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**UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION**
  Washington, D.C. 20549

FORM 10-QSB

x Quarterly Report
  Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2005

OR

 ̈ Transition Report
  Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  For the transition period from __________ to __________

COMMISSION FILE NUMBER 333-120788

ELECTRUM MINING LIMITED
  (Exact name of registrant as specified in its charter)

|NEVADA                                                               | 98-0434381                          
|-------------------------------------------------------------------- | ------------------------------------
|(State of other jurisdiction of incorporation
      or organization) | (IRS Employer Identification Number)

808 Nelson Street
  Suite 2103
  Vancouver, British ColumbiaCanada V6Z 2H2
  (Address of principal executive offices)

(604) 684-7619
  (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  ̈

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PART I. FINANCIAL INFORMATION

ITEM 1. INTERIM FINANCIAL STATEMENTS

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ELECTRUM MINING LIMITED

(An Exploration Stage Company)

INTERIM FINANCIAL STATEMENTS

MARCH 31, 2005

Expressed in US Funds

Unaudited

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|Electrum Mining Limited(An Exploration Stage Company)Interim Balance Sheets Expressed in US Funds Unaudited | Statement 1
|----------------------------------------------------------------------------------------------------------- | -----------

|                                                                     |   | As at     |   |   | As at         |  
|-------------------------------------------------------------------- | - | --------- | - | - | ------------- | -
|                                                                     |   | March 31, |   |   | September 30, |  
|ASSETS                                                               |   | 2005      |   |   | 2004          |  
|Current                                                              |   |           |   |   |               |  
|Cash and cash equivalents                                            | $ | 54,681    |   | $ | 18,038        |  
|Funds held in trust (Note
      6)                                   |   | -         |   |   | 15,000        |  
|                                                                     | $ | 54,681    |   | $ | 33,038        |  
|                                                                     |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|LIABILITIES                                                          |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|Current                                                              |   |           |   |   |               |  
|Accounts payable and accrued
      liabilities                       | $ | 1,770     |   | $ | 2,500         |  
|Due to related party (Note
      5)                                  |   | 27,000    |   |   | 27,000        |  
|                                                                     |   | 28,770    |   |   | 29,500        |  
|                                                                     |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|Going Concern(Note 1)                                                |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|STOCKHOLDERS’ EQUITY                                                 |   |           |   |   |               |  
|                                                                     |   |           |   |   |               |  
|Capital Stock(Note 4)                                                |   |           |   |   |               |  
|Authorized:                                                          |   |           |   |   |               |  
|100,000,000 common shares, $0.00001 par value                        |   |           |   |   |               |  
|Issued and outstanding
      shares:                                 |   |           |   |   |               |  
|750,000 (2004 – 500,000) shares                                      |   | 8         |   |   | 5             |  
|Issued and allotted shares:                                          |   |           |   |   |               |  
|2,500,000 (2004 – 0) shares                                          |   | 25        |   |   | -             |  
|Capital in excess of
      par value                                 |   | 64,967    |   |   | 9,995         |  
|Deficit accumulated during
      the exploration stage - Statement 3 |   | (39,089   | ) |   | (6,462        | )
|Equity– Statement 3                                                  |   | (25,911   | ) |   | 3,538         |  
|                                                                     | $ | 54,681    |   | $ | 33,038        |  

- See Accompanying Notes -

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|Electrum Mining Limited(An Exploration Stage Company)Interim Statements of Loss Expressed in US Funds Unaudited | Statement 2
|--------------------------------------------------------------------------------------------------------------- | -----------

|                                                    |   | Cumulative from |   |   |                |   |   |                |  
|--------------------------------------------------- | - | --------------- | - | - | -------------- | - | - | -------------- | -
|                                                    |   | Inception       |   |   |                |   |   |                |  
|                                                    |   | (August 4,      |   |   | Six-Months     |   |   | Three-Months   |  
|                                                    |   | 2004)  to       |   |   | Ended          |   |   | Ended          |  
|                                                    |   | March 31, 2005  |   |   | March 31, 2005 |   |   | March 31, 2005 |  
|Expenses                                            |   |                 |   |   |                |   |   |                |  
|Mineral property costs                              | $ | 3,938           |   | $ | -              |   | $ | -              |  
|Professional fees                                   |   | 33,469          |   |   | 30,969         |   |   | 2,786          |  
|Interest and bank charges                           |   | 340             |   |   | 316            |   |   | 20             |  
|Office and supplies                                 |   | 181             |   |   | 181            |   |   | 59             |  
|Transfer agent fees                                 |   | 1,210           |   |   | 1,210          |   |   | 1,210          |  
|Loss Before Other Items                             |   | (39,138         | ) |   | (32,676        | ) |   | (4,075         | )
|                                                    |   |                 |   |   |                |   |   |                |  
|Other Items                                         |   |                 |   |   |                |   |   |                |  
|Foreign exchange gain                               |   | 156             |   |   | 49             |   |   | (106           | )
|Loss for the Period                                 | $ | (39,089         | ) | $ | (32,627        | ) | $ | (4,181         | )
|                                                    |   |                 |   |   |                |   |   |                |  
|                                                    |   |                 |   |   |                |   |   |                |  
|                                                    |   |                 |   |   |                |   |   |                |  
|                                                    |   |                 |   |   |                |   |   |                |  
|Basic and Diluted Loss per Common
      Share       |   |                 |   | $ | (0.04          | ) | $ | (0.01          | )
|                                                    |   |                 |   |   |                |   |   |                |  
|                                                    |   |                 |   |   |                |   |   |                |  
|                                                    |   |                 |   |   |                |   |   |                |  
|                                                    |   |                 |   |   |                |   |   |                |  
|Weighted Average Number of Shares
      Outstanding |   |                 |   |   | 744,444        |   |   | 750,000        |  

