits were made to the Azerbaijan capital of Baku in September, 2006 by management of Eurasia and Eurasias consultants, TRACS International Consultancy Ltd. (TRACS) and Genesis Oil and Gas Consultants Ltd. (Genesis).  During the first site visit, management and TRACS met with SOCARs head office personnel, and the geologists and petroleum engineers working for (a) SOCARs offshore exploration unit responsible for the Block and (b) SOCARs offshore field development, production and maintenance unit responsible for the Alyat producing field and the non-producing Garasu field.  Discussions focused on the analysis of data and information supplied by SOCAR to date and identified further information and data regarding geology, structure of the fields, exploration targets and drilling and production history of wells drilled to date.  There were also initial discussions regarding the current and historic costs of developing and operating the producing fields on the Block as the basis for future economic estimates and negotiations for the ERDPSA.









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The second site visit to Baku occurred at the end of September, 2006.  Management and TRACS were accompanied by a specialist facilities engineer from Genesis.  The main purpose of this visit was to inspect the offshore platforms and oil and gas producing facilities in the Alyat field, and SOCARs on-shore oil and gas terminal serving the field.  SOCAR provided Eurasias team with a supply vessel and crew for the trip to the offshore Alyat field.  The team had the opportunity to inspect various oil and gas producing platforms, gas injection, treatment separation and distribution facilities as well as the recently completed well number 87 and the recently spudded well number 88.  The Eurasia team also visited a SOCAR oil and gas terminal which receives, treats, stores and delivers oil and gas from a number of SOCAR offshore and onshore fields.  The team inspected the terminals complete installation from the landfall of the pipelines coming from the Alyat field to the oil and gas export delivery points.  This inspection included oil separation and treatment plants and storage tanks.



In November, 2006, management met with SOCAR officials in Baku and notified SOCAR in writing that the Company had completed its development plan and was ready to enter into negotiations for the main principals of the ERDPSA.  Management was informed by SOCAR officials that the lawsuit brought by Arawak and Commonwealth fully described in Item 3  Legal Proceedings of our Form 10KSB, materially prejudiced our companys opportunity to either extend the MOU or to enter into negotiations for the main principals of an ERDPSA.  Despite having completed our development plan in 2006 and being ready, willing and able to commence negotiations on the main principals of the ERDPSA before the MOU expired, SOCAR declined to negotiate with our company and the current MOU expired on December 7, 2006.



The lawsuit brought by Arawak and Commonwealth against our company (see Item 1  Legal Proceedings in Part II) has resulted in a temporary suspension of our Plan of Operation.  Management plans to return to Baku in the second quarter of 2007 to attempt to re-establish negotiations with SOCAR and to either extend the original MOU or to move directly to negotiations for the main principals of an ERDPSA.  Our chances of successfully re-establishing negotiations with SOCAR are completely uncertain.  We have sufficient funds on hand to complete our defense of the current lawsuit, however, our low share price and lack of investor confidence in our management team to secure a firm deal in Azerbaijan makes additional equity financing impossible at this time.



We will continue to conserve our cash reserves through 2007.  The principal focus of management will be the defense of the lawsuit brought by Arawak and Commonwealth.  We have requested the Scottish Courts to schedule the first available trial dates for the lawsuit to be heard.  We are advised by our counsel that the earliest available dates may not be until the third or fourth quarter of 2007.



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.



We do not expect any changes in the number of our employees over the next 12 months.  We will not be purchasing any plant or significant equipment over the next 24 months.  We have sufficient funds on hand for the next 12 months and these funds will allow us to execute the Plan of Operation described in this Form 10-QSB.  Our current management team will satisfy our requirements for the next 24 months.  Our President and C.E.O., Mr. Nicholas W. Baxter, works full time on our company's affairs.  Our C.F.O., Mr. Gerald R. Tuskey, spends approximately 50 hours per month on our company's affairs.



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







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effectiveness of the Company's disclosure controls and procedures as of March 31, 2007.  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, 2007, 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.





PART II

OTHER INFORMATION



Item 1.

LEGAL PROCEEDINGS



On September 25, 2006, our company and our Chief Executive Officer, Nicholas W. Baxter were served in a law suit commenced in the Court of Session in Edinburgh, Scotland.  Our company and Mr. Baxter were sued by Arawak Energy Corporation (Arawak) and its wholly owned subsidiary, Commonwealth Oil & Gas Company Limited (Commonwealth).  Mr. Baxter was a director of Arawak until May 5, 2003.  Mr. Baxter was periodically a director of Commonwealth until February, 2006.  Eurasia is not associated with or connected to Arawak or Commonwealth in any business or contractual context.  Arawak and Commonwealth alleged that in the course of his directorship, Mr. Baxter breached his fiduciary duty as a director and accessed and used confidential information relating to Arawak and Commonwealth oil and gas properties in Azerbaijan for the purpose of securing the Companys MOU for its Block in Azerbaijan.  Eurasia has been made a party to the action as an alleged knowing recipient of







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confidential information and of a commercial opportunity diverted to it in breach of fiduciary duty.  Arawak and Commonwealth were seeking US$17.2 million in damages from Mr. Baxter, a declaration that Eurasia holds its MOU in trust for the benefit of Arawak and Commonwealth and an accounting of profits failing which payment of US$100 million or alternatively damages against Mr. Baxter and Eurasia for breach of confidence in the same amount.  Our company and Mr. Baxter retained joint counsel and filed an appearance and defense.



On February 22, 2007, Arawak and Commonwealth amended their pleadings to remove the allegations of misappropriation of confidential information and breach of confidence and the principal pursuer, Arawak Energy Corporation, has sought to remove itself from the action.  In the alternative to the claim for an accounting of profits, there was added a claim for damages in the amount of US$100 million against Mr. Baxter and Eurasia in respect of the alleged breach of fiduciary duty.



Our company is optimistic that the claims against it and Nicholas Baxter will be defended successfully.  However, the outcome of litigation is often uncertain and the matter remains before the Scottish Courts.  Accordingly, our company will reserve comment on all but the most basic elements of the law suit.  We are committed to defending against this law suit and are seeking the earliest possible trial date for resolution of the matter.  It is our expectation that the current law suit will be concluded at least at first instance by the end of 2007.



Item 2

UNREGISTERED SALES OF EQUITY SECURITIES

AND USE OF PROCEEDS



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



(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



The Company did not file any Form 8Ks during the quarter ended March 31, 2007.







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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 14, 2007

Per:

/s/Gerald R. Tuskey

Gerald R. Tuskey,

C.F.O., Corporate Secretary and Director