SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, DC 20549

                          FORM 10-QSB

     [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934

          For the quarterly period ended June 30, 2006

     [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934

    For the transition period from            to

                Commission file number 000-51700

                       BROWNSVILLE COMPANY
(Exact name of Small Business Issuer as Specified in its Charter)

Nevada                                                         N/A
(State or Other Jurisdiction                      (I.R.S. Employer
of Incorporation or                                 Identification
Organization)                                              Number)

                       90 Reynolds Street
                Oakville, Ontario, Canada L6J 3K2
            (Address of Principal Executive Offices)

                         (905) 330-1189
        (Issuer's Telephone Number, Including Area Code)

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 Issuer is a shell company  (as
defined by Rule 12b-2 of the Exchange Act).

                 Yes    [      ] No   [  X   ]

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

Common, $.001 par value per share: 32,160,000 outstanding  as  of
July 31, 2006
  (which gives effect to a 3 for 1 forward stock split effected
                         July 26, 2006)

<PAGE>

                      BROWNSVILLE COMPANY

                        TABLE OF CONTENTS

                                                            Page
PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements.                               3
Item 2.  Management's Discussion and Analysis or Plan
         of Operation.                                      12
Item 3.  Controls and Procedures.                           14

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.                                 15
Item 2.  Unregistered Sales of Equity Securities  and
         Use of Proceeds.                                   15
Item 3.  Default   upon   Senior   Securities.              15
Item 4.  Submission of Matters to a Vote of Security
         Holders.                                           15
Item 5.  Other Information.                                 15
Item 6.  Exhibits.                                          15

SIGNATURES                                                  15


<PAGE>




PART I - FINANCIAL INFORMATION


Item 1.        Financial Statements.


                 Index to Financial Statements
                  Period Ended June 30, 2006


                                                  Page

     Balance Sheets                                 4

     Statements of Operations                       5

     Statements of Cash Flows                       6

     Notes to Financial Statements                  7

<PAGE>



BROWNSVILLE COMPANY
(A Development Stage Company)
Balance Sheets
(Expressed in U.S. Dollars)
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
===================================================================================================================
                                                                                                      September 30,
                                                                                        June 30,          2005
                                                                                          2006          (Audited)
                                                                                       -----------    -------------
                                                                                            $               $
<S>                                                                                        <C>              <C>
                                     ASSETS
Current Assets
    Cash (Note 2(e))                                                                         3,039            8,445
    Accounts receivable (net of allowance: 2006 - $3,395, 2005 -$ 0 )                       10,544            1,636
    Inventory                                                                                7,245            8,000
-------------------------------------------------------------------------------------------------------------------
      TOTAL CURRENT ASSETS                                                                  20,828           18,081
-------------------------------------------------------------------------------------------------------------------
Fixed Assets (Note 2(g))
    Equpment, at cost                                                                       20,000           20,000
    Less:  accumulated depreciation                                                         (5,500)          (4,000)
-------------------------------------------------------------------------------------------------------------------
                                                                                            14,500           16,000
-------------------------------------------------------------------------------------------------------------------
TOTAL ASSETS                                                                                35,328           34,081
===================================================================================================================

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
    Accounts payable and accrued                                                            13,670           11,696
    Loans from related party (Note 6)                                                       18,000            9,000
-------------------------------------------------------------------------------------------------------------------
      TOTAL CURRENT LIABILITIES                                                             31,670           20,696
-------------------------------------------------------------------------------------------------------------------
Stockholders' Equity
    Capital Stock
      Authorized:
         75,000,000 common shares at $0.001 par value
      Issued and fully paid
         10,720,000 common share at par value                                               10,720           10,720
         Additional paid in capital                                                         21,780           21,780
         Obligation to issue 250,000 common shares for assets acquired (Notes 7,8)          25,000           25,000
    Deficit, accumulated during the exploration stage                                      (53,842)         (44,115)
-------------------------------------------------------------------------------------------------------------------
      TOTAL STOCKHOLDERS' EQUITY                                                             3,658           13,385
-------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                                  35,328           34,081
===================================================================================================================
</TABLE>