- See Accompanying Notes -

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|Electrum Mining Limited(An Exploration Stage Company)Interim Statements of Stockholders’ Equity (Deficit)Expressed in US Funds Unaudited | Statement 3
|---------------------------------------------------------------------------------------------------------------------------------------- | -----------

|                              |               |  |   |               |  |   |            |  |   | Deficit           |   |   |         |  
|----------------------------- | ------------- |  | - | ------------- |  | - | ---------- |  | - | ----------------- | - | - | ------- | -
|                              |               |  |   |               |  |   | Capital in |  |   | Accumulated       |   |   |         |  
|                              | Common Shares |  |   | Excess of Par |  |   | During the |  |   |                   |  
|                              | Shares        |  |   | Amount        |  |   | Value      |  |   | Exploration Stage |   |   | Total   |  
|                              |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Inception – August 4, 2004    | -             |  | $ | -             |  | $ | -          |  | $ |                   |   | $ |         |  
|Common shares issued for cash |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|at $0.02 per share            | 500,000       |  |   | 5             |  |   | 9,995      |  |   |                   |   |   | 10,000  |  
|                              |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Loss for the period           | -             |  |   | -             |  |   | -          |  |   | (6,46             | ) |   | (6,462  | )
|                              |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Balance – September 30, 2004  | 500,000       |  | $ | 5             |  | $ | 9,995      |  | $ | (6,46             | ) | $ | 3,538   |  
|Common shares issued for      |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Cash at $0.02 per share       | 250,000       |  |   | 3             |  |   | 4,997      |  |   |                   |   |   | 5,000   |  
|                              |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Loss for the period           | -             |  |   | -             |  |   | -          |  |   | (28,44            | ) |   | (28,446 | )
|                              |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Balance – December 31, 2004   | 750,000       |  | $ | 8             |  | $ | 14,992     |  | $ | (34,90            | ) | $ | (19,908 | )
|Common shares allotted for    |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Cash                          | 2,500,000     |  |   | 25            |  |   | 49,975     |  |   |                   |   |   | 50,000  |  
|                              |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Loss for the period           | -             |  |   | -             |  |   | -          |  |   | (4,18             | ) |   | (4,181  | )
|                              |               |  |   |               |  |   |            |  |   |                   |   |   |         |  
|Balance – March 31, 2005      | 3,250,000     |  | $ | 33            |  | $ | 64,967     |  | $ | (39,08            | ) | $ | 25,911  |  

- See Accompanying Notes -

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|Electrum Mining Limited(An Exploration Stage Company)Interim Statements of Cash Flows Expressed in US Funds Unaudited | Statement 4
|--------------------------------------------------------------------------------------------------------------------- | -----------

|                                                              |   | Cumulative     |   |   |            |   |   | Three-    |  
|------------------------------------------------------------- | - | -------------- | - | - | ---------- | - | - | --------- | -
|                                                              |   | from Inception |   |   | Six-Months |   |   | Months    |  
|                                                              |   | (August 4,     |   |   | Ended      |   |   | Ended     |  
|                                                              |   | 2004) to March |   |   | March 31,  |   |   | March 31, |  
|Cash Resources Provided By (Used In)                          |   | 31, 2005       |   |   | 2005       |   |   | 2005      |  
|Operating Activities                                          |   |                |   |   |            |   |   |           |  
|Loss for the period                                           | $ | (39,089        | ) | $ | (32,627    | ) | $ | (4,181    | )
|Changes in operating assets and liabilities:                  |   |                |   |   |            |   |   |           |  
|Funds held in trust                                           |   | -              |   |   | 15,000     |   |   | -         |  
|Accounts payable and accrued
      liabilities                |   | 1,770          |   |   | (730       | ) |   | 270       |  
|                                                              |   | (37,319        | ) |   | (18,357    | ) |   | (3,911    | )
|                                                              |   |                |   |   |            |   |   |           |  
|Financing Activities                                          |   |                |   |   |            |   |   |           |  
|Advances from related parties                                 |   | 27,000         |   |   | -          |   |   | (734      | )
|Issuance of capital stock                                     |   | 65,000         |   |   | 55,000     |   |   | 50,000    |  
|                                                              |   | 92,000         |   |   | 55,000     |   |   | 49,266    |  
|                                                              |   |                |   |   |            |   |   |           |  
|Net Increase (Decrease) in Cash and Cash Equivalents          |   | 54,681         |   |   | 36,643     |   |   | 45,355    |  
|Cash and cash equivalent position
      – Beginning of period |   | -              |   |   | 18,038     |   |   | 9,326     |  
|Cash and Cash Equivalents Position – End
      of Period      | $ | 54,681         |   | $ | 54,681     |   | $ | 54,681    |  

