---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended January 31, 2011

Commission file number000-51068

YUKON GOLD CORPORATION,
INC.(Exact name of registrant as specified in its charter)

|Delaware                 | 52-2243048                          
|------------------------ | ------------------------------------
|(State of incorporation) | (I.R.S. Employer Identification No.)

1226 White Oaks Blvd., Suite 10AOakville,
Ontario L6H 2B9 Canada(Address of principal executive offices
including zip code)

905-845-1073(Registrants telephone number
including area code)

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [   ]

Indicate by check mark whether the registrant is a large
accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller
reporting company. See the definitions of large accelerated filer,
accelerated filer and smaller reporting company in Rule 12b-2 of the
Exchange Act. (Check one):

|Large accelerated filer [   ] | Accelerated filer [   ] | Non-accelerated filer [   ]                   | Smaller reporting company [X]
|----------------------------- | ----------------------- | --------------------------------------------- | -----------------------------
|                              |                         | (Do not check if a smaller reporting company) |                              

Indicate by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act). Yes [   ] No
[X]

The number of shares of registrants common stock outstanding
as of January 31, 2011 was 141,159,935.

---

|PART I  FINANCIAL INFORMATION       
|-------------------------------------
|                                     
|                                     
|                                     
|YUKON GOLD CORPORATION, INC.         
|(AN EXPLORATION STAGE MINING COMPANY)
|INTERIM FINANCIAL STATEMENTS         
|JANUARY 31, 2011                     
|(Amounts expressed in US Dollars)    
|(Unaudited-Prepared by Management)   
|                                     
|TABLE OF CONTENTS                    

|                                                                                                                                                                                 | Page No.    
|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------
|Interim Balance Sheets as at January 31,
      2011 and April 30, 2010.                                                                                                          | F-2 to F3   
|Interim Statements of Operations for the nine months and
      three months ended January 31, 2011 and January 31, 2010 and the period
      from Inception to January 31, 2011. | F-4         
|Interim Statements of Cash Flows for the
      nine months ended January 31, 2011 and January 31, 2010 and the period
      from Inception to January 31, 2011.                  | F-5         
|Interim Statements of Changes in Stockholders
      Equity/(Deficiency) from Inception to January 31, 2011.                                                                     | F-6 to F9   
|Condensed Notes to Interim Financial
      Statements.                                                                                                                           | F-10 to F-17

---

|YUKON GOLD CORPORATION, INC.             
|-----------------------------------------
|(An Exploration Stage Mining Company)    
|Interim Balance Sheets                   
|As at January 31, 2011 and April 30, 2010
|(Amounts expressed in US Dollars)        
|(Unaudited-Prepared by Management)       

|                                                   |  | January 31, |  |  | April 30, | 
|-------------------------------------------------- |  | ----------- |  |  | --------- | 
|                                                   |  | 2011        |  |  | 2010      | 
|                                                   |  | $           |  |  | $         | 
|ASSETS                                             |  | (Unaudited) |  |  | (Audited) | 
|CURRENT ASSETS                                     |  |             |  |  |           | 
|                                                   |  |             |  |  |           | 
|Cash                                               |  | 103,713     |  |  | 573       | 
|Current assets of discontinued operation           |  | -           |  |  | 13,708    | 
|                                                   |  |             |  |  |           | 
|                                                   |  |             |  |  |           | 
|                                                   |  | 103,713     |  |  | 14,281    | 
|PROPERTY AND EQUIPMENT                             |  | 27,750      |  |  | -         | 
|NON-CURRENT ASSETS OF DISCONTINUED
      OPERATION |  | -           |  |  | 27,868    | 
|                                                   |  |             |  |  |           | 
|                                                   |  | 131,463     |  |  | 42,149    | 

See condensed notes to the interim financial statements.

APPROVED ON BEHALF OF THE BOARD

/s/ J. L. Guerra,
Jr.J. L. Guerra, Jr., Director and Chairman

/s/ Douglas
OliverDouglas Oliver, Director and CEO

F-2

---

|YUKON GOLD CORPORATION, INC.             
|-----------------------------------------
|(An Exploration Stage Mining Company)    
|Interim Balance Sheets                   
|As at January 31, 2011 and April 30, 2010
|(Amounts expressed in US Dollars)        
|(Unaudited-Prepared by Management)       

|                                               |  | January 31, |  |  | April 30, | 
|---------------------------------------------- |  | ----------- |  |  | --------- | 
|                                               |  | 2011        |  |  | 2010      | 
|                                               |  | $           |  |  | $         | 
|LIABILITIES                                    |  | (Unaudited) |  |  | (Audited) | 
|                                               |  |             |  |  |           | 
|CURRENT LIABILITIES                            |  |             |  |  |           | 
|Loan from director                             |  | -           |  |  | 102,000   | 
|Accounts payable and accrued liabilities       |  | 54,507      |  |  | 243,827   | 
|Current liabilities of discontinued operations |  | -           |  |  | 314,839   | 
|                                               |  | 54,507      |  |  | 660,666   | 

GOING CONCERN (Note 2) COMMITMENTS AND CONTINGENCIES (Note
6) RELATED PARTY TRANSACTIONS (Note 7) SUBSEQUENT EVENTS (Note 9)

|SHAREHOLDERS EQUITY/(DEFICIENCY)                             |  |             |   |  |             |  
|------------------------------------------------------------- |  | ----------- | - |  | ----------- | -
|CAPITAL STOCK (Note 4)                                        |  | 14,116      |   |  | 4,184       |  
|ADDITIONAL PAID-IN CAPITAL                                    |  | 15,187,072  |   |  | 14,931,204  |  
|ACCUMULATED OTHER COMPREHENSIVE LOSS                          |  | -           |   |  | (111,871    | )
|DEFICIT, ACCUMULATED DURING THE EXPLORATION
      STAGE       |  | (15,124,232 | ) |  | (15,442,034 | )
|                                                              |  | 76,956      |   |  | (618,517    | )
|TOTAL LIABILITIES AND SHAREHOLDERS
      EQUITY/(DEFICIENCY) |  | 131,463     |   |  | 42,149      |  

See condensed notes to the interim financial statements.

F-3

---

|YUKON GOLD CORPORATION, INC.                                                              
|------------------------------------------------------------------------------------------
|(An Exploration Stage Mining Company)                                                     
|Interim Statements of Operations                                                          
|For the nine months and three months ended January 31,
      2011 and January 31, 2010 and
|the period from Inception to January 31, 2011                                             
|(Amounts expressed in US Dollars)                                                         
|(Unaudited-Prepared by Management)                                                        

For the
    
    
    For the
    
    
    For the
    
    
    For thenine months
    
    
    nine months
    
    
    three months
    
    
    three monthsCumulative
    
    
    ended
    
    
    ended
    
    
    ended
    
    
    endedsince
    
    
    January 31,
    
    
    January 31,
    
    
    January 31,
    
    
    January 31,inception
    
    
    2011
    
    
    2010
    
    
    2011
    
    
    2010$
    
    
    $
    
    
    $
    
    
    $
    
    
    $OPERATING EXPENSESGeneral and administration
    
    4,636,087
    
    
    203,377
    
    
    242,250
    
    
    81,041
    
    
    51,622Project Expenses1,296,120
    
    
    -
    
    
    -
    
    
    -
    
    
    -Amortization
    
    2,250
    
    
    2,250
    
    
    -
    
    
    2,250
    
    
    -TOTAL OPERATING EXPENSES
    
    5,934,457
    
    
    205,627
    
    
    242,250
    
    
    83,291
    
    
    51,622LOSS BEFORE INCOME TAXES
    
    (5,934,457
    )
    
    (205,627
    )
    
    (242,250
    )
    
    (83,291
    )
    
    (51,622
    )Income taxes recovery
    
    509,170
    
    
    -
    
    
    -
    
    
    -
    
    
    -NET LOSS FROM CONTINUING OPERATIONS
    
    (5,425,287
    )
    
    (205,627
    )
    
    (242,250
    )
    
    (83,291
    )
    
    (51,622
    )NET INCOME (LOSS) FROM DISCONTINUED
      OPERATIONS (INCLUDING GAIN ON DECONSOLIDATION OF $530,495 IN THE THREE
      MONTHS ENDED JANUARY 31, 2011
    
    (9,698,945
    )
    
    523,429
    
    
    (181,136
    )
    
    530,495
    
    
    (134,112
    )NET INCOME (LOSS)
    
    (15,124,232
    )
    
    317,802
    
    
    (423,386
    )
    
    447,204
    
    
    (185,734
    )Earnings (Loss) per share  basic and
      diluted from continued operations
    
    
    
    
    (0.00
    )
    
    (0.01
    )
    
    (0.00
    )
    
    (0.00
    )Earnings (Loss) per share  basic and
      diluted from discontinued operations
    
    
    
    
    0.01
    
    
    (0.00
    )
    
    0.00
    
    
    (0.00
    )0.01
    
    
    (0.01
    )
    
    0.00
    
    
    (0.00
    )Weighted average common shares
      outstanding-basic and diluted
    
    
    
    
    73,593,865
    
    
    40,489,535
    
    
    137,102,526
    
    
    40,489,535


See condensed notes to the interim financial statements.