    The Accompanying Notes are an Integral Part of These Financial Statements


<PAGE>

BROWNSVILLE COMPANY
(A Development Stage Company)
Statements of Operations
(Expressed in U.S. Dollars)
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
=============================================================================================================

                                                         Three Months                    Nine Months
                                                            Ended                           Ended
                                                           June 30,                        June 30,
                                                 ----------------------------    ----------------------------
                                                     2006            2005            2006            2005
                                                 ------------    ------------    ------------    ------------
                                                       $               $               $               $
<S>                                                <C>             <C>             <C>             <C>
Sales                                                  20,149          17,973          49,730          47,185
-------------------------------------------------------------------------------------------------------------
Cost of Goods Sold
       Beginning inventory                              6,235           6,325           8,000           5,000
       Purchase                                        12,652          14,767          29,718          32,223
       Ending inventory                                 7,245           7,500           7,245           7,500
-------------------------------------------------------------------------------------------------------------
                                                       11,642          13,592          30,473          29,723
-------------------------------------------------------------------------------------------------------------

Gross Profit                                            8,507           4,381          19,257          17,462
Selling expenses                                        1,511              --           3,730           2,102
Lease expenses                                          1,612           1,438           3,979           3,775
-------------------------------------------------------------------------------------------------------------
                                                        5,384           2,943          11,548          11,585
-------------------------------------------------------------------------------------------------------------

General and Administration Expenses
       Administrative expenses                             --              --              --              14
       Audit fees                                       2,000           3,000           2,000           5,815
       Bank charges and interest                           81              22             252             123
       Professional fees                                   25           4,440           1,652          19,440
       Management fees                                                     --           6,872
       Rent                                             3,000           3,000           9,000          12,000
       Depreciation expense                               500             500           1,500           1,500
-------------------------------------------------------------------------------------------------------------
                                                        5,606          10,962          21,276          38,892
-------------------------------------------------------------------------------------------------------------

Net Profit (Loss) for the Period                         (222)         (8,019)         (9,728)        (27,307)

Opening Deficit at the beginning of the period         53,620          27,892          44,115           8,604
-------------------------------------------------------------------------------------------------------------

Closing Deficit at the end of the period               53,842           35911          53,842          35,911
=============================================================================================================


Net Profit (Loss) Per Common Share
       Basic and diluted                             -0.00002        -0.00075        -0.00091        -0.00255
=============================================================================================================

Weighted Average Number of Shares Outstanding
                                                 ------------------------------------------------------------
       Basic and diluted                           10,720,000      10,720,000      10,720,000      10,720,000
=============================================================================================================
</TABLE>

    The Accompanying Notes are an Integral Part of These Financial Statements


<PAGE>

BROWNSVILLE COMPANY
(A Development Stage Company)
Statements of Cash Flows
(Expressed in U.S. Dollars)
(Unaudited - Prepared by Management)
<TABLE>
<CAPTION>
===================================================================================================================

                                                                     Three Months                Nine Months
                                                                        Ended                       Ended
                                                                       June 30                     June 30,
                                                               ------------------------    ------------------------
                                                                  2006          2005          2006          2005
                                                               ----------    ----------    ----------    ----------
                                                                   $             $             $              $
<S>                                                                <C>            <C>         <C>           <C>
Cash Provided by (Used for)
Operating Activities
      Net Profit (Loss) for the period                               (222)       (8,019)       (9,728)      (27,307)
      Items not requiring use of cash
           Depreciation expense                                       500           500         1,500         1,500
      Changes in non-cash working capital items
           Accounts receivable                                     (4,373)        4,995        (8,908)       (2,322)
           Inventory                                               (1,010)       (1,175)          755        (2,500)
           Accounts payable and accrued                            (2,955)        6,000         1,975         6,975
-------------------------------------------------------------------------------------------------------------------
Cash used for operating activities                                 (8,060)        2,301       (14,406)      (23,654)
-------------------------------------------------------------------------------------------------------------------


Financing Activities
      Capital stock subscribed                                         --            --            --         7,000
      Loans from related parties                                    9,000            --         9,000         9,000
-------------------------------------------------------------------------------------------------------------------
Cash provided by financing activities                               9,000            --         9,000        16,000
-------------------------------------------------------------------------------------------------------------------