- See Accompanying Notes -

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Electrum Mining Limited(An Exploration Stage Company)Notes to Interim Financial Statements 
  March 31, 2005 Expressed in US Funds Unaudited

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|1. | Organization and Going Concern
      Electrum Mining Limited (the “Company”)
        is a Nevada corporation incorporated on August 4, 2004 and is based in
        Vancouver, British Columbia, Canada.
      The Company is an exploration stage company that engages
        principally in the acquisition, exploration and development of resource
        properties. During the prior fiscal period, the Company acquired a 100%
        interest in 20 mineral mining claims in the Dawson Mining Division of
        the Yukon Territories, Canada and has not yet determined whether this
        property contains reserves that are economically recoverable. To date,
        the Company’s activities have been limited to its formation and
        the raising of equity capital. At present, management is devoting most
        of its activities to raising additional equity capital.
      Going Concern and Liquidity Considerations
      The accompanying interim financial statements have been
        prepared assuming that the Company will continue as a going concern, which
        contemplates, among other things, the realization of assets and satisfaction
        of liabilities in the normal course of business. For the six-months ended
        March 31, 2005, the Company has a loss from operations of $32,627
        and an accumulated deficit of $39,089. The Company intends to fund
        operations through equity financing arrangements, which may be insufficient
        to fund its capital expenditures, working capital and other cash requirements
        for the year ending September 30, 2005.
      The ability of the Company to emerge from the exploration
        stage is dependent upon, among other things, obtaining additional financing
        to continue operations, explore and develop the mineral properties and
        the discovery, development and sale of ore reserves.
      In response to these problems, management intends to
        raise additional funds through public or private placement offerings.
      These factors, among others, raise substantial doubt
        about the Company’s ability to continue as a going concern. The
        accompanying interim financial statements do not include any adjustments
        that might result from the outcome of this uncertainty.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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|2. | Significant Accounting Policies
|-- | -------------------------------

| | a) | Basis of Presentation                                                                                                                                                                             
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                   
| |    | The accounting and reporting policies of the Company conform
      to U.S. generally accepted accounting  principles applicable to exploration
      stage enterprises.                           
| |    |                                                                                                                                                                                                   
| | b) | Fiscal Period                                                                                                                                                                                     
| |    |                                                                                                                                                                                                   
| |    | The Company’s fiscal year end is September 30. The Company
      had no operations for the six months ended  March 31, 2004 and therefore,
      there are no comparative figures for that period.

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Electrum Mining Limited(An Exploration Stage Company)Notes to Interim Financial Statements 
  March 31, 2005 Expressed in US Funds Unaudited

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|2. | Significant Accounting Policies- Continued
|-- | ------------------------------------------

| | c) | Use of Estimates                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     
| | -- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |    | The preparation of financial statements in conformity
        with U.S. 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 amount of revenues
        and expenses during the reporting period. Actual results could differ
        from those estimates. The Company’s periodic filings with the Securities
        and Exchange Commission include, where applicable, disclosures of estimates,
        assumptions, uncertainties and markets that could affect the financial
        statements and future operations of the Company.
|
| | d) | Cash and Cash Equivalents                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|
| |    | Cash and cash equivalents include cash in banks,
        money market funds, and certificates of term deposits with maturities
        of less than three months from inception, which are readily convertible
        to known amounts of cash and which, in the opinion of management, are
        subject to an insignificant risk of loss in value.                                                                                                                                                                                                                                                                                                                                                                                                                              
|
| | e) | Mineral Property Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|
| |    | The Company has been in the exploration stage since
        its formation in August 4, 2004 and has not yet realized any revenue from
        its planned operations. It is primarily engaged in the acquisition, exploration
        and development of mining properties. Mineral property acquisition and
        exploration costs are expensed as incurred. When it has been determined
        that a mineral property can be economically developed as a result of establishing
        proven and probable reserves, the costs incurred to develop such property,
        are capitalized. Such costs will be amortized using the units-of-production
        method over the estimated life of the probable reserve.                                                        
|
| | f) | Environmental Expenditures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|
| |    | The operations of the Company have been, and may
        in the future, be affected from time to time in varying degree by changes
        in environmental regulations, including those for future reclamation and
        site restoration costs. Both the likelihood of new regulations and their
        overall effect upon the Company vary greatly and are not predictable.
        The Company's policy is to meet or, if possible, surpass standards set
        by relevant legislation, by application of technically proven and economically
        feasible measures.                                                                                                                                                                                                  
|
| |    | Environmental expenditures that relate to ongoing
        environmental and reclamation programs are charged against earnings as
        incurred or capitalized and amortized depending on their future economic
        benefits. Estimated future reclamation and site restoration costs, when
        the ultimate liability is reasonably determinable, are charged against
        earnings over the estimated remaining life of the related business operation,
        net of expected recoveries.                                                                                                                                                                                                                                                                           