F-4

---

YUKON GOLD CORPORATION, INC.(An Exploration
Stage Mining Company) Interim Statements of Cash Flows For
the nine month period ended January 31, 2011 and January 31, 2010 and the
period from Inception to January 31, 2011 (Amounts expressed in US
Dollars) (Unaudited-Prepared by Management)

|                                                                               |  | Cumulative Since Inception $ |   |  | For the nine month period ended January 31,
      2011 $ |   |  | For the nine month period ended January 31,
      2010 $ |  
|------------------------------------------------------------------------------ |  | ---------------------------- | - |  | -------------------------------------------------------- | - |  | -------------------------------------------------------- | -
|CASH FLOWS FROM OPERATING ACTIVITIES                                           |  |                              |   |  |                                                          |   |  |                                                          |  
|Net loss from continuing operations                                            |  | (5,425,287                   | ) |  | (205,627                                                 | ) |  | (242,250                                                 | )
|Items not requiring an outlay of cash:                                         |  |                              |   |  |                                                          |   |  |                                                          |  
|Amortization                                                                   |  | 2,250                        |   |  | 2,250                                                    |   |  | -                                                        |  
|Registration rights penalty expense                                            |  | 188,125                      |   |  | -                                                        |   |  | -                                                        |  
|Shares issued for property payment                                             |  | 772,826                      |   |  | -                                                        |   |  | -                                                        |  
|Common shares issued for settlement of
      severance liability to ex-officer |  | 113,130                      |   |  | -                                                        |   |  | -                                                        |  
|Stock-based compensation                                                       |  | 1,298,574                    |   |  | -                                                        |   |  | 5,869                                                    |  
|Compensation expense on issue of warrants                                      |  | 140,892                      |   |  | -                                                        |   |  | -                                                        |  
|Issue of shares for professional services                                      |  | 875,023                      |   |  | -                                                        |   |  | -                                                        |  
|Issue of units against settlement of debts                                     |  | 20,077                       |   |  | -                                                        |   |  | -                                                        |  
|Increase (Decrease) in accounts payable and accrued
      liabilities          |  | 54,507                       |   |  | (189,320                                                 | ) |  | 113,323                                                  |  

|NET CASH USED IN OPERATING ACTIVITIES                      |  | (1,959,883 | ) |  | (392,697 | ) |  | (123,058 | )
|---------------------------------------------------------- |  | ---------- | - |  | -------- | - |  | -------- | -
|CASH FLOWS FROM INVESTING ACTIVITIES                       |  |            |   |  |          |   |  |          |  
|Purchase of property and equipment                         |  | (30,000    | ) |  | (30,000  | ) |  | -        |  
|Investment in available for sale securities                |  | (36,530    | ) |  | -        |   |  | -        |  
|NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES        |  | (66,530    | ) |  | (30,000  | ) |  | -        |  
|CASH FLOWS FROM FINANCING ACTIVITIES                       |  |            |   |  |          |   |  |          |  
|Repayments from a shareholder                              |  | 1,180      |   |  | -        |   |  | -        |  
|Proceeds (Repayments) from demand promissory notes         |  | 200,000    |   |  | (102,000 | ) |  | 102,000  |  
|Proceeds from convertible promissory notes converted       |  | 200,500    |   |  | -        |   |  | -        |  
|Proceeds from the exercise of stock options                |  | 61,000     |   |  | -        |   |  | -        |  
|Proceeds from exercise of warrants  net                   |  | 450,309    |   |  | -        |   |  | -        |  
|Proceeds from subscription of warrants  net               |  | 525,680    |   |  | -        |   |  | -        |  
|Proceeds from subscription /issuance of units/shares  net |  | 10,300,490 |   |  | 265,800  |   |  | 44,000   |  
|NET CASH PROVIDED BY FINANCING ACTIVITIES                  |  | 11,739,159 |   |  | 163,800  |   |  | 146,000  |  
|CASH FLOW PROVIDED BY CONTINUING OPERATIONS                |  | 9,712,746  |   |  | (258,897 | ) |  | 22,942   |  
|Cash flow provided (used) in discontinued operations       |  | (9,609,033 | ) |  | 362,037  |   |  | (20,449  | )
|NET INCREASE (DECREASE) IN CASH FOR THE PERIOD             |  | 103,713    |   |  | 103,140  |   |  | 2,493    |  
|Cash, beginning of period                                  |  | -          |   |  | 573      |   |  | 9,349    |  
|CASH, END OF PERIOD                                        |  | 103,713    |   |  | 103,713  |   |  | 11,842   |  
|INCOME TAXES PAID                                          |  |            |   |  | -        |   |  | -        |  




|INTEREST PAID |  | - |  |  | - | 
|------------- |  | - |  |  | - | 

See condensed notes to the interim financial statements.

F-5

---

|YUKON GOLD CORPORATION, INC.                                   
|---------------------------------------------------------------
|(An Exploration Stage Mining Company)                          
|Interim Statements of Changes in Stockholders
      Deficiency
|From Inception to January 31, 2011                             
|(Amounts expressed in US Dollars)                              
|(Unaudited-Prepared by Management)                             

|                                                                             |  |           |   |  |          |   |  |            |  |  |              |  |  | Deficit,    |   |  |               |   |  |               |  
|---------------------------------------------------------------------------- |  | --------- | - |  | -------- | - |  | ---------- |  |  | ------------ |  |  | ----------- | - |  | ------------- | - |  | ------------- | -
|                                                                             |  | Number    |   |  |          |   |  |            |  |  |              |  |  | Accumulated |   |  |               |   |  | Accumulated   |  
|                                                                             |  | of        |   |  | Common   |   |  | Additional |  |  |              |  |  | during the  |   |  |               |   |  | Other         |  
|                                                                             |  | Common    |   |  | Shares   |   |  | Paid-in    |  |  | Subscription |  |  | Exploration |   |  | Comprehensive |   |  | Comprehensive |  
|                                                                             |  | Shares    |   |  | Amount   |   |  | Capital    |  |  | for Warrants |  |  | Stage       |   |  | Income (loss) |   |  | Income (loss) |  
|                                                                             |  | #         |   |  | $        |   |  | $          |  |  | $            |  |  | $           |   |  | $             |   |  | $             |  
|Issuance of Common shares                                                    |  | 2,833,377 |   |  | 154,063  |   |  | -          |  |  | -            |  |  | -           |   |  | -             |   |  | -             |  
|Issuance of warrants                                                         |  | -         |   |  | -        |   |  | 1,142      |  |  | -            |  |  | -           |   |  | -             |   |  | -             |  
|Foreign currency translation                                                 |  | -         |   |  | -        |   |  | -          |  |  | -            |  |  |             |   |  | 604           |   |  | 604           |  
|Net loss for the year                                                        |  | -         |   |  | -        |   |  | -          |  |  |              |  |  | (124,783    | ) |  | (124,783      | ) |  | -             |  
|                                                                             |  |           |   |  |          |   |  |            |  |  |              |  |  |             |   |  |               |   |  |               |  
|Balance as of April 30, 2003                                                 |  | 2,833,377 |   |  | 154,063  |   |  | 1,142      |  |  | -            |  |  | (124,783    | ) |  | (124,179      | ) |  | 604           |  
|                                                                             |  |           |   |  |          |   |  |            |  |  |              |  |  |             |   |  |               |   |  |               |  
|Issuance of Common shares                                                    |  | 1,435,410 |   |  | 256,657  |   |  | -          |  |  | -            |  |  | -           |   |  | -             |   |  |               |  
|Issuance of warrants                                                         |  | -         |   |  | -        |   |  | 2,855      |  |  | -            |  |  | -           |   |  | -             |   |  |               |  
|Shares repurchased                                                           |  | (240,855  | ) |  | (5,778   | ) |  | -          |  |  | -            |  |  | -           |   |  | -             |   |  |               |  
|Recapitalization pursuant to reverse
      acquisition                       |  | 2,737,576 |   |  | (404,265 | ) |  | 404,265    |  |  | -            |  |  | -           |   |  | -             |   |  |               |  
|Issuance of Common shares                                                    |  | 1,750,000 |   |  | 175      |   |  | 174,825    |  |  | -            |  |  | -           |   |  | -             |   |  |               |  
|Issuance of Common shares for Property
      Payment                         |  | 300,000   |   |  | 30       |   |  | 114,212    |  |  | -            |  |  | -           |   |  | -             |   |  |               |  
|Foreign currency translation                                                 |  | -         |   |  | -        |   |  | -          |  |  | -            |  |  | -           |   |  | (12,796       | ) |  | (12,796       | )
|Net loss for the year                                                        |  | -         |   |  | -        |   |  | -          |  |  | -            |  |  | (442,906    | ) |  | (442,906      | ) |  | -             |  
|                                                                             |  |           |   |  |          |   |  |            |  |  |              |  |  |             |   |  |               |   |  |               |  
|Balance as of April 30, 2004                                                 |  | 8,815,508 |   |  | 882      |   |  | 697,299    |  |  | -            |  |  | (567,689    | ) |  | (455,702      | ) |  | (12,192       | )
|                                                                             |  |           |   |  |          |   |  |            |  |  |              |  |  |             |   |  |               |   |  |               |  
|Issuance of Common shares for Property
      Payment                         |  | 133,333   |   |  | 13       |   |  | 99,987     |  |  | -            |  |  | -           |   |  | -             |   |  | -             |  
|Issuance of common shares on Conversion of Convertible
      Promissory note |  | 76,204    |   |  | 8        |   |  | 57,144     |  |  | -            |  |  | -           |   |  | -             |   |  | -             |  