Cash increase (decrease)
      during the period                                               940         2,301        (5,406)       (7,654)
Cash, Beginning of Period                                           2,099         3,250         8,445        13,205
-------------------------------------------------------------------------------------------------------------------

Cash,  End of Period                                                3,039         5,551         3,039         5,551
===================================================================================================================

           Supplementary Disclosure of Non-cash Transactions
                         Shares issued for inventory                                       $    5,000
                         Shares issued for fixed assets                                    $   20,000
</TABLE>

    The Accompanying Notes are an Integral Part of These Financial Statements




<PAGE>


BROWNSVILLE COMPANY
(A NEVADA CORPORATION)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2006
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED - PREPARED BY MANAGEMENT)
________________________________________________________________________________

Note 1.BUSINESS OPERATIONS

       Brownsville Company ("the Company") was incorporated in the state of
       Nevada on September 4, 2003. The Company's primary operation began in May
       2004. Currently, the Company operates a boat launch and convenience
       store. In July 2006, the Company entered into a letter of intent to
       acquire an uranium mining property in Tanzania. The Company intends to
       change its primary operation from operating a boat launch to mining
       exploration.

       Going Concern
       These financial statements have been prepared in accordance with
       generally accepted accounting principles in the United States of America
       applicable to a going concern which assume that the Company will realize
       its assets and discharge its liabilities in the normal course of
       business.  The Company has incurred losses since inception of $53,842 to
       June 30, 2006 and might not have sufficient working capital for the next
       twelve months.  These factors create doubt as to the ability of the
       Company to continue as a going concern.  Realization values may be
       substantially different from the carrying values as shown in these
       financial statements should the Company be unable to continue as a going
       concern.  Management is in the process of identifying sources for
       additional financing to fund the ongoing development of the Company's
       business.

Note 2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       (a)General and Administration Costs

          General and administration costs are written off to operations when
          incurred.

       (b)Account Receivable

          Trade accounts receivable are stated at the amount the Company expects
          to collect.  The Company maintains allowances for doubtful accounts
          for estimated losses resulting from the inability of its customers to
          make required payments.  Management considers the following factors
          when determining the collectibles of specific customer accounts:
          customer credit-worthiness, past transaction history with the
          customer, current economic industry trends, and changes in customer
          payment terms.  If the financial condition of the Company's customers
          were to deteriorate, adversely affecting their ability to make
          payments, additional allowances would be required.  Based on
          management's assessment, the Company provides for estimated
          uncollectible amounts through a charge to earnings and a credit to a
          valuation allowance.  Balances that remain outstanding after the
          Company has used reasonable collection efforts are written off through
          a charge to the valuation allowance and a credit to accounts
          receivable.


<PAGE>

BROWNSVILLE COMPANY
(A NEVADA CORPORATION)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2006
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED - PREPARED BY MANAGEMENT)
________________________________________________________________________________

Note 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

       (c) Basis of Presentation

           These financial statements are prepared in accordance with United
           States of America Generally Accepted Accounting Principles (GAAP).

       (d) Net Loss Per Share

           Net loss per common share is computed by dividing the net loss by the
           weighted average number of shares outstanding during the period.

          Computation of basic and diluted weighted average of shares
          outstanding for the period ended June 30, 2006 is as follows:

          Basic and diluted weighted average shares            10,720,000
          ----------------------------------------------------------------
          Net Profit (Loss) per share - Basic and diluted            ($0)
          ----------------------------------------------------------------

        (e)Cash

          Cash consists of funds on deposit with the Company's bankers.

        (f) Inventory

           Inventories are stated at the lower of cost (on the FIFO basis) or
           market (net realizable value).