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Electrum Mining Limited(An Exploration Stage Company)Notes to Interim Financial Statements 
  March 31, 2005 Expressed in US Funds Unaudited

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|2. | Significant Accounting Policies– Continued
|-- | ------------------------------------------

| | g) | Fair Value of Financial Instruments and Derivative Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |    | The Company has adopted Statement of Financial Accounting
        Standards (“SFAS”) Number 119, “Disclosure About Derivative
        Financial Instruments and Fair Value of Financial Instruments.”
        The carrying amounts of cash and cash equivalents, funds held in trust,
        accrued liabilities and amounts due to related parties approximate their
        fair values because of the short maturity of these items. Certain fair
        value estimates may be subject to and involve, uncertainties and matters
        of significant judgment, and, therefore, cannot be determined with precision.
        Changes in assumptions could significantly affect these estimates. The
        Company does not hold or issue financial instruments for trading purposes,
        nor does it utilize derivative instruments in the management of its foreign
        exchange, commodity price or interest rate market risks.                                                                                                                                                                 
|
| | h) | Segmented Reporting                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|
| |    | SFAS Number 131, “Disclosure About Segments
        of an Enterprise and Related Information”, changed the way public
        companies report information about segments of their business in their
        quarterly reports issued to shareholders. It also requires entity-wide
        disclosures about the products and services an entity provides, the material
        countries in which it holds assets and reports revenues and its major
        customers. The Company presently operates only in Canada.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|
| | i) | Federal Income Taxes                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|
| |    | Deferred income taxes are reported for timing differences
        between items of income or expense reported in the financial statements
        and those reported for income tax purposes in accordance with SFAS Number
        109, “Accounting for Income Taxes”, which requires the use
        of the asset/liability method of accounting for income taxes. Deferred
        income taxes and tax benefits are recognized for the future tax consequences
        attributable to differences between the financial statement carrying amounts
        of existing assets and liabilities and their respective tax bases, and
        for tax loss and credit carryforwards. Deferred tax assets and liabilities
        are measured using enacted tax rates expected to apply to taxable income
        in the years in which those temporary differences are expected to be recovered
        or settled. The Company provides for deferred taxes for the estimated
        future tax effects attributable to temporary differences and carryforwards
        when realization is more likely than not.
|
| | j) | Earnings (Loss) per Share                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|
| |    | The Company has adopted Financial Accounting Standards
        Board (“FASB”) Statement Number 128, “Earnings per Share,”
        (“EPS”) which requires presentation of basic and diluted EPS
        on the face of the income statement for all entities with complex capital
        structures and requires a reconciliation of the numerator and denominator
        of the basic EPS computation to the numerator and denominator of the diluted
        EPS computation. In the accompanying financial statements, basic earnings
        (loss) per share is computed by dividing net income/loss by the weighted
        average number of shares of common stock outstanding during the period.                                                                                                                                                                                                                                                                                                                                                                                                          

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Electrum Mining Limited(An Exploration Stage Company)Notes to Interim Financial Statements 
  March 31, 2005 Expressed in US Funds Unaudited

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|2. | Significant Accounting Policies– Continued
|-- | ------------------------------------------

| | k) | Risks and Uncertainties                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |    | The Company operates in the resource exploration
        industry that is subject to significant risks and uncertainties, including
        financial operational, technological and other risks associated with operating
        a resource exploration business, including the potential risk of business
        failure.                                                                                                                                                                                                                                                                                                                                                                              
|
| | l) | Foreign Currency Transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|
| |    | The Company’s functional currency
        is the Canadian dollar. The Company’s reporting currency is the
        U.S. dollar. All transactions initiated in Canadian dollars are translated
        into U.S. dollars in accordance with SFAS No. 52 "Foreign Currency Translation"
        as follows:                                                                                                                                                                                                                                                                                                                                                                                                   
|
| |    | i)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |    | ii)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|
| |    | Adjustments arising from such translations
        are deferred until realization and are included as a separate component
        of shareholders’ equity as a component of comprehensive income or
        loss. Therefore, translation adjustments are not included in determining
        net income but reported as other comprehensive income. No significant
        realized exchange gain or losses were recorded in the period ended March
        31, 2005.                                                                                                                                                                                                                                     
|
| |    | For foreign currency transactions, the
        Company translates these amounts to the Company’s functional currency
        at the exchange rate effective on the invoice date. If the exchange rate
        changes between the time of purchase and the time actual payment is made,
        a foreign exchange transaction gain or loss results which is included
        in determining net income for the period.                                                                                                                                                                                                                                                                                    
|
| | m) | Concentrations of Credit Risk                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|
| |    | The Company’s financial instruments
        that are exposed to concentrations of credit risk primarily consist of
        its cash and cash equivalents and related party payables. The Company
        places its cash and cash equivalents with financial institutions of high
        credit worthiness. At times, its cash and cash equivalents with a particular
        financial institution may exceed any applicable government insurance limits.
        The Company’s management also routinely assesses the financial strength
        and credit worthiness of any parties to which it extends funds, and as
        such, it believes that any associated credit risk exposures are limited.
|
| | n) | Derivative Financial Instruments                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|
| |    | The Company was not a party to any derivative
        financial instruments during the reported fiscal period.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             