F-6

---

|YUKON GOLD CORPORATION, INC.                                   
|---------------------------------------------------------------
|(An Exploration Stage Mining Company)                          
|Interim Statements of Changes in Stockholders
      Deficiency
|From Inception to January 31, 2011                             
|(Amounts expressed in US Dollars)                              

Foreign currency translation
    
    -
    
    
    -
    
    
    -
    
    
    -
    
    
    -
    
    
    9,717
    
    
    9,717Net loss for the year
    
    -
    
    
    -
    
    
    -
    
    
    -
    
    
    (808,146
    )
    
    (808,146
    )
    
    -Balance as of April 30, 2005
    
    9,025,045
    
    
    903
    
    
    854,430
    
    
    -
    
    
    (1,375,835
    )
    
    (798,429
    )
    
    (2,475
    )Stock based compensation - Directors and
      officers
    
    
    
    
    
    
    
    216,416Stock based compensation - Consultants
    
    
    
    
    
    
    
    8,830Issue of common shares and Warrants on
      retirement of Demand Promissory note
    
    369,215
    
    
    37
    
    
    203,031Units issued to an outside company for professional
      services settlement
    
    24,336
    
    
    2
    
    
    13,384Units issued to an officer for professional
      services settlement
    
    12,168
    
    
    1
    
    
    6,690Issuance of common shares for professional services
    
    150,000
    
    
    15
    
    
    130,485Units issued to shareholder
    
    490,909
    
    
    49
    
    
    269,951Units issued to a director
    
    149,867
    
    
    15
    
    
    82,412Units issued to outside subscribers
    
    200,000
    
    
    20
    
    
    109,980Issuance of common shares on Conversion ofConvertible Promissory notes
    
    59,547
    
    
    6
    
    
    44,654Issuance of common shares on Exercise of warrants
    
    14,000
    
    
    2
    
    
    11,998Issuance of common shares on Conversion of
      Convertible Promissory notes
    
    76,525
    
    
    8
    
    
    57,386Private placement of shares
    
    150,000
    
    
    15
    
    
    151,485Issuance of Common shares for property
      payment
    
    133,333
    
    
    13
    
    
    99,987Issuance of common shares on Conversion of Convertible
      Promissory notes
    
    34,306
    
    
    4
    
    
    25,905Issuance of common shares on Exercise of
      warrants
    
    10,000
    
    
    1
    
    
    8,771Issuance of common shares on Conversion of Convertible
      promissory notes
    
    101,150
    
    
    10
    
    
    76,523


F-7

---

|YUKON GOLD CORPORATION, INC.                                   
|---------------------------------------------------------------
|(An Exploration Stage Mining Company)                          
|Interim Statements of Changes in Stockholders
      Deficiency
|From Inception to January 31, 2011                             
|(Amounts expressed in US Dollars)                              

Issue of 400,000 Special Warrants net
    
    
    
    
    
    
    
    
    
    
    371,680Issue of 200,000 flow through warrants
    
    
    
    
    
    
    
    
    
    
    154,000Brokered private placement of shares- net
    
    5,331,327
    
    
    533
    
    
    2,910,375Brokered Private placement of flow through Shares- net
    
    25,000
    
    
    2
    
    
    13,310Exercise of stock options
    
    10,000
    
    
    1
    
    
    5,499Foreign currency translation
    
    -
    
    
    -
    
    
    -
    
    
    
    
    
    
    
    
    (2,687
    )
    
    (2,687
    )Net loss for the year
    
    -
    
    
    -
    
    
    -
    
    
    
    
    
    (1,855,957
    )
    
    (1,855,957
    )
    
    -Balance at April 30, 2006
    
    16,366,728
    
    
    1,637
    
    
    5,301,502
    
    
    525,680
    
    
    (3,231,792
    )
    
    (1,858,644
    )
    
    (5,162
    )Exercise of warrants
    
    10,000
    
    
    1
    
    
    8,986Exercise of warrants
    
    45,045
    
    
    5
    
    
    40,445Exercise of warrants
    
    16,000
    
    
    2
    
    
    14,278Common shares issued for settlement of
      severance liability to ex-officer
    
    141,599
    
    
    14
    
    
    113,116Exercise of warrants
    
    43,667
    
    
    4
    
    
    39,364Exercise of warrants
    
    17,971
    
    
    2
    
    
    15,937Exercise of warrants
    
    43,667
    
    
    4
    
    
    38,891Exercise of warrants
    
    16,000
    
    
    2
    
    
    14,251Exercise of warrants
    
    158,090
    
    
    16
    
    
    141,616Issue of common shares for property payment
    
    43,166
    
    
    4
    
    
    53,841Exercise of warrants
    
    64,120
    
    
    6
    
    
    57,863Exercise of warrants
    
    61,171
    
    
    6
    
    
    53,818Exercise of stock options
    
    24,000
    
    
    2
    
    
    17,998Issuance of common shares for professional
      services
    
    342,780
    
    
    34
    
    
    438,725Brokered private placement of units-net
    
    400,000
    
    
    40
    
    
    363,960Brokered private placement of units- net
    
    550,000
    
    
    55
    
    
    498,923Stock based compensation-Directors and Officers
    
    
    
    
    
    
    
    451,273Exercise of stock options
    
    50,000
    
    
    5
    
    
    37,495Issuance of common shares for property payment
    
    133,334
    
    
    13
    
    
    99,987Issuance of common shares for professional
      services
    
    160,000
    
    
    16
    
    
    131,184Issuance of common shares for professional services
    
    118,800
    
    
    12
    
    
    152,052Issue of shares for flow-through warrants
    
    200,000
    
    
    20
    
    
    153,980
    
    
    (154,000
    )Issue of shares for special warrants
    
    404,000
    
    
    41
    
    
    375,679
    
    
    (371,680
    )Issue of 2,823,049 flow- through warrants -net
    
    
    
    
    
    
    
    
    
    
    1,916,374


F-8

---

|YUKON GOLD CORPORATION, INC.                                   
|---------------------------------------------------------------
|(An Exploration Stage Mining Company)                          
|Interim Statements of Changes in Stockholders
      Deficiency
|From Inception to January 31, 2011                             
|(Amounts expressed in US Dollars)                              

Issue of 334,218 unit special warrants-net
    
    
    
    
    
    
    
    
    
    
    230,410Issue of 3,105,358 common shares for 2,823,049 flow through
      warrants
    
    3,105,358
    
    
    310
    
    
    1,916,064
    
    
    (1,916,374
    )Issue of 367,641 common shares for 334,218
      unit special warrants
    
    367,641
    
    
    37
    
    
    230,373
    
    
    (230,410
    )Registration rights penalty expense
    
    
    
    
    
    
    
    188,125Foreign currency translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (58,446
    )
    
    (58,446
    )Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,703,590
    )
    
    (3,703,590
    )Balance April 30, 2007
    
    22,883,137
    
    
    2,288
    
    
    10,949,726
    
    
    0
    
    
    (6,935,382
    )
    
    (3,762,036
    )
    
    (63,608
    )Shares for property payment
    
    136,364
    
    
    13
    
    
    57,239Stock based compensation
    
    
    
    
    
    
    
