UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB

[ X ]    Quarterly Report pursuant to Section 13 or 15(d) of the Securities
         Exchange Act of 1934

         For the period ended December 31, 2005.

[    ]   Transition Report pursuant to 13 or 15(d) of the Securities Exchange
         Act of 1934

         For the transition period                    to
                                   ------------------    -----------------------

                  Commission File Number   333-121613
                                           ----------



                              SCALA MINERALS, INC.
  -----------------------------------------------------------------------------
        (Exact name of small Business Issuer as specified in its charter)


             Nevada                                    Applied For
--------------------------------             ---------------------------------
(State or other jurisdiction of              (IRS Employer Identification No.)
incorporation or organization)


604 - 318 Homer Street
Vancouver, British Columbia, Canada                           V6B 2V2
----------------------------------------                 --------------------
(Address of principal executive offices)                 (Postal or Zip Code)


Issuer's telephone number, including area code:        604-602-7591
                                                 ------------------------

                                      None
---------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. Yes | X | No | |

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

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required to be
filed by Section l2, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes | | No | |

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:  7,500,000 Shares of $0.001 par value
Common Stock outstanding as of February 8, 2006.

Transitional Small Business Disclosure Format (Check one): Yes | | No | |


<page>


                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                          INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005

                                    Unaudited

                            (Stated in U.S. Dollars)


<page>


                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                                 BALANCE SHEETS
                            (Stated in U.S. Dollars)


<table>
<caption>
                                                                                 December 31,           September 30,
                                                                                     2005                   2005
-------------------------------------------------------------------------------------------------------------------------
                                                                                 (unaudited)              (audited)

                                                                        <c>                    <c>
ASSETS

Current
     Cash                                                                  $         3,452        $         4,687
     Prepaid expenses                                                              1,000                  -
-------------------------------------------------------------------------------------------------------------------------
                                                                           $         4,452        $         4,687
=========================================================================================================================

LIABILITIES

Current
     Accounts payable and accrued liabilities                              $        6,790         $         5,362
                                                                           ----------------------------------------------

STOCKHOLDERS' (DEFICIENCY) EQUITY

Common Stock (Note 4)
     Authorized:
         75,000,000 shares with a par value of $0.001

     Issued and Outstanding:
          8,014,000 shares                                                           8,014                  8,014

     Additional paid-in capital                                                     20,786                 20,786

Deficit Accumulated During The Exploration Stage                                   (31,138)               (29,475)
                                                                           ----------------------------------------------
                                                                                    (2,338)                  (675)
                                                                           ----------------------------------------------

                                                                           $       4,452          $       4,687
=========================================================================================================================
</table>


Nature And Continuance Of Operations (Note 1)



    The accompanying notes are an integral part of these financial statements

<page>

                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                        INTERIM STATEMENTS OF OPERATIONS
                                    Unaudited
                            (Stated in U.S. Dollars)


<table>
-------------------------------------------------------------------------------------------------------------------------
                                                                                                       Cumulative
                                                                                                      Period From
                                                        Three months           Three months           June 2, 2004
                                                            Ended                 Ended              (Inception) to
                                                        December 31,           December 31,           December 31,
                                                            2005                   2004                   2005
-------------------------------------------------------------------------------------------------------------------------

                                                <c>                   <c>                   <c>
Revenue                                            $              -      $               -     $               -
                                                   -------------------------------------------------------------------

Expenses
     Assay                                         $              -      $             211     $             211
     Consulting                                                   -                  1,000                 1,000
     Filing                                                       -                    127                 3,127
     Management fees                                              -                      -                 5,000
     Office and sundry                                          235                     97                 1,455
     Professional fees                                        1,428                  1,330                15,884
     Mineral property costs                                       -                      -                 3,661
     Travel                                                       -                    800                   800
                                                   -------------------------------------------------------------------
                                                              1,663                  3,565                31,138
                                                   -------------------------------------------------------------------

Net Loss For The Period                            $         (1,663)     $          (3,565)    $         (31,138)
======================================================================================================================