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Electrum Mining Limited(An Exploration Stage Company)Notes to Interim Financial Statements 
  March 31, 2005 Expressed in US Funds Unaudited

---

|2. | Significant Accounting Policies– Continued
|-- | ------------------------------------------

| | o) | Stock-Based Compensation                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |    | The Company accounts for stock-based compensation
        issued to employees using the intrinsic value method as prescribed by
        Accounting Principles Board Opinion (“APB”) No. 25, “Accounting
        for Stock Issued to Employees”. Under the intrinsic value method,
        compensation is the excess, if any, of the fair value of the stock at
        the grant date or other measurement date over the amount an employee must
        pay to acquire the stock. Compensation, if any, is recognized over the
        applicable service period, which is usually the vesting period. The Financial
        Accounting Standards Board (“FASB”) has issued SFAS No. 123,
        “Accounting for Stock-Based Compensation”, as amended by SFAS
        No. 148, “Accounting for Stock-Based Compensation - Transition and
        Disclosure, an amendment of FASB Statement No. 123” and interpreted
        by FASB Interpretation No. (“FIN”) 44, “Accounting for
        certain Transactions Involving Stock Compensation, an Interpretation of
        APB No. 25”. This standard, if fully adopted, changes the method
        of accounting for all stock-based compensation to the fair value method.
        For stock options and warrants, fair value is determined using an option
        pricing model that takes into account the stock price at the grant date,
        the exercise price, the expected life of the option or warrant and the
        annual rate of quarterly dividends. Compensation expense, if any, is recognized
        over the applicable service period, which is usually the vesting period.
|
| |    | The adoption of the accounting methodology of SFAS
        No. 123 for employees is optional and the Company has elected to continue
        accounting for stock-based compensation issued to employees using APB
        No. 25; however, pro forma disclosures, as if the Company had adopted
        the cost recognition requirements under SFAS No. 123, are required to
        be presented.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|
| |    | As at March 31, 2005, the Company had no stock-based
        compensation plans nor had it granted options to employees. The Company
        would account for such grants under the recognition and measurement principles
        of APB No. 25, and related Interpretations. No stock-based employee compensation
        cost is reflected in net loss, as no options had been granted.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|
| | p) | Comprehensive Income (Loss)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|
| |    | SFAS No. 130, “Reporting Comprehensive Income”,
        establishes standards for reporting and display of comprehensive income
        and its components in a full set of general-purpose financial statements.
        For the period ended March 31, 2005, the Company had no items of other
        comprehensive income. Therefore, net loss equals comprehensive loss for
        the period ended March 31, 2005.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  

---

---

Electrum Mining Limited(An Exploration Stage Company)Notes to Interim Financial Statements 
  March 31, 2005 Expressed in US Funds Unaudited

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|3. | Mineral Property Costs                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|   | By agreement dated September 30, 2004 with Xennex
        Development Corporation (“Xennex”), the Company acquired a
        100% interest in certain properties consisting of 20 unpatented mineral
        claims, known as the Blue and Bell property (“the Property”)
        located in the Dawson Mining Division of the Yukon Territories, Canada.
        Upon execution of the agreement, Xennex transferred 100% interest in the
        mineral claims to a director and officer of the Company in trust for the
        Company for CDN$50,000 to be paid as follows:

| |                                                            |   | Cash      | 
| | ---------------------------------------------------------- | - | --------- | 
| |                                                            |   | Payments  | 
| |                                                            |   | (Canadian | 
| |                                                            |   | dollars)  | 
| | Upon signing of the agreement and transfer of title (paid) | $ | 5,000     | 
| | On or before September  30,  2005                          |   | 5,000     | 
| | On or before September  30,  2006                          |   | 10,000    | 
| | On or before September  30,  2007                          |   | 10,000    | 
| | On or before September  30,  2008                          |   | 20,000    | 
| |                                                            | $ | 50,000    | 

| | All cash payments shall be made within 30 days of the
        due date, otherwise the mineral property rights will revert back to Xennex.
      In addition, the Company must incur exploration expenditures
        in the amount of CDN$50,000 over five years after the execution of
        the agreement. The exploration programs recommended by a third party geologist
        in the amount of CDN$35,000 shall be part of this expenditure commitment
        and this work shall be done in the year 2005. Failure to fulfill the exploration
        expenditure requirement will result to the properties reverting back to
        Xennex. An equivalent cash payment may be made to Xennex instead of the
        work commitment.
      The Company is also responsible to maintain the mineral
        claims in good standing by paying all the necessary rents, taxes and filing
        fees associated with the Property.
      The Property is subject to a 3% Net Smelter Return (“NSR”).
        The NSR can be reduced to 1.5% upon payment to Xennex of CDN$1,000,000
        at any time.
| | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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|4. | Capital Stock
|-- | -------------