    584,328Unrealized gain on available-for-sale securities net of
      deferred taxes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,000
    
    
    9,000543,615 flow through units
    
    543,615
    
    
    54
    
    
    227,4501,916,666 units-net
    
    1,916,666
    
    
    192
    
    
    698,1101,071,770 flow through units
    
    1,071,770
    
    
    108
    
    
    449,3792,438,888 units-net
    
    2,438,888
    
    
    244
    
    
    1,036,622Expenses relating to issue of units
    
    
    
    
    
    
    
    (141,080
    )Compensation expense on issue of warrants
    
    
    
    
    
    
    
    123,079Foreign currency translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    251,082
    
    
    251,082Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    (4,953,775
    )
    
    (4,953,775
    )Balance as of April 30, 2008
    
    28,990,440
    
    
    2,899
    
    
    13,984,853
    
    
    -
    
    
    (11,889,157
    )
    
    (4,693,693
    )
    
    196,474Shares for property payment
    
    476,189
    
    
    48
    
    
    58,839Shares for property payment
    
    6,838,906
    
    
    684
    
    
    187,916Stock based compensation
    
    
    
    
    
    
    
    31,858Compensation expense on issue of warrants
    
    
    
    
    
    
    
    17,8134,134,000 flow through shares
    
    4,134,000
    
    
    413
    
    
    577,696Issuance of shares for professional services
    
    50,000
    
    
    5
    
    
    7,495Realized gain on available-for-sale
      securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,000
    )
    
    ( 9,000
    )Foreign currency translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (282,694
    )
    
    (282,694
    )Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,017,265
    )
    
    (3,017,265
    )
    
    -Balance as of April 30, 2009
    
    40,489,535
    
    
    4,049
    
    
    14,866,470
    
    
    -
    
    
    (14,906,422
    )
    
    (3,308,959
    )
    
    (95,220
    )Stock based compensation
    
    
    
    
    
    
    
    5,869Issuance of 1,100,000 shares for cash
    
    1,100,000
    
    
    110
    
    
    43,890Issuance of common shares for professional
      services
    
    250,000
    
    
    25
    
    
    14,975Foreign currency translation
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (16,651
    )
    
    (16,651
    )Net loss for the year
    
    
    
    
    
    
    
    
    
    
    
    
    
    (535,612
    )
    
    (535,612
    )
    
    -Balance as of April 30, 2010
    
    41,839,535
    
    
    4,184
    
    
    14,931,204
    
    
    -
    
    
    (15,442,034
    )
    
    (552,263
    )
    
    (111,871
    )Deconsolidation of subsidiary
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    -
    
    
    111,871Issuance of shares for cash
    
    99,320,400
    
    
    9,932
    
    
    238,368Stock subscriptions received
    
    
    
    
    
    
    
    17,500Net income for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    317,802Balance as of January 31, 2011
    
    141,159,935
    
    
    14,116
    
    
    15,187,072
    
    
    -
    
    
    (15,124,232
    )
    
    -
    
    
    -


See condensed notes to the interim financial statements

F-9

---

|YUKON GOLD CORPORATION, INC.                   
|-----------------------------------------------
|(An Exploration Stage Mining Company)          
|Condensed Notes to Interim Financial Statements
|January 31, 2011                               
|(Amounts expressed in US Dollars)              
|(Unaudited  Prepared by Management)           

1.     BASIS OF PRESENTATION

The accompanying unaudited interim financial statements have
been prepared in accordance with the instructions to Form 10-Q and therefore do
not include all information and footnotes necessary for a fair presentation of
financial position, results of operations and cash flows in conformity with U.S.
generally accepted accounting principles (GAAP); however, such information
reflects all adjustments (consisting solely of normal recurring adjustments),
which are, in the opinion of management, necessary for a fair statement of the
results for the interim periods. The interim financial statements should be read
in conjunction with the consolidated financial statements and notes thereto
together with managements discussion and analysis of financial condition and
results of operations contained in the Companys annual report on Form 10-K for
the year ended April 30, 2010. In the opinion of management, the accompanying
unaudited interim financial statements reflect all adjustments of a normal
recurring nature considered necessary to fairly state the financial position of
the Company at January 31, 2011 and April 30, 2010, the results of its
operations for the nine month periods ended January 31, 2011 and January 31,
2010, and its cash flows for the nine month periods ended January 31, 2011 and
January 31, 2010. In addition, some of the Companys statements in this
quarterly report on Form 10-Q may be considered forward-looking and involve
risks and uncertainties that could significantly impact expected results. The
results of operations for the nine month period ended January 31, 2011 are not
necessarily indicative of results to be expected for the full year.

On November 15, 2010, the Companys wholly-owned Canadian
subsidiary, Yukon Gold Corp. (YGC), declared bankruptcy with the Office of the
Superintendent of Bankruptcy Canada and appointed a trustee under the Bankruptcy
and Insolvency Act. A Certificate of Appointment, under Section 49 of the Act;
Rule 85, was filed with the Office of the Superintendent of Bankruptcy Canada,
in the District of Ontario, Hamilton Division. As a result of bankruptcy, the
Companys ownership interest in YGC was cancelled. Consequently, the results of
YGC are not included in the consolidated results of the Company subsequent to
November 15, 2010. In the accompanying unaudited interim financial statements,
the historic results of YGC have been reported as a discontinued operation (see
Note 8 Bankruptcy of Yukon Gold Corp.).

2.     GOING CONCERN

The Company's unaudited interim financial statements are
presented on a going concern basis, which contemplates the realization of assets
and satisfaction of liabilities in the normal course of business. The Company
has no source for operating revenue and expects to incur significant expenses
before establishing operating revenue. Due to continuing operating losses and
cash outflows from continuing operations, the Companys continuance as a going
concern is dependent upon its ability to obtain adequate financing and to reach
profitable levels of operation. In the event that the Company is unable to raise
additional capital, as to which there is no assurance, the Company will not be
able to continue doing business. The Companys future success is dependent upon
its continued ability to raise sufficient capital, not only to maintain its
operating expenses, but to explore for reserves. There is no guarantee that such
capital will be available on acceptable terms, if at all, or if the Company will
attain profitable levels of operation.

F-10

---

|YUKON GOLD CORPORATION, INC.                   
|-----------------------------------------------
|(An Exploration Stage Mining Company)          
|Condensed Notes to Interim Financial Statements
|January 31, 2011                               
|(Amounts expressed in US Dollars)              
|(Unaudited  Prepared by Management)           

2.     GOING CONCERN-Contd

These unaudited interim financial statements have been prepared
in accordance with United States generally accepted accounting principles
applicable to a going concern. Accordingly, they do not give effect to
adjustments that would be necessary should the Company be unable to continue as
a going concern and therefore be required to realize its assets and liquidate
its liabilities and commitments in other than the normal course of business and
at amounts different from those in the accompanying unaudited interim financial
statements.

3.     NATURE OF OPERATIONS

The Company is an exploration stage mining company and has not
yet realized any revenue from its operations. The Companys wholly-owned
Canadian subsidiary, YGC, was engaged in mineral property exploration until it
filed for bankruptcy on November 15, 2010. The Company is currently pursuing
other mining opportunities and has not yet finalized any such opportunity as of
the date of these unaudited interim financial statements.

4.     CAPITAL STOCK

a)     Authorized

150,000,000 of Common shares, $0.0001 par value.

b)     Issued

141,159,935 Common shares (see Note 9 Subsequent Events)
(41,839,535 at April 30, 2010).

F-11

---

|YUKON GOLD CORPORATION, INC.                                          
|----------------------------------------------------------------------
|(An Exploration Stage Mining Company)                                 
|Condensed Notes to Interim Financial Statements January
      31, 2011
|(Amounts expressed in US Dollars)                                     
|(Unaudited  Prepared by Management)                                  

4.     CAPITAL STOCK-Contd

c)     Changes to Issued Share Capital

Year ended April 30, 2010

The Company received subscriptions for 1,100,000 common shares
at $0.04 per share for a total consideration of $44,000 through a non-brokered
private placement. The Company issued 1,100,000 common shares.

On September 28, 2009 the Company entered into an employment
agreement (Agreement) with Douglas Oliver (the Employee) to serve as its
President and Chief Executive Officer. As per the terms of the said agreement,
the Company issued to the Employee 250,000 common shares of the Companys common
stock. The Employee acknowledges that such shares will be restricted shares
subject to limitations on re-sale. The Employee further acknowledges that he
will be considered as an affiliate for purposes of Rule 144.