Basic And Diluted Loss Per Share                   $          (0.00)     $           (0.00)
==============================================================================================

Weighted Average Number Of Shares Outstanding
                                                          8,014,000              8,014,000
==============================================================================================
</table>


    The accompanying notes are an integral part of these financial statements

<page>



                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                        INTERIM STATEMENTS OF CASH FLOWS
                                    Unaudited
                            (Stated in U.S. Dollars)


<table>
----------------------------------------------------------------------------------------------------------------------------
                                                                                                              Cumulative
                                                                                                              Period From
                                                                   Three months          Three months        June 2, 2004
                                                                       Ended                Ended           (Inception) to
                                                                   December 31,          December 31,        December 31,
                                                                       2005                  2004                2005
----------------------------------------------------------------------------------------------------------------------------

                                                           <c>                   <c>                  <c>

Cash Flows From Operating Activities
     Net loss for the period                                  $           (1,663)   $           (3,565)  $          (31,138)

     Change in non-cash working capital balance
     related to operations:
         Prepaid expenses                                                 (1,000)                    -               (1,000)
         Accounts payable and accrued liabilities                          1,428                (2,700)               6,790
                                                              --------------------------------------------------------------
                                                                          (1,235)               (6,265)             (25,348)
                                                              --------------------------------------------------------------

Cash Flows From Financing Activity
     Capital stock issued                                                      -                     -               28,800
     Advance from related party                                                -                  (100)                   -
                                                              --------------------------------------------------------------
                                                                                                  (100)              28,800
                                                              --------------------------------------------------------------

Increase (Decrease) In Cash During The Period                             (1,235)               (6,365)               3,452

Cash, Beginning Of Period                                                  4,687                25,764                    -
                                                              --------------------------------------------------------------

Cash, End Of Period                                           $            3,452    $           19,399   $            3,452
============================================================================================================================
</table>



    The accompanying notes are an integral part of these financial statements

<page>

                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                 STATEMENT OF STOCKHOLDERS' (DEFICIENCY) EQUITY

            PERIOD FROM JUNE 2, 2004 (INCEPTION) TO DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)


<table>
<caption>
                                                                                                   DEFICIT
                                                                                                 ACCUMULATED
                                                        COMMON SHARES           ADDITIONAL        DURING THE
                                                ----------------------------
                                                                    PAR          PAID-IN         EXPLORATION
                                                    NUMBER         VALUE         CAPITAL            STAGE             TOTAL
                                                -------------- ------------- --------------- ------------------- --------------

                                             <c>            <c>           <c>             <c>                 <c>
Balance, June 2, 2004 (Date of inception)              -       $      -      $       -       $         -         $        -

Capital stock issued for cash:
     June 2004 at $0.001                           6,000,000         6,000           -                 -                 6,000
     June 2004 at $0.01                            1,200,000         1,200         10,800              -                12,000
     July 2004 at $0.01                              800,000           800          7,200              -                 8,000
     July 2004 at $0.20                               14,000            14          2,786              -                 2,800
Net loss for the period                                -              -              -              (7,436)             (7,436)
                                                -------------- ------------- --------------- ------------------- ---------------
Balance, September 30, 2004                        8,014,000         8,014         20,786           (7,436)             21,364

Net loss for the year                                  -              -              -             (22,039)            (22,039)
                                                -------------- ------------- --------------- ------------------- ---------------
Balance, September 30, 2005                        8,014,000         8,014         20,786          (29,475)               (675)

Net loss for the period                                -              -              -              (1,663)             (1,663)
                                                -------------- ------------- --------------- ------------------- ---------------
Balance, December 31, 2005                         8,014,000   $     8,014   $     20,786    $     (31,138)      $      (2,338)
                                                ============== ============= =============== =================== ===============
</table>




    The accompanying notes are an integral part of these financial statements

<page>


                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)