| | a) | Authorized Stock                                                                                                                                                                                                                                                          
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |    | The Company has authorized 100,000,000 common shares
        with a par value of $0.00001 per share. Each common share entitles
        the holder to one vote, in person or proxy, on any matter on which action
        of the stockholder of the corporation is sought.
|
| | b) | Stock Issuance                                                                                                                                                                                                                                                            
|
| |    | Since the inception of the Company on August 4,
        2004 to March 31, 2005, the Company has issued 750,000 common shares at
        $0.02 per share for total proceeds of $15,000 being $8 for
        par value shares and $14,992 for capital in excess of par.     

---

Electrum Mining Limited(An Exploration Stage Company)Notes to Interim Financial Statements 
  March 31, 2005 Expressed in US Funds Unaudited

---

4. Capital Stock– Continued

| | c) | Issued and Allotted Shares                                                                                                                                                                                                                                                                                                                                                                                              
| | -- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |    | During the current quarter, the Company’s
        Board of Directors approved a resolution to issue 2,500,000 common shares
        at $0.02 per share for gross proceeds of $50,000. The Company
        received the proceeds in advance during the current quarter. Accordingly,
        the shares are classified as issued and allotted. Subsequent to the period
        end, 2,500,000 common shares were issued.

---

|5. | Due to Related Party
      As of March 31, 2005, the Company was obligated to a
        director and a shareholder, for a non-interest bearing demand loan with
        a balance of $27,000 (2004 - $27,000). This amount includes the
        $15,000 advanced to the Company’s legal counsel (Note 6)
        and $12,000 loaned to the Company to fund its operations.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

|6. | Commitments
      During the prior fiscal period, the Company signed an
        agreement to pay $25,000 in legal fees once the SB-2 Registration
        Statement has been declared effective. The Company advanced its legal
        counsel $15,000 which was accordingly classified as funds held in
        trust. The remaining balance of $10,000 was paid in December 2004.
        As the Registration Statement has been declared effective during the period,
        the entire $25,000 has been classified as a professional fees expense.
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

|7. | New Accounting Pronouncements
      Recent accounting pronouncements that are listed below
        did not and/or are not currently expected to have a material effect on
        the Company’s financial statements.
      FASB Statements:
      Number 145, Rescission of FASB Statement
          No. 4, 44, and 64, Amendment of FASB Statement No. 13, and Technical
          Corrections;
        Number 146, Accounting for Costs Associated
          with Exit or Disposal Activities;
        Number 147, Acquisitions of Certain
          Financial Institutions – An amendment of FASB Statements No. 27
          and 144 and FASB Interpretation No. 9;
        Number 148, Accounting for Stock-Based
          Compensation – Transition and Disclosure – an amendment
          of FASB Statement No. 123;
        Number 149, Amendment of Statement
          133 on Derivative Instruments and Hedging Activities; and
        Number 150, Accounting for Certain
          Financial Instruments with Characteristics of both Liabilities and Equity.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---

Electrum Mining Limited(An Exploration Stage Company)Notes to Interim Financial Statements 
  March 31, 2005 Expressed in US Funds Unaudited

---

|7. | New Accounting Pronouncements– Continued
      FASB Interpretations:
      Number 45, Guarantor’s
            Accounting and Disclosure Requirements for Guarantees, Including Indirect
            Guarantees of Indebtedness of Others – and Interpretation of
            FASB Statements No. 5, 57, and 107 and rescission of FASB Interpretation
            No. 34; and
        Number 46, Consolidation
            of Variable Interest Entities – an Interpretation of ARB No.
            51.
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

---



---

ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS

This report includes a number of forward looking
  statements that reflect our current views with respect to future events and
  financial performance. Forward looking statements are often identified by words
  like: believe, expect, estimate, anticipate, intend, project and similar expressions,
  or words which, by their nature, refer to future events. You should not place
  undue certainty on these forward looking statements, which apply only as of
  the date of this prospectus. These forward looking statements are subject to
  certain risks and uncertainties that could cause actual results to differ materially
  from historical results or our predictions.

Plan of Operation

We are a start-up, exploration
  stage corporation and have not yet generated or realized any revenues from our
  business operations.

Our auditors have issued a going
  concern opinion. This means that there is substantial doubt that we can continue
  as an on-going business for the next twelve months unless we obtain additional
  capital to pay for our expenses . This is because we have not generated any
  revenues and no revenues are anticipated until we begin exploiting our mineral
  properties . There is no assurance we will ever reach this point. Accordingly,
  we must raise sufficient capital from sources other than the sale of minerals
  found on the property. Our only other source for cash at this time is investments
  by others. We must raise cash to implement our project and stay in business.
  We raised $50,000 from our public offering. Under this offering we sold
  2,500,000 shares at $0.02 per share to 44 shareholders, thus we have a total
  of 3,250,000 shares issued and outstanding to 47 shareholders (includes the
  3 directors of the company). We believe this, together with the loans from a
  director of $27,000, will enable us to fund our activities for the next
  twelve months. As of March 31, 2005 we have cash on hand of $54,681.