Nine month period ended January 31, 2011

On September 23, 2010 the Company accepted nine (9)
subscriptions for a total of 87,320,400 common shares at $.0025 per share for a
total consideration of $218,300 through a non-brokered private placement. The
proceeds of the private placement were held in escrow pending the Companys
receipt of a Certificate of Good Standing from the Delaware Secretary of State.
On October 28, 2010 the Company was issued the Certificate of Good Standing. On
November 1, 2010, the balance of the proceeds from the private placement were
released from escrow and transferred to the Company. On November 5, 2010 the
87,320,400 common shares were issued by the Company. Of that amount, 80,000,400
of the Shares issued in connection with the private placement were exempt from
registration under the Securities Act pursuant to Regulation S promulgated
thereunder. The balance of 7,320,000 Shares issued were exempt from registration
under the Securities Act pursuant to Regulation D promulgated thereunder.

On November 3, 2010 the Company accepted one (1) subscription
for 12,000,000 common shares at $.0025 per share for a total consideration of
$30,000 through a non-brokered private placement and the shares were issued on
November 5, 2010. The private placement was exempt from registration under the
Securities Act pursuant to an exemption afforded by Regulation S promulgated thereunder.

On January 27, 2011 the Company accepted six (6) subscriptions
for a total of 7,000,001 common shares at $.0025 per share for a total
consideration of $17,500 through a non-brokered private placement. Subsequent to
the quarter ended January 31, 2011, on February 3, 2011 the shares were issued
(see Note 9- Subsequent Events). The private placement was exempt from
registration under the Securities Act pursuant to Regulation S promulgated
thereunder. All of the investors that participated in such private placements
were non-U.S.-Persons.

5.     STOCK BASED COMPENSATION

Per SEC Staff Accounting Bulletin 107, Topic 14.F,
Classification of Compensation Expense Associated with Share-Based Payment
Arrangements stock based compensation expense is being presented in the same
lines as cash compensation paid.

The Company adopted a new Stock Option Plan at its shareholders
meeting on January 19, 2007 (the 2006 Stock Option Plan). The 2006 Stock
Option Plan will be administered by the board of directors of the Company or, in
the board of directors discretion, by a committee appointed by the board of
directors for that purpose.

Subject to the provisions of the 2006 Stock Option Plan, the
aggregate number of shares which may be issued under the 2006 Stock Option Plan
shall not exceed 2,000,000 shares ("Total Shares"). On March 18, 2008 at the
Annual and Special Meeting of Shareholders, the Shareholders of the Company
approved an amendment to the 2006 Stock Option Plan increasing the number of
Shares reserved for issuance there under from 2,000,000 to 2,899,044. Any Stock Option granted under the 2006 Stock Option Plan which has
been exercised shall again be available for subsequent grant under the 2006
Stock Option Plan, effectively resulting in a re-loading of the number of shares
available for grant under the 2006 Stock Option Plan. Any shares subject to an
option granted under the 2006 Stock Option Plan which for any reason is
surrendered, cancelled or terminated or expires without having been exercised
shall again be available for subsequent grant under the 2006 Stock Option
Plan.

F-12

---

|                                               
|-----------------------------------------------
|YUKON GOLD CORPORATION, INC.                   
|(An Exploration Stage Mining Company)          
|Condensed Notes to Interim Financial Statements
|January 31, 2011                               
|(Amounts expressed in US Dollars)              
|(Unaudited  Prepared by Management)           

5.     STOCK-BASED COMPENSATION-Contd

Under the 2006 Stock Option Plan, at no time shall: (i) the
number of shares reserved for issuance pursuant to Stock Options granted to any
one optionee exceed 10% of the Total Shares; (ii) the number of shares, together
with all security based compensation arrangements of the Company in effect,
reserved for issuance pursuant to Stock Options granted to any "insiders" (as
that term is defined under the Securities Act (Ontario)) exceed 10% of
the total number of issued and outstanding shares. In addition, the number of
shares issued to insiders pursuant to the exercise of Stock Options, within any
one year period, together with all security based compensation arrangements of
the Company in effect, shall not exceed 10% of the total number of issued and
outstanding shares.

The purchase price (the Price) per share under each Stock
Option shall be determined by the board of directors or a committee, as
applicable. The Price shall not be lower than the closing market price on the
stock exchange where the majority of the trading volume and value of the Shares
occurs, on the trading day immediately preceding the date of grant, or if not so
traded, the average between the closing bid and asked prices thereof as reported
for the trading day immediately preceding the date of the grant; provided that
if the shares have not traded on a stock exchange for an extended period of
time, the market price will be the fair market value of the shares at the time
of grant, as determined by the board of directors or committee. The board of
directors or committee may determine that the Price may escalate at a specified
rate dependent upon the date on which an option may be exercised by the Eligible
Participant.

Year ended April 30, 2010

The company did not issue any stock options during the year
ended April 30, 2010.

Nine month period ended January 31, 2011

The company did not issue any stock options during the nine
month period ended January 31, 2011.

As of January 31, 2011 and April 30, 2010, there was $nil of
unrecognized expenses related to non-vested stock-based compensation
arrangements granted. The stock-based compensation expense for the nine month
period ended January 31, 2011 was $nil.

Cancellation/Expiration/Forfeiture of Stock Options:

Year ended April 30, 2010

On June 24, 2009, 200,000 stock options held by a former
officer were forfeited.

On August 4, 2009, 340,000 stock options held by a former
director were forfeited.

On October 24, 2009, the Company cancelled 200,000 stock
options held by a former officer.

F-13

---

|YUKON GOLD CORPORATION, INC.                   
|-----------------------------------------------
|(An Exploration Stage Mining Company)          
|Condensed Notes to Interim Financial Statements
|January 31, 2011                               
|(Amounts expressed in US Dollars)              
|(Unaudited  Prepared by Management)           

5.     STOCK-BASED COMPENSATION-Contd

Year ended April 30, 2010-Contd

On December 15, 2009, 250,000 stock options held by a former
director expired.

On January 5, 2010, 12,000 stock options held by an officer
expired.

On January 19, 2010, 350,000 stock options held by a former
director were forfeited.

On January 29, 2010, 400,000 stock options held by a former
director were forfeited.

For the nine month period ended January 31, 2011

On August 15, 2010, 62,500 stock options held by a consultant
expired.

On December 1, 2010, 325,000 stock options held by a former
officer were forfeited.

On December 13, 2010, 250,000 stock options held by a director
expired.

On December 13, 2010, 76,000 stock options held by a former
officer expired.

On December 13, 2010, 88,000 stock options held by an officer
expired.

F-14

---

|YUKON GOLD CORPORATION, INC.                   
|-----------------------------------------------
|(An Exploration Stage Mining Company)          
|Condensed Notes to Interim Financial Statements
|January 31, 2011                               
|(Amounts expressed in US Dollars)              
|(Unaudited  Prepared by Management)           

6.     COMMITMENTS AND CONTINGENCIES

On November 18, 2010 the Company and the consultant, referred
to below, signed an unconditional and absolute general release terminating the
following Agreement:

On October 1, 2009 the Companys board of directors ratified a
consulting agreement (the Agreement), dated September 20, 2009, with an
individual to provide services as a special advisor (the Consultant). The
Agreement stated that the Consultant would receive 450,000 restricted common
shares no later than ten (10) business days from the date of signing the
Agreement. The Consultant was entitled to receive a cash fee of two and one-half
percent (2.5%) on the aggregate value of a financing(s) or transaction(s)
entered into by the Company during the term of the Agreement or within the
twelve (12) months following the term of the Agreement if the discussions
regarding the financial transaction(s) were initiated by the Consultant during
the term of the Agreement. Further it was agreed that the Consultant would
receive a bonus of up to 1,000,000 restricted common shares of the Company of
any financing or transaction, such bonus to be awarded on transactions values
(TV) as follows: (i) up to a $1,000,000 TV, 200,000 shares (ii) between a
$1,000,000 up to a $6,000,000 TV, an additional 300,000 shares and (iii) over a
$6,000,000 TV, an additional 500,000 shares. Upon receipt of an itemized invoice
the Consultant would be reimbursed for all traveling and other actual legitimate
expenses. The Agreement was for a three month minimum term and could be extended
by the mutual agreement of both parties in writing. On December 20, 2009 the
Agreement terminated and the Consultant was not successful in raising any
financing. No services were provided under this Agreement. The Company
considered the Agreement not consummated and did not issue the shares for that
reason but the Company did expense the cost at fair value. The Company reversed
the expense of the cost of the 450,000 shares at fair value during the period
ended October 31, 2010.

On October 1, 2010, the Company entered into a consulting
agreement (the Agreement) with Lance Capital Ltd. (Lance) to provide
bookkeeping, administrative and other services for $7,500 per month. The Company
further agreed to reimburse Lance for all expenses incurred with respect to the
operation of the administration of the Company, provided that these expenses are
incurred in substantial accordance with monthly and annual budgets to be
prepared by Lance and approved by the Board of Directors of the Company from
time to time. The term of this Agreement is one (1) year and automatically
renews from year to year unless terminated upon 30 days prior written notice by
either party.