1.   NATURE AND CONTINUANCE OF OPERATIONS

     The Company was  incorporated  in the State of Nevada on June 2, 2004.  The
     Company  is an  Exploration  Stage  Company  as  defined  by  Statement  of
     Financial  Accounting  Standard  ("SFAS") No. 7. The Company has acquired a
     mineral  property located in the Province of British  Columbia,  Canada and
     has not yet  determined  whether this property  contains  reserves that are
     economically recoverable.  The recoverability of property expenditures will
     be dependent  upon the  discovery  of  economically  recoverable  reserves,
     confirmation  of the Company's  interest in the  underlying  property,  the
     ability  of the  Company  to obtain  necessary  financing  to  satisfy  the
     expenditure  requirements  under the  property  agreement  and upon  future
     profitable production or proceeds for the sale thereof.

     These financial statements have been prepared on a going concern basis. The
     Company has incurred  losses since  inception  resulting in an  accumulated
     deficit of $31,138 since  inception and further  losses are  anticipated in
     the  development  of its  business  raising  substantial  doubt  about  the
     Company's  ability to continue as a going concern.  Its ability to continue
     as a going concern is dependent upon the ability of the Company to generate
     profitable  operations  in  the  future  and/or  to  obtain  the  necessary
     financing to meet its obligations  and repay its  liabilities  arising from
     normal business operations when they come due. Management has plans to seek
     additional  capital through a private  placement and public offering of its
     common  stock.  The  financial  statements  do not include any  adjustments
     relating to the  recoverability  and  classification of recorded assets, or
     the amounts of and classification of liabilities that might be necessary in
     the event the Company cannot continue in existence.


2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a)       Basis of Presentation

     The accompanying  unaudited interim financial statements have been prepared
     by the Company  pursuant to the rules and  regulations of the United States
     Securities and Exchange  Commission.  Certain  information  and disclosures
     normally  included in annual  financial  statements  prepared in accordance
     with  accounting  principles  generally  accepted  in the United  States of
     America  have  been  condensed  or  omitted  pursuant  to  such  rules  and
     regulations.  In the opinion of management, all adjustments and disclosures
     necessary for a fair  presentation of these financial  statements have been
     included.  Such adjustments consist of normal recurring adjustments.  These
     interim financial statements should be read in conjunction with the audited
     financial  statements of the Company for the fiscal period ended  September
     30, 2005.

     The results of operations  for the three months ended December 31, 2005 are
     not indicative of the results that may be expected for the full year.

<page>

                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

     b)  Cash and Cash Equivalents
         The Company  considers all highly liquid  instruments  with maturity of
         three months or less at the time of issuance to be cash equivalents.
     c)  Mineral Property Acquisition Payments and Exploration Costs

         The Company expenses all costs incurred on mineral  properties to which
         it has secured  exploration rights prior to the establishment of proven
         and probable  reserves.  If and when proven and  probably  reserves are
         determined for a property and a feasibility study prepared with respect
         to the property,  then subsequent  exploration and development costs of
         the property will be capitalized.

     c)  Mineral Property Acquisition Payments and Exploration Costs (Continued)

         The Company regularly performs evaluations of any investment in mineral
         properties to assess the  recoverability  and/or the residual  value of
         its investments in these assets. All long-lived assets are reviewed for
         impairment  whenever events or circumstances  change which indicate the
         carrying amount of an asset may not be recoverable.

     d)  Exploration Expenditures

         The  Company  follows a policy of  expensing  exploration  expenditures
         until a  production  decision in respect of the project and the Company
         is  reasonably  assured  that it will  receive  regulatory  approval to
         permit  mining  operations,  which may include the receipt of a legally
         binding project approval certificate.