We will use the above mentioned
  funds to explore our resource property located at Squaw Creek, a tributary of
  Clear Creek, in the central Yukon Territories, Canada. We do not intend to acquire
  or dispose of any plant or significant equipment during the next twelve months.

Our exploration target is to
  find an ore body containing gold. Our success depends upon finding mineralized
  material. This includes a determination by our geological consultant if the
  property contains reserves. We have not selected a geological consultant as
  of yet, but will do shortly has we have completed our offering. Mineralized
  material is a mineralized body, which has been delineated by appropriate spaced
  drilling or underground sampling to support sufficient tonnage and average grade
  of metals to justify removal. If we cannot find or remove mineralized material,
  either because of financial limitations or because of economic infeasibility
  of the minerals, we will cease operations and you may lose your investment.

We feel that we have enough
  money to complete our exploration of the property, for the next 12 months. However,
  if it turns out that we have not raised enough money to complete our exploration
  program, we will try to raise additional funds from a second public offering,
  a private placement or loans.

We must conduct exploration
  to determine what amount of minerals, if any, exist on our property and if any
  minerals which are found can be economically extracted and profitably processed.

---

The property is undeveloped
  raw land. Exploration and surveying has not been initiated and will be initiated
  shortly, as we have raised money in our public offering. That is because we
  do not have money to start exploration. Once the offering is concluded, we intend
  to start exploration operations. To our knowledge, the property has never been
  mined. The only event that has occurred is the staking of the property at the
  direction of Mr. Robert S. Adamson and a property examination and report by
  Professional Engineer Robert F. McIntyre.

Before minerals retrieval can
  begin, we must explore for and find mineralized material. After that has occurred
  we have to determine if it is economically feasible to remove the mineralized
  material. Economically feasible means that the costs associated with the removal
  of the mineralized material will not exceed the price at which we can sell the
  mineralized material. We can’t predict what that will be until we find
  mineralized material.

We do not know if we will find
  mineralized material. We believe that activities occurring on adjoining properties
  do not have any effect on our activities. The reason is that what ever is located
  under adjoining property may or may not be located under our property.

We do not claim to have any
  minerals or reserves whatsoever at this time on any of the property.

We intend to implement an exploration
  program which consists of establishing a grid and taking soil samples at regular
  intervals. The soil samples will be analyzed to determine if elevated amounts
  of minerals are present. The results will be plotted on a map to determine where
  the elevated areas of mineralization occur. Rock samples and geological mapping
  and prospecting will be done by competent professionals. Preliminary geophysical
  surveying will also be done if sufficient funds are available to try and locate
  anomalies which may be caused by mineralization which is not evident on surface.
  Based upon the results of the exploration Mr. Scheving, president will determine,
  in consultation with our consultants, if the property is to be dropped or further
  exploration work done. Mr. Scheving will not receive fees for his services.
  The proceeds from our public offering are designed only to fund the costs of
  an exploration program recommended by professional engineer Mr. Robert McIntyre.
  Additional funding will be required to take the property to a more advanced
  stage of exploration. We intend to take our samples to analytical chemists,
  geochemists, and registered assayers in Vancouver, British Columbia.

We estimate the cost of the
  proposed work program to be $20,000. This is composed of $8,400 for
  a grid soil sampling program, $8,400 for geological surveying and prospecting,
  $2,000 for analysis, and $1,200 for office, mail couriers, equipment
  and SEC filing costs. We estimate it will take up to 15 days to complete the
  program. We will begin the program 90 days after the completion of the offering,
  weather permitting. If sufficient funds are raised, we will do a preliminary
  geophysical program.

We do not intend to interest
  other companies in the property if we find mineralized materials. We intend
  to try to explore the reserves ourselves through the use of consultants.

If we are unable to complete
  any phase of exploration because of financial difficulty , we will cease operations
  until we raise more money.

We do not intend to hire additional
  employees at this time. All of the work on the property will be conducted by
  unaffiliated independent consultants that we will hire. The independent consultants
  will be responsible for surveying, geology, engineering, exploration, and excavation.
  The geologists will evaluate

---

the information derived from the exploration and excavation
  and the engineers will advise us on the economic feasibility of removing the
  mineralized material.

Limited Operating History; Need for Additional Capital

There is no historical financial
  information about us upon which to base an evaluation of our performance. We
  are an exploration stage corporation and have not generated any revenues from
  operations. We cannot guarantee we will be successful in our business operations.
  Our business is subject to risks inherent in the establishment of a new business
  enterprise, including limited capital resources, possible delays in the exploration
  of our properties, and possible cost overruns due to price and cost increases
  in services.