        (g) Property, Plant and Equipment

           Fixed  assets  are  stated  at  cost  less  accumulated depreciation.
           Depreciation  is  recorded  at the following rates,  based  upon  the
           useful life of the assets:


        Equipment           -    20% per annum on a straight-line basis

      -------------------------------------------------------------------------
      |June 30, 2006|Cost   |Accumulated Amortization|Net Book Figure         |
                     $       $                         $
      -------------------------------------------------------------------------
      |Equipment    | 20,000|(5,500)                 | 14,500                 |
      -------------------------------------------------------------------------








<PAGE>


BROWNSVILLE COMPANY
(A NEVADA CORPORATION)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2006
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED - PREPARED BY MANAGEMENT)
________________________________________________________________________________


Note 2.SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (cont'd)

       (g)  Property, Plant and Equipment (cont'd)

          ---------------------------------------------------------------------
          |September 30, 2005|Cost   |Accumulated Amortization|Net Book Figure|
                              $        $                       $
          ---------------------------------------------------------------------
          |Equipment         |20,000 | (4,000)                |16,000         |
          ---------------------------------------------------------------------


       (h) Foreign Operations and Currency Translation

           The operating activities are in Canada in Canadian Funds as the
           functional currency and the reporting currency is the United States
           Dollars.

           Monetary assets and liabilities are translated at the current rate of
           exchange. The weighted average  exchange  rate for the period is used
           to  translate  revenue,  expenses,  and  gains  or  losses  from  the
           functional  currency to the reporting currency.  Cumulative  currency
           translation adjustments  are  reported  as  a  separate  component of
           stockholders'  equity  and  not  recognized  in net income.  However,
           there  are  no cumulative currency translation adjustments  from  the
           date of inception  to  the  end  of  the current period and therefore
           there are no currency translation adjustments  in  the  statement  of
           stockholders' equity.

           Gains  or  losses  on  translations  of  currency  from the recording
           currency are recognized in current net income.

           Gains or losses from foreign currency transactions are  recognized in
           current net income.

           Fixed  assets are measured at historical exchange rates that  existed
           at the time of the transaction.

           Depreciation is measured at historical exchange rates that existed at
           the time the underlying related asset was acquired.











<PAGE>



BROWNSVILLE COMPANY
(A NEVADA CORPORATION)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2006
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED - PREPARED BY MANAGEMENT)
________________________________________________________________________________

Note 3.INCOME TAXES

       The Company has losses that total $53,842 for income tax purposes that
       may be carried forward to be applied against future taxable income.  The
       benefit of a potential reduction in future income taxes has not been
       recorded as an asset at June 30, 2006 as it is reduced to nil by a
       valuation allowance, due to uncertainty of the application of losses.

       The income tax  effect  of  temporary differences comprising the deferred
       tax  assets  and deferred tax liabilities  on  the  accompanying  balance
       sheets as at June 30, 2006 is a result of the following:

                                                                      $
       Deferred tax assets                                         18,231
       Valuation allowance                                        (18,231)
                                                                 ----------
       Net deferred tax assets                                        0
                                                                 ==========

        A reconciliation  between  the statutory federal income tax rate and
        the effective income rate of income tax expense for the quarter ended
        June 30, 2006 is as follows:

                                                                     2006
                                                                 ----------
        Statutory federal income tax rate                            -34.0%
        Valuation allowance                                           34.0%
                                                                 ----------
        Effective income tax rate                                      0.0%
                                                                 ==========
Note 4   FINANCIAL INSTRUMENTS

       The Company's financial instruments consist of cash, accounts receivable,
       inventory, and accounts payable and  accrued.  It is management's opinion
       that  the  Company is not exposed to significant  interest,  currency  or
       credit risks arising from these financial instruments.  The fair value of
       these financial instruments approximates their carrying values.

Note 5 RELATED PARTY TRANSACTIONS

       A director,  shareholders  had  loaned  $18,000 to the Company during the
       period  ended June 30, 2005, which is unsecured,  non  interest  bearing,
       with no specific terms of repayment.










<PAGE>


BROWNSVILLE COMPANY
(A NEVADA CORPORATION)
NOTES TO FINANCIAL STATEMENTS
JUNE 30, 2006
(EXPRESSED IN U.S. DOLLARS)
(UNAUDITED - PREPARED BY MANAGEMENT)
________________________________________________________________________________

Note 6 FRASER RIVER METALS DEPOT INC.