         Management  periodically  reviews the carrying value of its investments
         in mineral leases and claims with internal and external  mining related
         professionals.  A  decision  to  abandon,  reduce or expand a  specific
         project is based  upon many  factors  including  general  and  specific
         assessments of mineral  deposits,  anticipated  future mineral  prices,
         anticipated  future  costs of  exploring,  developing  and  operating a
         production   mine,  the  expiration   term  and  ongoing   expenses  of
         maintaining  mineral  properties  and the general  likelihood  that the
         Company will continue exploration on such project. The Company does not
         set a  pre-determined  holding  period  for  properties  with  unproven
         deposits,  however,  properties  which have not  demonstrated  suitable
         metal  concentrations at the conclusion of each phase of an exploration
         program  are  re-evaluated  to  determine  if  future   exploration  is
         warranted,  whether  there  has been any  impairment  in value and that
         their carrying values are appropriate.

         If an area of  interest  is  abandoned  or it is  determined  that  its
         carrying  value cannot be supported by future  production or sale,  the
         related costs are charged against operations in the year of abandonment
         or  determination  of value. The amounts recorded as mineral leases and
         claims  represent costs to date and do not necessarily  reflect present
         or future values.

<page>


                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

     d)  Exploration Expenditures (continued)

         The Company's exploration  activities and proposed mine development are
         subject to various laws and regulations governing the protection of the
         environment.  These laws are continually  changing,  generally becoming
         more  restrictive.  The  Company  has made,  and expects to make in the
         future, expenditures to comply with such laws and regulations.

         The accumulated  costs of properties that are developed on the stage of
         commercial   production   will  be  amortized  to  operations   through
         unit-of-production depletion.

     e)  Use of Estimates and Assumptions

         The preparation of financial statements in conformity with US generally
         accepted  accounting  principles  requires management to make estimates
         and  assumptions  that  affect  the  reported  amounts  of  assets  and
         liabilities and disclosure of contingent  assets and liabilities at the
         date of the financial  statements and the reported  amounts of revenues
         and expenses during the reporting  period.  Actual results could differ
         from those estimates.

     f)  Foreign Currency Translation

         The  Company's  functional  currency  is the  Canadian  dollar  and its
         reporting   currency  is  the  United  States  dollar.   The  financial
         statements of the Company are  translated  to United States  dollars in
         accordance with SFAS No. 52 "Foreign  Currency  Translation".  Monetary
         assets and liabilities denominated in foreign currencies are translated
         using the exchange rate prevailing at the balance sheet date. Gains and
         losses  arising  on  translation  or  settlement  of  foreign  currency
         denominated  transactions or balances are included in the determination
         of  income.  The  Company  has not,  to the  date of  these  financials
         statements, entered into derivative instruments to offset the impact of
         foreign currency fluctuations.

     g)  Financial Instruments

         The carrying value of cash,  accounts payable and accrued  liabilities,
         and due to related parties approximates their fair value because of the
         short maturity of these  instruments.  The Company's  operations are in
         Canada and virtually all of its assets and  liabilities are giving rise
         to  significant  exposure  to market  risks  from  changes  in  foreign
         currency  rates.  The Company's  financial risk is the risk that arises
         from   fluctuations  in  foreign  exchange  rates  and  the  degree  of
         volatility  of  these  rates.  Currently,  the  Company  does  not  use
         derivative instruments to reduce its exposure to foreign currency risk.


<page>


                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

     h)  Environmental Costs

         Environmental  expenditures  that  relate  to  current  operations  are
         charged to operations or capitalized as appropriate.  Expenditures that
         relate to an existing condition caused by past operations, and which do
         not contribute to current or future revenue generation,  are charged to
         operations.  Liabilities  are recorded when  environmental  assessments
         and/or  remedial  efforts are probable,  and the cost can be reasonably
         estimated.  Generally,  the timing of these accruals coincides with the
         earlier  of  completion  of  a  feasibility   study  or  the  Company's
         commitments to plan of action based on the then known facts.

     i)  Income Taxes

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

     j)  Basic and Diluted Net Loss Per Share

         The Company  computes  net loss per share in  accordance  with SFAS No.
         128, "Earnings per Share".  SFAS No. 128 requires  presentation of both
         basic and  diluted  earnings  per share (EPS) on the face of the income
         statement.  Basic EPS is  computed by dividing  net loss  available  to
         common  shareholders  (numerator)  by the  weighted  average  number of
         shares outstanding  (denominator) during the period.  Diluted EPS gives
         effect to all potentially dilutive common shares outstanding during the
         period using the treasury stock method and convertible  preferred stock
         using the if-converted  method.  In computing  Diluted EPS, the average
         stock price for the period is used in determining  the number of shares
         assumed to be purchased from the exercise of stock options or warrants.
         Diluted EPS excludes all potentially dilutive shares if their effect is
         anti dilutive.