To become profitable and competitive,
  we will conduct into the research and exploration of our properties before we
  start production of any minerals we may find. We believe that the funds raised
  from our public offering will allow us to operate for at least one year.

We have no assurance that future
  financing will be available to us on acceptable terms. If financing is not available
  on satisfactory terms, we may be unable to continue, develop or expand our operations.
  Equity financing could result in additional dilution to existing shareholders.

Liquidity and Capital Resources

To meet our need for cash we
  raised $50,000 from our public offering. We cannot guarantee that we have
  raised enough money through the public offering to stay in business. The money
  we have raised, will be applied to the items set forth in the Use of Proceeds
  section of the SB-2 filed with the SEC. If we find mineralized material and
  it is economically feasible to remove the mineralized material, we will attempt
  to raise additional money through a subsequent private placement, public offering
  or through debt financing.

We have discussed this matter
  with our officers and directors and Mr. Dedemus has agreed to advance funds
  as needed and has agreed to pay the cost of reclamation of the property should
  mineralized material not be found thereon. Mr. Dedemus has advanced $27,000
  to date. At the present time, we have not made any arrangements to raise additional
  cash, other than through our public offering. If we need additional cash and
  can't raise it we will either have to suspend operations until we do raise the
  cash, or cease operations entirely. The funds raised in our public offering,
  together with the loans advanced, will allow the company to operate for a minimum
  of one year. Other than as described in this paragraph, we have no other financing
  plans.

We acquired one property containing
  twenty claims. The property is staked and we will begin our exploration plan
  upon completion of our public offering, weather permitting. We expect to start
  exploration operations within 90 days of completing our public offering, weather
  permitting. As of the date of this prospectus we have yet to being operations
  and therefore we have yet to generate any revenues.

Since inception, we have issued 3,250,000 shares
  of our common stock and received $65,000.

We have received $27,000 in loans from Mr.
  Dedemus, one of our directors.

---

As of the date of this filing, we have yet to
  begin operations and therefore have not generated any revenues.

Since inception of the Company on August 4,
  2004 to March 31, 2005, the Company has issued 3,250,000 common shares at $0.02
  per share for total proceeds of $65,000. This was accounted for as an acquisition
  of shares. Lloyd Dedemus covered our initial expenses of $15,000 for incorporation
  and legal fees and $12,000 for a payment on the mineral property and working
  capital. The amount owed to Mr. Dedemus is non-interest bearing, unsecured and
  due on demand. Further the agreement with Mr. Dedemus is oral and there is no
  written document evidencing the agreement.

As of March 31, 2005, our total assets were
  $54,681 and our total liabilities were $28,770.

ITEM 3. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

Douglas W. Scheving, our Chief Executive Officer
  and Chief Financial Officer has evaluated the effectiveness of our disclosure
  controls and procedures (as such term is defined in Rules 13a-15 and 15d-15
  under the Securities Exchange Act of 1934, as amended (the Exchange Act )) as
  of the end of the period covered by this quarterly report (the Evaluation Date
  ). Based on such evaluation, he has concluded that, as of the Evaluation Date,
  our disclosure controls and procedures are effective in alerting us on a timely
  basis to material information required to be included in our reports filed or
  submitted under the Exchange Act.

Changes in Internal Controls

There were no significant changes in our internal
  controls or, to the Company's knowledge, in other factors that could significantly
  affect the Company's disclosure controls and procedures subsequent to the date
  the Company carried out this evaluation.

PART II - OTHER INFORMATION

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.

On December 13, 2004, our public offering was
  declared effective by the SEC (SEC file no. 333-120788). We have raised $50,000
  by selling 2,500,000 shares of our common stock at $0.02 per share, to 44
  shareholders. This offering was closed by the Company on March 16, 2005. There
  was no underwriter involved in our public offering.

---

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

(a) The following Exhibits are attached hereto:

| | Exhibit No. | Document Description                                                                                                                                      
| | ----------- | ----------------------------------------------------------------------------------------------------------------------------------------------------------
| |             |                                                                                                                                                           
| | 31.1        | Certification
        of Chief Executive Officer and Chief Financial Officer as adopted pursuant
        to Section 302 of the Sarbanes-Oxley Act of 2002.
| |             |                                                                                                                                                           
| | 32.1        | Certification
        of Chief Executive Officer and Chief Financial Officer as adopted pursuant
        to Section 906 of the Sarbanes-Oxley Act of 2002.

|(b) | Reports on Form 8-K                                                                             
|--- | ------------------------------------------------------------------------------------------------
|    |                                                                                                 
|    | The Company filed no reports on Form 8-K during the six-month period
      ended March 31, 2005.

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SIGNATURES

In accordance with the requirements of the Exchange Act, the
  registrant caused this report to be signed on its behalf by the undersigned,
  thereunto duly authorized on this 11th day of May, 2005.

| | ELECTRUM MINING LIMITED
| | -----------------------
| | (Registrant)           
| |                        
| | BY:                    
| |                        
| |                        
| |                        
| |                        

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