F-15

---

|YUKON GOLD CORPORATION, INC.                   
|-----------------------------------------------
|(An Exploration Stage Mining Company)          
|Condensed Notes to Interim Financial Statements
|January 31, 2011                               
|(Amounts expressed in US Dollars)              
|(Unaudited  Prepared by Management)           

7.     RELATED PARTY TRANSACTIONS

Nine month period ended January 31, 2011

The Company expensed a total of $nil in consulting fees and
wages to three members of the Companys Board of Directors, and $9,976 to three
of its officers. No director or officer exercised stock options during the nine
month period ended January 31, 2011.

Nine month period ended January 31, 2010

The Company and its subsidiary expensed a total of $nil in
consulting fees and wages to three members of the Companys Board of Directors,
and $48,743 to two of its officers. No director or officer exercised stock
options during the nine month period ended January 31, 2010.

8.     BANKRUPTCY OF YUKON GOLD CORP.

During the quarter ended January 31, 2011, the efforts of Lance
to settle or acquire all of the debts of the Companys wholly-owned Canadian
subsidiary, YGC, were not successful. YGC had material obligations with
creditors who strongly indicated an unwillingness to settle. As neither YGC nor
the Company had an ability to satisfy these material obligations, on October 6,
2010, the Companys board of directors resolved to cause YGC to seek relief in a
bankruptcy proceeding in Ontario, Canada where YGC is domiciled and instructed
Lance to employ a trustee to proceed with the bankruptcy of YGC.

On November 15, 2010, the Companys wholly-owned Canadian
subsidiary, YGC declared bankruptcy with the Office of the Superintendent of
Bankruptcy Canada and appointed a trustee under the Bankruptcy and Insolvency
Act. A Certificate of Appointment, under Section 49 of the Act; Rule 85, was
filed in the Office of the Superintendent of Bankruptcy Canada, in the District
of Ontario, Hamilton Division.

On August 31, 2010, the Company and its subsidiary YGC, entered
into a Note Purchase and Security Agreement with Lance  granting a
security interest of $375,000 in settlement of certain payables of the Company
that had been purchased by Lance. The Note Purchase and Security Agreement was
registered by YGC against its mineral property (the Marg Property) on October
15, 2010. Subsequent to the bankruptcy of YGC, on November 23, 2010, Lance
issued a Notice of Default to the Company and the Trustee in bankruptcy, in
accordance with the provisions of Article 5 of the Note Purchase and Security
Agreement and further, in accordance with the provision of Article 6, demanded
payment in full of the entire amount of the $375,000 note plus accrued interest.
The trustee arranged settlement of the liability with Lance by way of transfer
of title to the Marg Property and as a result YGC lost its interest in the Marg
Property. Effective November 15, 2010, the Companys ownership interests in YGC
were cancelled. Consequently, the results of YGC are not included in the results
of the Company subsequent to November 15, 2010. The deconsolidation of YGC in November 2010 resulted in the elimination from Yukon
Gold Corporation, Inc.s consolidated stockholders deficiency of the
accumulated deficit attributable to YGC, $111,871 of which was recorded against
accumulated other comprehensive loss for prior period loss on translation during
consolidation and $530,495 was recorded as a gain on deconsolidation in net
income from discontinued operations.

F-16

---

|YUKON GOLD CORPORATION, INC.                   
|-----------------------------------------------
|(An Exploration Stage Mining Company)          
|Condensed Notes to Interim Financial Statements
|January 31, 2011                               
|(Amounts expressed in US Dollars)              
|(Unaudited  Prepared by Management)           

8.     BANKRUPTCY OF YUKON GOLD CORP.-Contd

Net income of the discontinued operation for the nine month
period ended January 31, 2011 is comprised of:

|Gain on deconsolidation | $ | 530,495 | 
|----------------------- | - | ------- | 

|Net loss of YGC for the six month period ended October 31, 2010 and to November 15, 2010 |   | (7,066  | )
|---------------------------------------------------------------------------------------- | - | ------- | -
|Net income of discontinued operation                                                     | $ | 523,429 |  

The comparative figures for the year ended April 30, 2010 in
the balance sheet have been reclassified in accordance with the current periods
presentation. All balance sheet figures of YGC included as part of the
consolidation for the year ended April 30, 2010, are included as discontinued
operations.

Similarly the comparative figures in the income statement and
in the cash flow statement for the year ended April 30, 2010 have been
reclassified in accordance with the current periods presentation. All prior
period figures relating to YGC included as part of the consolidation for the
year ended April 30, 2010 have been included in discontinued operations. As a
result, the earnings (loss) per share for the period has been reclassified as
earnings (loss) per share from continuing operations as well as from discontinued
operations.

9.     SUBSEQUENT EVENTS

On February 3, 2011 7,000,001 shares were certificated by the
Transfer Agent for the non-brokered private placement which closed on January
27, 2011.

F-17

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|MANAGEMENT'S DISCUSSION AND ANALYSIS OF      
|---------------------------------------------
|FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|FOR THE NINE MONTH PERIOD                    
|ENDED JANUARY 31, 2011                       

Discussion of Operations & Financial Condition

Yukon Gold Corporation, Inc. (the Company) has no source of
revenue and we continue to operate at a loss. We expect our operating losses to
continue for so long as we remain in an exploration stage and perhaps
thereafter. As at January 31, 2011, we had accumulated losses of $15,124,232.
These losses raise substantial doubt about our ability to continue as a going
concern. Our ability to emerge from the exploration stage and conduct mining
operations is dependent, in large part, upon our raising additional equity
financing.

As described in greater detail below, the Companys major
endeavor over the nine month period ended January 31, 2011 has been its effort
to re-structure its obligations, settle debt and raise additional capital to
meet its administrative expenses and pursue its exploration activities. We have
been working urgently to obtain additional financing to acquire new properties
in order to attract such capital.

In April of 2010, Lance Capital Ltd (Lance) commenced
discussions with the Company about its future and how the Company could effect a
turn-around. In June of 2010, Lance submitted to the Company a proposal on
behalf of itself and investors which the Companys Board of Directors approved
on July 26, 2010. By August of 2010, Lance had substantially settled the debts
of the Company, but had not made progress on the material debts of the Companys
wholly-owned Canadian subsidiary, Yukon Gold Corp. (YGC). Lance had
acquired payables of the Company and advanced loans totaling $375,000 and on
August 31, 2010 entered into a Note Purchase and Security Agreement in which the
$375,000 owed was converted into a Promissory Note to be secured by the Marg
Property. Lance continued to assist the Company with working capital to complete
its annual report on Form 10-K for the period ended April 30, 2010 and continued
its efforts to settle the debts of YGC.  Notwithstanding these efforts, the
Companys wholly-owned Canadian subsidiary, YGC, filed for bankruptcy  as of November 15, 2010 with the Office of the Superintendent of Bankruptcy
Canada in the District of Ontario, Hamilton Division.

During this period, Lance discovered that the Company had not
paid its franchise tax in Delaware for two years and that the amount due was
considerably more than Lance had budgeted. Lance advanced funds to cover the
tax. The Company then closed a private placement on November 3, 2010 and an
additional private placement with the same investors was closed on January 27,
2011. No commissions or investment related compensation was paid.

In an effort to reduce administration costs the Company entered
into a Consulting Agreement with Lance on October 1, 2010 to provide the
administration work.

Subsequent to the period covered by this report, the Company
took steps to approve a re-domiciliation merger with its wholly-owned Nevada
subsidiary. If this merger is approved, the surviving entity would be a Nevada
corporation with the name Yukon Gold Corporation, Inc. and would have
500,000,000 shares of common stock authorized. Shareholders of the Company would
receive one (1) share of common stock of the surviving entity for each five (5)
shares of the Company that they currently hold. Shares of the surviving entitys
common stock would trade on the OTC Bulletin Board under the same symbol.