     k)  Stock Based Compensation

         In December  2002,  the  Financial  Accounting  Standards  Board issued
         Financial  Accounting  Standard No. 148,  "Accounting  for  Stock-Based
         Compensation  -  Transition  and  Disclosure"   ("SFAS  No.  148"),  an
         amendment of Financial  Accounting  Standard  No. 123  "Accounting  for
         Stock-Based Compensation" ("SFAS No. 123"). The purpose of SFAS No. 148
         is to: (1) provide alternative methods of transition for an entity that
         voluntarily  changes to the fair value based method of  accounting  for
         stock-based employee compensation,  (2) amend the disclosure provisions
         to require  prominent  disclosure  about the  effects on  reported  net
         income of an  entity's  accounting  policy  decisions  with  respect to
         stock-based  employee  compensation,  and (3) to require  disclosure of
         those effects in interim financial information.


<page>


                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

         The  disclosure  provisions  of SFAS  No.  148 were  effective  for the
         Company for the year ended September 30, 2004.

         The Company has elected to continue to account for stock-based employee
         compensation   arrangements   in  accordance  with  the  provisions  of
         Accounting  Principles  Board  Opinion  No. 25,  "Accounting  for Stock
         Issued to  Employees",  ("APB No. 25") and comply  with the  disclosure
         provisions  of SFAS No. 123 as  amended  by SFAS No.  148 as  described
         above. In addition, in accordance with SFAS No. 123 the Company applies
         the fair value method using the Black-Scholes  option-pricing  model in
         accounting  for  options  granted  to  consultants.  Under APB No.  25,
         compensation   expense  for  employees  is  recognized   based  on  the
         difference,  if any, on the date of grant  between the  estimated  fair
         value of the  Company's  stock and the amount an  employee  must pay to
         acquire the stock.  Compensation expense is recognized  immediately for
         past services and pro-rata for future services over the  option-vesting
         period.  To September  30, 2005,  the Company has not granted any stock
         options. The Company accounts for equity instruments issued in exchange
         for the  receipt of goods or  services  from other  than  employees  in
         accordance  with  SFAS  No.  123 and  the  conclusions  reached  by the
         Emerging  Issues Task Force in Issue No.  96-18.  Costs are measured at
         the estimated  fair market value of the  consideration  received or the
         estimated  fair value of the equity  instruments  issued,  whichever is
         more reliably  measurable.  The value of equity  instruments issued for
         consideration  other  than  employee  services  is  determined  on  the
         earliest of a performance  commitment or completion of  performance  by
         the provider of goods or services as defined by EITF 96-18.
         The Company has also adopted the provisions of the Financial Accounting
         Standards   Board   Interpretation   No.44,   Accounting   for  Certain
         Transactions  Involving Stock  Compensation - An  Interpretation of APB
         Opinion  No. 25 ("FIN  44"),  which  provides  guidance  as to  certain
         applications of APB 25. FIN 44 is generally effective July 1, 2000 with
         the exception of certain events occurring after December 15, 1998.

     l)  Comprehensive Loss
         SFAS No. 130, "Reporting  Comprehensive  Income," establishes standards
         for the reporting and display of comprehensive  loss and its components
         in the financial  statements.  As at December 31, 2005, the Company has
         no items that represent a comprehensive  loss and,  therefore,  has not
         included a schedule of comprehensive loss in the financial statements.

     m)  New Accounting Standards

         Management  does not  believe  that any  recently  issued,  but not yet
         effective,  accounting  standards,  if currently adopted,  could have a
         material effect on the accompanying financial statements.