      (A)  PURCHASE OF BUSINESS ASSETS

         On March 31, 2004, the Company entered into an Asset Purchase Agreement
         with Fraser River Metals Depot Inc.   The Company agreed to purchase
         from Fraser River Metals Depot Inc. an undivided 100% right, title and
         interest in and to the following Assets at their fair market value.
         The consideration received by the seller was the issuance of 250,000
         shares from treasury of restricted common stock at a price of $0.10 per
         share.
                                               $
                            Equipment        20,000
                            Inventory         5,000
                            --------------------------
                            Total Assets     25,000
                            --------------------------


      (B)  LEASE AGREEMENT

          On March 31, 2004, the Company entered into a Lease Agreement with
          Fraser River Metals Depot Inc., for an initial term of five years
          commencing on April 1, 2004.  The Company has an option to renew the
          Lease for a further five year period.  During the term of the Lease
          and any renewal term, the Company shall pay to Fraser River Metals
          Depot Inc. 8% of the Company's gross sales from operations conducted
          on the rental property, payable on a monthly basis in arrears on the
          10th business day following the end of each calendar month.  The first
          such payment shall be due on May 14, 2004.

                                                   Nine Months
                                                      Ended
                                                    June 30
                                                      2006
                                                       $
                                                 -------------
                             Lease expenses          3,979
                             --------------------------------


Note 7 SUBSEQUENT EVENT

       The Company will issue 250,000 shares of restricted common stock in its
       capital at a deemed price of $0.10 per share for acquiring the Assets
       from Fraser River Metals Depot Inc as outlined in Note 6, above.



<PAGE>



Item  2.    Management's  Discussion  and  Analysis  or  Plan  of
Operation.

      The  following  discussion and analysis  of  our  financial
condition and results of operations should be read in conjunction
with  our  financial  statements and the  related  notes  thereto
contained elsewhere in this Form 10-QSB.

Forward-Looking Statements

      This  discussion contains forward-looking  statements  that
involve risks and uncertainties. All statements regarding  future
events,  our future financial performance and operating  results,
our business strategy and our financing plans are forward-looking
statements.  In  many  cases,  you can  identify  forward-looking
statements  by  terminology, such as "may", "should",  "expects",
"intends",   "plans",  "anticipates",  "believes",   "estimates",
"predicts",  "potential" or "continue" or the  negative  of  such
terms and other comparable terminology. These statements are only
predictions.  Known  and unknown risks, uncertainties  and  other
factors could cause our actual results to differ materially  from
those  projected in any forward-looking statements.   We  do  not
intend to update these forward-looking statements.

Overview

      Brownsville  Company,  a  Nevada corporation  (referred  to
herein  as  the "Company", "we", "us" and "our") was incorporated
on  September 4, 2003 in order to operate a boat launch,  parking
lot,  marina  and convenience store.  We lease a shoreline  which
contains a boat launch, marina and convenience store from  Fraser
River  Metals  Depot, Inc., a British Columbia corporation.   The
lease  is for a five year period.  The annual rental is  8.0%  of
our  gross  receipts  from the operation of the  marina  and  the
convenience store.  We have an option to renew the lease  for  an
additional five year period if we so choose to do so.  We entered
into the lease on March 31, 2004.

Results of Operations

Revenues

      Revenues  for  the three months ended June  30,  2006  were
$20,149, compared to $17,973 for the three months ended June  30,
2005.   For  the  nine months ended June 30, 2006, revenues  were
$49,730  compared to $47,185 for the nine months ended  June  30,
2005.   The  small  increase in revenues can be attributed  to  a
small  increase in customer traffic which we experienced  at  the
marina and convenience store.

Gross Profit

      Gross  profit,  defined as sales less cost  of  sales,  was
$8,507  and $19,257 for the three and nine months ended June  30,
2006,  compared  to  $4,381 and $17,462 for the  three  and  nine
months  ended June 30, 2005.  Such changes from period to  period
are primarily attributable to changes in inventory.

General and Administrative Expenses

      General and administrative expenses were $5,606 and $21,276
for  the  three and nine months ended June 30, 2006, compared  to
$10,962 and $38,892 for the three and nine months ended June  30,
2005.   The  decrease in general and administrative expenses  for
the three and nine months ended June 30, 2006 is primarily due to
reduced audit fees and professional fees.