---

SELECTED INFORMATION

|                                                                  |   | Three months     |   |   | Three months     |  
|----------------------------------------------------------------- | - | ---------------- | - | - | ---------------- | -
|                                                                  |   | ended            |   |   | ended            |  
|                                                                  |   | January 31, 2011 |   |   | January 31, 2010 |  
|Revenues                                                          |   | Nil              |   |   | Nil              |  
|Net Loss from continuing operations                               | $ | 83,291           |   | $ | 51,622           |  
|Loss per share-basic and diluted from
      continuing operations | $ | (0.00            | ) | $ | (0.00            | )

|                                                                  |   | Nine months      |   |   | Nine months      |  
|----------------------------------------------------------------- | - | ---------------- | - | - | ---------------- | -
|                                                                  |   | ended            |   |   | ended            |  
|                                                                  |   | January 31, 2011 |   |   | January 31, 2010 |  
|Revenues                                                          |   | Nil              |   |   | Nil              |  
|Net Loss from continuing operations                               | $ | 205,627          |   | $ | 242,250          |  
|Loss per share-basic and diluted from
      continuing operations | $ | (0.00            | ) | $ | (0.01            | )

|                                             |   | As at            |  |   | As at            | 
|-------------------------------------------- | - | ---------------- |  | - | ---------------- | 
|                                             |   | January 31, 2011 |  |   | January 31, 2010 | 
|Total Assets from continuing operations      | $ | 131,463          |  | $ | 573              | 
|Total Liabilities from continuing operations | $ | 54,507           |  | $ | 345,827          | 
|Cash dividends declared per share            |   | Nil              |  |   | Nil              | 

The Company's expenses are reflected in the Interim Statements
of Operations under the category of Operating Expenses. To meet the criteria of
United States generally accepted accounting principles (GAAP), all exploration
and general and administrative costs related to projects are charged to
operations in the year incurred.

The significant components of expense that have contributed to
the total operating expense are discussed as follows:

(a) General and Administrative Expense

Included in operating expenses from continuing operations for
the nine months ended January 31, 2011 is general and administrative expense of
$203,377 as compared to $242,250 for the nine months ended January 31, 2010.
General and administrative expenses have decreased substantially during the
period ended January 31, 2011 as compared to the period ended January 31, 2010,
due to efforts by management to reduce costs.

(b) Project Expense

The Company did not incur any project expenses during the nine
months ended January 31, 2011 or during the nine months ended January 31,
2010.

---

Exploration

During the year ended April 30, 2009, the Company completed its
acquisition of the Marg Property and owned it outright. The Marg Property
consists of 402 contiguous mineral claims covering approximately 20,000 acres.
Access to the claim group is possible either by helicopter, based in Mayo, Yukon
Territory, Canada, located approximately 80 km to the southwest or by small
aircraft to a small airstrip located near the Marg deposit. A 50 kilometer
winter road from Keno City to the property boundary was completed in 1997. The
camp site on the property provides accommodation for up to 12 people. Presently
the hydroelectric power grid terminates at Keno City some 50km to the southwest
and water is available from the Keno Ladue River, which flows through the
property. The Company and its subsidiary Yukon Gold Corp. on August 31, 2010
entered into a Note Purchase and Security Agreement with Lance granting a
security interest of $375,000 which was registered against the Marg Property on
October 15, 2010. The Company also credited the Companys wholly-owned Canadian
subsidiary, YGC with an equal amount from the amount owed to the Company. On
November 15, 2010 YGC declared bankruptcy. As a result of the bankruptcy the
Company lost its interest in the Marg Property. As a result of the bankruptcy of
YGC, the Company no longer has an interest in the Marg Property.

Liquidity and Capital Resources

The following table summarizes the Company's cash flows and
cash in hand:

|                                                                       |   | January 31, 2011 |   |   | January 31, 2010 |  
|---------------------------------------------------------------------- | - | ---------------- | - | - | ---------------- | -
|                                                                       |   |                  |   |   |                  |  
|Cash and cash equivalent from continuing
      operations              | $ | 103,713          |   | $ | 573              |  
|Working capital (deficit) from continuing operations                   | $ | 49,206           |   | $ | (345,254         | )
|Cash used in operating activities from
      continuing operations     | $ | (392,697         | ) | $ | (123,058         | )
|Cash used in investing activities from continuing
      operations     | $ | (30,000          | ) | $ | Nil              |  
|Cash provided in financing activities from
      continuing operations | $ | 163,800          |   | $ | 146,000          |  

As at January 31, 2011 the Company had working capital of
$49,206 as compared to a working capital deficit of $345,254 in the previous
period.

Off-Balance Sheet Arrangement

The Company has no Off-Balance Sheet Arrangement as of January
31, 2011 and April 30, 2010.

Contractual Obligations and Commercial Commitments

On October 1, 2009, the Companys board of directors ratified a
consulting agreement (the Agreement), dated September 20, 2009, with an
individual to provide services as a special advisor (the Consultant). The
Agreement states that the Consultant will receive 450,000 restricted common
shares no later than ten (10) business days from the date of signing the
Agreement The Consultant is entitled to receive a cash fee of two and one-half
percent (2.5%) on the aggregate value of a financing(s) or transaction(s)
entered into by the Company during the term of the Agreement or within the
twelve (12) months following the term of this Agreement if the discussions
regarding the financial transaction(s) were initiated by the Consultant during
the term of this Agreement. Further it was agreed that the Consultant would
receive a bonus of up to 1,000,000 restricted common shares of the Company of
any financing or transaction, such bonus to be awarded on transactions values
(TV) as follows: (i) up to a $1,000,000 TV, 200,000 shares (ii) between a
$1,000,000 up to a $6,000,000 TV, an additional 300,000 shares and (iii) over a
$6,000,000 TV, an additional 500,000 shares. Upon receipt of an itemized invoice
the Consultant will be reimbursed for all traveling and other actual legitimate
expenses. The Agreement is for a three month minimum term and may be extended by
the mutual agreement of both parties in writing. On December 20, 2009 the
Agreement terminated and the Consultant was not successful in raising any
financing. No services were provided under this Agreement. The Company
considered the Agreement not consummated and did not issue the shares for that
reason but the Company did expense the cost at fair value. The Company reversed
the expense of the cost of the 450,000 shares at fair value during the period ended
October 31, 2010. On November 18, 2010, the Company and the Consultant signed an
unconditional and absolute general release which terminated the Agreement.

---

On August 31, 2010, the Company and its subsidiary YGC, entered
into a Note Purchase and Security Agreement with Lance  granting a
security interest of $375,000 in settlement of certain payables of the Company
that had been purchased by Lance. The Note Purchase and Security Agreement was
registered by YGC against its mineral property (the Marg Property) on October
15, 2010. Subsequent to the bankruptcy of YGC, on November 23, 2010, Lance
issued a Notice of Default to the Company and the Trustee in bankruptcy, in
accordance with the provisions of Article 5 of the Note Purchase and Security
Agreement and further, in accordance with the provision of Article 6, demanded
payment in full of the entire amount of the $375,000 note plus accrued interest.
The trustee arranged settlement of the liability with Lance by way of transfer
of title to the Marg Property and as a result YGC lost its interest in the Marg
Property. Effective November 15, 2010, the Companys ownership interests in YGC
were cancelled. Consequently, the results of YGC are not included in the results
of the Company subsequent to November 15, 2010. The deconsolidation of YGC in November 2010 resulted in the elimination from Yukon
Gold Corporation, Inc.s consolidated stockholders deficiency of the
accumulated deficit attributable to YGC, $111,871 of which was recorded against
accumulated other comprehensive loss for prior period loss on translation during
consolidation and $530,495 was recorded as a gain on deconsolidation in net
income from discontinued operations.

On October 1, 2010, the Company entered into a consulting
agreement (the Agreement) with Lance to provide bookkeeping, administrative
and other services for $7,500 per month. The Company further agreed to reimburse
Lance for all expenses incurred with respect to the operation of the
administration of the Company provided that these expenses are incurred in
substantial accordance with monthly and annual budgets to be prepared by Lance
and approved by the Board of Directors of the Company from time to time. The
term of this Agreement is one (1) year and automatically renews from year to
year unless terminated upon 30 days prior written notice by either party.

Critical Accounting Policies

The preparation of financial statements in accordance with
accounting principles generally accepted in the United States of America
requires us to make estimates and assumptions that affect reported amounts of
assets and liabilities at the date of the financial statements, the reported
amount of revenues and expenses during the reporting period and related
disclosure of contingent assets and liabilities. On an ongoing basis, we
evaluate our estimates and judgments, particularly those related to the
determination of the estimated Canadian exploration tax credit receivable and
accrued liabilities. To the extent actual results differ from those estimates;
our future results of operations may be affected.

---

DISCLOSURE CONTROLS AND PROCEDURES

(a) The Company maintains a system of controls and procedures
designed to ensure that information required to be disclosed in reports filed or
submitted under the Securities Exchange Act of 1934, as amended ("1934 Act"), is
recorded, processed, summarized and reported, within time periods specified in
the SEC's rules and forms and to ensure that information required to be
disclosed by the Company in the reports that it files or submits under the 1934
Act, is accumulated and communicated to the Companys management, including its
Principal Executive Officer and Principal Financial Officer, as appropriate to
allow timely decisions regarding required disclosure. As of January 31, 2011,
the Companys Principal Executive Officer and Principal Financial Officer
evaluated the effectiveness of the design and operation of Companys disclosure
controls and procedures. Based on that evaluation, the Companys Principal
Executive Officer and Principal Financial Officer concluded that the Companys
disclosure controls and procedures were effective.