<page>

                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)


     n)  Recent Accounting Pronouncements

         In March 2004,  the  Emerging  Issues Task Force  ("EITF")  issued EITF
         04-2, "Whether Mineral Rights are Tangible or Intangible Assets" ("EITF
         04-2") which concluded that mineral interest  conveyed by leases should
         be  considered  tangible  assets.  On April  30,  2004,  the  Financial
         Accounting  Standards  Board ("FASB")  issued amended SFAS 141 and SFAS
         142 to provide that certain mineral use rights are considered  tangible
         assets and that  mineral use rights  should be  accounted  for based on
         their  substance.  The amendment was effective for the first  reporting
         period  beginning after April 29, 2004, with early adoption  permitted.
         The Company adopted EITF No. 04-2 on May 26, 2005.

         In March 2004, the EITF issued EITF 04-3,  "Mining  Assets'  Impairment
         and Business  Combinations" ("EITF 04-3") which concluded that entities
         should generally  include values in mining properties beyond proven and
         probable  reserves and the effects of anticipated  fluctuations  in the
         future market price of minerals in determining the fair value of mining
         assets. The Company adopted EITF 04-3 on May 26, 2005.

         During  November and December 2004,  FASB has also issued SFAS No. 151,
         152, and 153 but they will not have any  relationship to the operations
         of the Company,  therefore,  a description of each and their respective
         impact on the Company's operations have not been disclosed.

         In May 2005,  the FASB  issued SFAS 154,  Accounting  Changes and Error
         Corrections.  This  Statement  replaces APB Opinion No. 20,  Accounting
         Changes,  and SFAS No.  3,  Reporting  Accounting  Changes  in  Interim
         Financial  Statements,  and changes the requirements for the accounting
         for and reporting of a change in accounting  principle.  This Statement
         applies to all voluntary changes in accounting  principle.  The Company
         believes this Statement will have no impact on the financial statements
         of the Company.


3.   MINERAL PROPERTY

     Pursuant to a mineral  property  option  agreement  dated July 6, 2004,  as
     amended on June 30,  2005,  the  Company was granted an option to acquire a
     100% undivided right,  title and interest in a mineral claim unit, known as
     the Shore claim, located in the Nicola Mining Division of British Columbia,
     Canada for:


     a)  Cash Payments totaling $13,000 as follows:

         -  $3,000  by July 2,  2004  (paid);  and
         -   an  additional $10,000 by December 1, 2005.

<page>

                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)

3.   MINERAL PROPERTY (continued)


         As at September 30, 2005, the agreement was in good standing.  However,
         during the three  months ended  December 31, 2005,  the Company did not
         make cash payment of $10,000.  The Company has not been  provided  with
         notice of default by the  optionor  to  terminate  the  agreement.  The
         Company is  negotiating  with the optionor to extend the option but has
         not entered into an agreement.

     b)  Expenditure Commitments

         Incurring, or causing to be incurred,  exploration and development work
         on the Claims  totalling at least $155,000 by July 1, 2007,  which work
         shall be  conducted by the Company  under the  direction of a qualified
         geologist or project engineer, as follows:

         - $10,000 in  expenditures  on the  Claims by  January  1,  2006;  - an
         additional $45,000 in expenditures on the Claims by July 1, 2006; and -
         an additional $100,000 in expenditures on the Claims by July 1, 2007.

     c)  Assessment Work

         Paying,  or causing to be paid, to the Optionor,  or on the  Optionor's
         behalf,  as  the  Company  may  determine,   all  Claims  payments  and
         assessment  work  required  to keep the Claims and this  Option in good
         standing during the term of this Agreement.

4.   SHARE CAPITAL

     The  total  number of  authorized  common  stock  that may be issued by the
     Company is 75,000,000  shares of stock with a par value of one tenth of one
     cent ($0.001) per share.

     During the period from June 2, 2004  (Inception) to September 30, 2004, the
     Company issued 8,014,000 common shares for total cash proceeds of $28,800.