<PAGE>

Net Loss

      For the three and nine months ended June 30, 2006, we had a
net  loss of $222 and $9,728 as compared to a net loss of  $8,019
and  $27,307 for the three and nine months ended June  30,  2005.
Such  changes  in net loss are primarily due to  the  changes  in
general and administrative expenses.

Liquidity and Capital Resources

      On  June  30,  2006,  we had a working capital  deficit  of
$10,842,  a  debt  to equity ratio of 8.7 to 1 and  stockholders'
equity of $3,658.  On June 30, 2006, we had $3,039 in cash, total
assets of $35,328 and  total liabilities of $31,670.

     Cash used for operating activities for the nine months ended
June 30, 2006 was $14,406 compared to $23,654 for the nine months
ended  June 30, 2005, which change was primarily due to a reduced
net  loss for the nine months ended June 30, 2006 as well  as  an
increase  in accounts receivable for the nine months  ended  June
30,  2006  together with a decrease in accounts payable  for  the
nine  months  ended  June 30, 2006.  Cash provided  by  financing
activities  was $9,000 for the nine months ended  June  30,  2006
compared  to  $16,000 for the nine months ended  June  30,  2005.
During  the nine months ended June 30, 2006 we received a  $9,000
loan  from a related party compared to the nine months ended June
30,  2005 in which we received a $9,000 loan from a related party
as well as a stock subscription of $7,000.

      We  have incurred losses since inception of $53,842 through
June  30,  2006 and we might not have sufficient working  capital
for the next twelve months.  These factors create doubt as to our
ability to continue as a going concern.  We are in the process of
identifying   sources  for  additional  financing  and/or   other
business  opportunities.   See  "Other  Information"  below   for
information   on  our  recent  change  of  control  and   "Recent
Developments"  below  for information on  the  letter  of  intent
entered  into  in July 2006.  No assurance can be given  that  we
will be successful in our efforts.

Other Information

     Pursuant to a Stock Purchase Agreement dated as of April 21,
2006 by and among Xuxin Shao, Shao Hui Chen, the Company and Adam
Cegielski  (who  up until that time had not been affiliated  with
the  Company),  Mr.  Shao  and Mr. Chen  sold  on  such  date  an
aggregate of 15,000,000 shares of common stock of the Company  to
Mr.  Cegielski for the aggregate purchase price of  $20,000.   At
the  time  thereof, Mr. Shao was our President,  Chief  Executive
Officer,  Principal Accounting Officer, Secretary and  Treasurer.
Additionally, Mr. Shao and Mr. Chen were our only two  directors.
As  a  result of the completion of the transaction on  April  21,
2006,  Mr.  Cegielski  presently owns 15,000,000  shares  of  the
common stock of the Company which represents approximately 46.64%
of the Company's outstanding shares of common stock.   All of the
foregoing  share information gives effect to the 3 for 1  forward
stock split effected on July 26, 2006.

     In connection with the transaction described above, Mr. Shao
resigned  as  our  President, Chief Executive Officer,  Principal
Accounting Officer, Secretary and Treasurer effective as of April
21,  2006, and, on such date, the Mr. Cegielski was appointed  as
our  President,  Chief  Executive Officer,  Principal  Accounting
Officer, Secretary and Treasurer.

      In  addition  thereto,  on April 21,  2006,  the  Board  of
Directors,  then consisting of Mr. Shao and Mr. Chen,  agreed  to
increase  the size of the Board to three members and appoint  Mr.
Cegielski  as a director to fill the vacancy resulting  therefrom
with  immediate  effect.   As  a result  thereof,  the  Board  of
Directors  now  consists of Xuxin Shao, Shao Hui  Chen  and  Adam
Cegielski.