(b) Changes in Internal Controls. There were no changes in the
Companys internal control over financial reporting during the quarter ended
January 31, 2011, that materially affected, or are reasonably likely to
materially affect, its internal control over financial reporting.

PART II-OTHER INFORMATION

Item 1. LEGAL PROCEEDINGS

On June 17, 2010, the Companys bank received a Notice of
Garnishment from the Ontario Superior Court of Justice, Canada, dated June 15,
2010, in the amount of $117,759 (CDN$120,138) with the Companys former landlord
named as the creditor, the Companys wholly-owned Canadian subsidiary, YGC,
named as the debtor, and the Companys bank as the garnishee. On June 17, 2010
our subsidiarys bank remitted $1,271 (CDN$1,307) to the Ontario Superior Court
of Justice, being the balance of funds in YGCs bank account. YGC did not have
the funds to fully settle the Notice of Garnishment. On November 15, 2010 YGC
declared bankruptcy and as a result the legal proceeding is no longer pending.

On November 15, 2010, the Companys wholly-owned Canadian
subsidiary, YGC, declared bankruptcy with the Office of the Superintendent of
Bankruptcy Canada and appointed a trustee under the Bankruptcy and Insolvency
Act. A Certificate of Appointment, under Section 49 of the Act; Rule 85, was
filed in the Office of the Superintendent of Bankruptcy Canada, in the District
of Ontario, Hamilton Division.

Item 1A. RISK FACTORS

|1. | WE HAVE LIMITED WORKING CAPITAL AND MAY NOT BE ABLE TO
      CONTINUE TO COMPLY WITH APPLICABLE REGULATORY REQUIREMENTS AND THE
      REQUIREMENTS OF THE EXCHANGES ON WHICH OUR SHARES TRADE.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Yukon Gold Corporation, Inc. has
limited working capital to maintain its ongoing operations, to prepare and file
regular reports required to meet the disclosure requirements of the Securities
and Exchange Commission or the Ontario Securities Commission. If we are unable
to meet the reporting requirements of the Securities and Exchange Commission we
could lose our listing on the OTC Bulletin Board and the shareholders could lose
their entire investment.

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|2. | GOING CONCERN QUALIFICATION.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The Company has included a going concern qualification
      in the unaudited Interim Financial Statements to the effect that we are an
      exploration stage company and have no established sources of revenue. In
      the event that we are unable to raise additional capital, acquire new
      mining properties and locate mineral resources, as to which in each case
      there can be no assurance, we may not be able to continue our operations.
      In addition, the existence of the going concern qualification in our
      auditors report may make it more difficult for us to obtain additional
      financing. If we are unable to obtain additional financing, you may lose
      all or part of your investment.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|3. | WE MAY HAVE TO PURCHASE NEW MINERAL PROPERTIES TO SECURE
      FINANCING AND REMAIN VIABLE.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | The Company must immediately secure additional financing
      to remain viable. Management of the Company believes that we must identify
      and purchase new mineral properties in order to obtain such financing.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|4. | WE DO NOT HAVE REVENUE PRODUCING BUSINESS.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | We do not have a mining property or a mine or a mining
      business of any kind. We have lost our primary claim asset, known as the
      Marg Property, as these claims, previously owned by our wholly-owned
      Canadian subsidiary Yukon Gold Corp. (YGC), were assigned to Lance
      Capital Ltd. in settlement of the Note Purchase and Security Agreement
      between the Company, YGC and Lance Capital Ltd.                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|5. | WE HAVE NO SOURCE OF OPERATING REVENUE AND EXPECT TO
      INCUR SIGNIFICANT EXPENSES BEFORE ESTABLISHING AN OPERATING COMPANY, IF WE
      ARE ABLE TO ESTABLISH AN OPERATING COMPANY AT ALL.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Currently, we have no source of revenue, no mining
      properties and we do not have any commitments to obtain additional
      financing. We have no operating history upon which an evaluation of our
      future success or failure can be made. Our ability to achieve and maintain
      profitability and positive cash flow is dependent upon:                                                                                                                                                                                                                                                                                                                                                                                           
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|6. | THERE ARE PENNY STOCK SECURITIES LAW CONSIDERATIONS THAT
      COULD LIMIT YOUR ABILITY TO SELL YOUR SHARES.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   | Our common stock is considered a "penny stock" and the
      sale of our stock by you will be subject to the "penny stock rules" of the
      Securities and Exchange Commission. The penny stock rules require
      broker-dealers to take steps before making any penny stock trades in
      customer accounts. As a result, our shares could be illiquid and there
      could be delays in the trading of our stock which would negatively affect
      your ability to sell your shares and could negatively affect the trading
      price of your shares.                                                                                                                                                                                 

Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS

On November 3, 2010, the Company completed the private
placement of 99,320,400 Shares. The newly issued Shares represent 70% of the
Companys outstanding Shares. J.L. Guerra, Jr., the Chairman of the
Companys Board of Directors, purchased five million shares in the offering.
Joanne Hughes, the Companys Vice President of Operations and Kathy Chapman, the
Companys Secretary and Chief Financial Officer, each purchased 6,400,000 shares
in the offering. The gross proceeds of the offering were $248,300. Of the shares
issued, 92,000,400 of the Shares issued in connection with the private placement
were exempt from registration under the Securities Act pursuant to Regulation S
promulgated thereunder. The Balance of 7,320,000 Shares issued were exempt from
registration under the Securities Act pursuant to Regulation D promulgated
thereunder.

---

On January 27, 2011 the Company completed the private placement
(the Private Placement) of 7,000,001, shares at a price of $0.0025 per share,
for total consideration of $17,500. All of the investors that participated in
the Private Placement were non U.S.-Persons as that term is defined under
Regulation S (Regulation S) promulgated under the Securities Act. The Private
Placement was exempt from registration under the Securities Act pursuant to
Regulation S. Subsequent to the quarter ended January 31, 2011, on February 3,
2011 the 7,000,001 shares were issued.

No commissions were paid in connection with these Private
Placements.

Item 3. DEFAULTS UPON SENIOR SECURITIES

None.

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS

On December 21, 2010 the Board of Directors passed a resolution
to re-domicile the Company from the State of Delaware to the State of Nevada.

To complete the re-domicile, the Company formed a Nevada
wholly-owned subsidiary under the same name, and will merge into the Nevada
subsidiary (Yukon-Nevada) with Yukon-Nevada being the surviving company.

Yukon-Nevada has 500,000,000 authorized common shares, par
value $0.0001, and in the merger will issue one (1) common share for each five
(5) shares of the Company held by its shareholders. On March 8, 2011, the
Company filed a Consent Solicitation Statement on Schedule 14(a) seeking the
consent of the Companys shareholders for the re-domiciliation merger.
Yukon-Nevada will assume all of the assets, liabilities and commitments of the
Company upon completion of the merger. Further information about the Consent
Solicitation and the re-domiciliation and merger can be reviewed on the SEC
EDGAR website at http://www.sec.gov/edgar/searchedgar/companysearch.html

---

Item 5. OTHER INFORMATION

None

Item 6. EXHIBITS & REPORTS ON FORM 8-K

Exhibits

(a)

|31.1 | Rule 13a-14(a)/15d-14(a)
      Certification of Chief Executive Officer.                                                                                                               
|---- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|31.2 | Rule 13a-14(a)/15d-14(a) Certification of Chief
      Financial Officer.                                                                                                               
|32.1 | Certificate of Chief Executive
      Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as
      adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Current Report on Form 8-K, Item 3.02: Unregistered Sales of
Equity Securities dated November 3, 2010.

Current Report on Form 8-K, Item 8.01: Other Events dated
November 15, 2010.

Current Report on Form 8-K, Item 8.01: Other Events dated
December 22, 2010.

Current Report on Form 8-K, Item 3.02: Unregistered Sales of
Equity Securities dated February 1, 2011.

SIGNATURE

Pursuant to the requirements of the Securities and Exchange Act
of 1934, the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.

|                       | By: /s/ Douglas Oliver 
|---------------------- | -----------------------
|Dated: March  17, 2011 | Douglas Oliver         
|                       | Chief Executive Officer
|                       |                        
|                       | By: /s/ Kathy Chapman  
|                       | Kathy Chapman          
|                       | Chief Financial Officer

---