     At December 31, 2005, there were no outstanding stock options or warrants.


5.   RELATED PARTY BALANCES AND TRANSACTIONS

     A private  company  controlled  by the  President  of the Company  provides
     filing  and  management  services  to the  Company.  During  the year ended
     September 30, 2005,  the Company  incurred  $3,000 for filing  services and
     $5,000 for management services which were charged to operations.


<page>


                               SCALA MINERALS INC.
                         (An Exploration Stage Company)

                      NOTES TO INTERIM FINANCIAL STATEMENTS

                                DECEMBER 31, 2005
                                    Unaudited
                            (Stated in U.S. Dollars)

5.   RELATED PARTY BALANCES AND TRANSACTIONS (continued)


     A private company  controlled by the spouse of the President of the Company
     provides accounting services to the Company.  During the three months ended
     December 31, 2005,  the Company  incurred $428 (2004 - $300) for accounting
     services which were charged to operations.

     As at December 31, 2005,  accounts  payable due to a related  party was $61
(2004 - $Nil).

<page>

Forward-Looking Statements
--------------------------

This Form 10-QSB includes "forward-looking statements" within the meaning of the
"safe-harbor"  provisions  of the Private  Securities  Litigation  Reform Act of
1995.  Such statements are based on management's  current  expectations  and are
subject to a number of factors and uncertainties that could cause actual results
to differ materially from those described in the forward-looking statements.

All statements  other than  historical  facts  included in this Form,  including
without  limitation,   statements  under  "Plan  of  Operation",  regarding  our
financial  position,  business strategy,  and plans and objectives of management
for the future operations, are forward-looking statements.

Although we believe  that the  expectations  reflected  in such  forward-looking
statements are reasonable,  it can give no assurance that such expectations will
prove to have been correct. Important factors that could cause actual results to
differ materially from our expectations  include, but are not limited to, market
conditions, competition and the ability to successfully complete financing.

Item 2. Plan of Operation
-------------------------

Our plan of operation for the twelve months following the date of this report is
to complete the recommended phase one exploration  program on the Shore Claim in
which we have a 100% option interest.  We anticipate that this program will cost
us $14,150.

The Company did not make a $10,000 cash  payment on December 1, 2005.  As of the
date of this  quarterly  report the Company has not been provided with notice of
default by the optionor to terminate the  agreement.  The Company is negotiating
with the optionor to extend the option but has not entered into an agreement.

In addition,  we anticipate spending $12,000 on professional fees and $14,000 on
administrative  expenses.  Our cash on hand at  February  6, 2006,  was  $3,446.
Accordingly,  we will need to raise  additional  funds in order to complete  the
recommended  exploration  program on the Shore Claim and meet our other expected
expenses.  We anticipate that additional funding will be required in the form of
equity financing from the sale of our common stock.  However,  we cannot provide
investors  with any assurance that we will be able to raise  sufficient  funding
from the sale of our  common  stock to fund the first  phase of the  exploration
program.  We believe that debt financing will not be an alternative  for funding
the complete  exploration  program. We do not have any arrangements in place for
any future equity financing.


Results Of Operations For Period Ending December 31, 2005

We did not earn any revenues during the  three-month  period ending December 31,
2005. During the period ended December 31, 2005, we incurred  operating expenses
in the amount of $1,663 compared to operating expenses of $3,565 incurred during
the same period in fiscal 2004. These operating expenses were comprised of assay
$Nil  (2004:$211),  consulting  of $Nil (2004:  $1,000),  filing of $Nil ($2004:
$127),  office and sundry  expenses of $235 (2004:  $97),  professional  fees of
$1,428 (2004: $1,330), and travel expenses of $Nil (2004:$800).

As at  December  31,  2005,  the  Company  had  $3,452  in cash and  liabilities
totalling $6,790 for a working capital  deficiency of $3,338 compared to working
capital deficiency of $675 as at September 30, 2005.

We have not  generated  any  revenue  since  inception  and are  dependent  upon
obtaining  financing to pursue exploration  activities.  For these reasons,  our
auditors  believe  that  there  is  substantial  doubt  that  we will be able to
continue as a going concern.