<PAGE>

Recent Developments

     Letter of Intent

      On  July  7, 2006, we entered into a Letter of Intent  (the
"Letter  of Intent") with Trimark Explorations, Ltd. ("Trimark"),
on   behalf  of  its  wholly-owned  Tanzania  subsidiary  Gambaro
Resources,  to  earn  up  to a 100% interest  in  the   Tanzanian
Uranium-AU   property  located in Njombe  and  Aongea  Districts,
Tanzania  (the  "Property").  Under the terms of  the  Letter  of
Intent,  Trimark shall grant us the right to earn a 100% interest
in  the  Property, by paying Trimark, an aggregate of $100,000.00
over  a 3 year period. $25,000.00 will be paid within 45 days  of
signing  a definitive agreement, $35,000.00 will be paid  on  the
first anniversary of the signing of the definitive agreement  and
$40,000.00 will be paid on the second anniversary of the  signing
of the definitive agreement.  We must also spend $1,000,000.00 in
cumulative  exploration expenditures over a 3  year  period.   We
must  spend  $100,000.00  in cumulative exploration  expenditures
within   the   first  12  months  after  signing  the  definitive
agreement,  $500,000.00  in cumulative  exploration  expenditures
within  24  months  of  signing  the  definitive  agreement   and
$1,000,000.00  in cumulative exploration expenditures  within  36
months of signing the definitive agreement.  At the 36th month if
we   have  not  spent  $1,000,000.00  in  cumulative  exploration
expenditures on the Property it may still earn its 100%  interest
in  the  Property  by issuing Trimark restricted  shares  in  the
Company  representing  the  balance  of  funds  to  be  spent  on
exploration.   Once  we  have earned its  100%  interest  in  the
Property,  Trimark shall be entitled to a 2% net smelter  royalty
which  shall  be reduced to 1% at the sole option of the  Company
upon our making a payment to Trimark of $1,000,000.00.

      All  payments and expenditure commitments are and  will  be
optional under the letter of intent and the definitive agreement.
No  assurance  can be given that a definitive agreement  will  be
signed  or  that we will be able to raise the necessary financing
to  make the payments and expenditures contemplated by the Letter
of Intent.

     Stock Split

      On July 11, 2006, our Board of Directors declared a 3 for 1
forward stock split to our stockholders of record as of July  26,
2006.   As  a  result  of the forward stock split,  we  now  have
32,160,000 shares of common stock issued and outstanding.

Off-Balance Sheet Arrangements

     The Company has no off-balance sheet arrangements as defined
in Item 303(c) of Regulation S-B.


Item 3.   Controls and Procedures.

     The  Company's  Principal Executive  Officer  and  Principal
Financial Officer has reviewed the Company's disclosure  controls
and  procedures  as  of  the end of the period  covered  by  this
report.   Based upon this review, such officer believes that  the
Company's  disclosure controls and procedures  are  effective  in
timely  alerting  him  to  material information  required  to  be
included in this report.  There have been no significant  changes
in internal control over financial reporting that occurred during
the  fiscal  quarter covered by this report that have  materially
affected,  or  are  reasonably likely to materially  affect,  the
Company's internal control over financial reporting.


<PAGE>



                   PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

     There are no material pending legal proceedings to which the
Company is a party or to which any of its property is subject.


Item  2.   Unregistered  Sales of Equity Securities  and  Use  of
Proceeds.

     None.


Item 3.  Defaults Upon Senior Securities.

     None.


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

     None.


Item 5.  Other Information.

          None.


Item 6.  Exhibits.

          31.1   Certification  of  Principal  Executive  Officer
          pursuant  to Section 302 of the Sarbanes-Oxley  Act  of
          2002 (Rules 13a-14 and 15d-14 of the Exchange Act)
          31.2   Certification  of  Principal  Financial  Officer
          pursuant  to Section 302 of the Sarbanes-Oxley  Act  of
          2002 (Rules 13a-14 and 15d-14 of the Exchange Act)
          32.1  Certification  pursuant to  Section  906  of  the
          Sarbanes-Oxley Act of 2002 (18 U.S.C. 1350)



<PAGE>


                           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.


                                   BROWNSVILLE COMPANY
                                   (Registrant)



Dated: August 11, 2006         By:/s/ Adam Cegielski
                                  Adam Cegielski,
                                  President  and Chief Executive
                                  Officer (Principal Executive Officer)



Dated: August 11, 2006         By:/s/ Adam Cegielski
                                  Adam Cegielski,
                                  Principal Accounting Officer
                                  (Principal Financial Officer)