<page>


Critical Accounting Policies
----------------------------
Our financial  statements are prepared in accordance with accounting  principles
generally  accepted  in  the  United  States  of  America.  Preparing  financial
statements in accordance with generally accepted accounting  principles requires
management to make estimates and assumptions  which affect the reported  amounts
of  assets  and  liabilities  and  the  disclosure  of  contingent   assets  and
liabilities  at the balance  sheet dates,  and the  recognition  of revenues and
expenses for the reporting periods. These estimates and assumptions are affected
by management's application of accounting policies.

Mineral Properties

We charge all of our  mineral  property  acquisition  and  exploration  costs to
operations as incurred.  If, in the future, we determine that a mineral property
in which we have an  interest  can be  economically  developed  on the  basis of
established proven and probable reserves,  we will capitalize the costs incurred
to   develop   the   property.   Such  costs   will  be   amortized   using  the
units-of-production method over the estimated life of the probable reserve.


Item 3 Controls and Procedures
------------------------------
Evaluation of Disclosure Controls

We evaluated the  effectiveness of our disclosure  controls and procedures as of
December 31, 2005. This evaluation was conducted by Elena  Krioukova,  our chief
executive officer and principal accounting officer.

Disclosure  controls  are  controls  and other  procedures  that are designed to
ensure that  information that we are required to disclose in the reports we file
pursuant  to  the  Securities  Exchange  Act of  1934  is  recorded,  processed,
summarized and reported.

Limitations on the Effective of Controls

Our  management  does not expect that our  disclosure  controls or our  internal
controls over  financial  reporting  will prevent all error and fraud. A control
system, no matter how well conceived and operated,  can provide only reasonable,
but no absolute,  assurance  that the  objectives  of a control  system are met.
Further, any control system reflects limitations on resources,  and the benefits
of a control system must be considered  relative to its costs. These limitations
also include the realities that judgments in  decision-making  can be faulty and
that  breakdowns  can occur  because of simple  error or mistake.  Additionally,
controls  can be  circumvented  by the  individual  acts  of  some  persons,  by
collusion of two or more people or by management override of a control. A design
of a control  system is also  based upon  certain  assumptions  about  potential
future conditions;  over time, controls may become inadequate because of changes
in conditions,  or the degree of compliance  with the policies or procedures may
deteriorate.  Because of the inherent  limitations in a  cost-effective  control
system, misstatements due to error or fraud may occur and may not be detected.

Conclusions

Based  upon  their  evaluation  of our  controls,  Elena  Krioukova,  our  chief
executive officer and principal  accounting officer, has concluded that, subject
to the limitations noted above, the disclosure  controls are effective providing
reasonable  assurance that material  information relating to us is made known to
management  on a timely  basis  during the  period  when our  reports  are being
prepared.  There were no changes in our internal  controls that occurred  during
the  quarter  covered  by this  report  that have  materially  affected,  or are
reasonably likely to materially affect our internal controls.

<page>

PART II- OTHER INFORMATION
--------------------------
Item 1. Legal Proceedings

The Company is not a party to any pending legal  proceedings.  Management is not
aware of any threatened litigation, claims or assessments.

Item 2. Changes in Securities

None.

Item 3. Defaults Upon Senior Securities

None.


Item 4. Submission of Matters to a Vote of Security Holders

None.

Item 5. Other Information

None.

Item 6. Exhibits and Report on Form 10-QSB

 31.1     Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to Section 302 of the Sarbanes-Oxley Act of 2002

 31.2     Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
           to Section 302 of the Sarbanes-Oxley Act of 2002

 32.1     Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
           to Section 906 of the Sarbanes-Oxley Act of 2002


 32.2     Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant
          to Section 906 of the Sarbanes-Oxley Act of 2002



SIGNATURES

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

February 8, 2006


Scala Minerals, Inc.


/s/ Elena Krioukova
------------------------------
Elena Krioukova,
President