---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended July 31, 2011

or

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

For the transition period from ________________________ to
________________________

Commission File Number 000-52499

DEL TORO SILVER CORP.(Exact name of registrant as specified in its charter)

|Nevada                                                               | 98-0515290                       
|-------------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (IRS Employer Identification No.)
|                                                                     |                                  
|Suite 103  318 North Carson Street, Carson City,
      Nevada       | 89701-4597                       
|(Address of principal executive offices)                             | (Zip Code)                       

775.782.3999(Registrants telephone number,
including area code)

N/A(Former name, former address and
former fiscal year, if changed since last report)

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. [X] YES   
 [   ] NO

Indicate by check mark whether the registrant has submitted
electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such
shorter period that the registrant was required to submit and post such
files).[   ] YES     [   ] NO

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

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


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

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

Check whether the registrant has filed all documents and reports
required to be filed by Sections 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.[   ]
YES     [   ] NO

APPLICABLE ONLY TO CORPORATE ISSUERS

Indicate the number of shares outstanding of each of the
issuers classes of common stock, as of the latest practicable date.
13,004,912 common shares issued and outstanding as of September 12, 2011.

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PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Our unaudited interim financial statements for the three and
nine month periods ended July 31, 2011 form part of this quarterly report. They
are stated in United States Dollars (US$) and are prepared in accordance with
United States generally accepted accounting principles.

---

DEL TORO SILVER CORP.
Consolidated Financial Statements 
(Expressed in US dollars) 
Periods Ended July 31, 2011 (unaudited) and October 31, 2010

---

DEL TORO SILVER CORP.(An Exploration Stage Company)
Consolidated Balance Sheets 
  (Expressed in US dollars)

|                                                                                                                                          |  | July 31,    |   |  | October 31, |  
|----------------------------------------------------------------------------------------------------------------------------------------- |  | ----------- | - |  | ----------- | -
|                                                                                                                                          |  | 2011        |   |  | 2010        |  
|                                                                                                                                          |  | $           |   |  | $           |  
|                                                                                                                                          |  | (unaudited) |   |  |             |  
|Assets                                                                                                                                    |  |             |   |  |             |  
|Current Assets                                                                                                                            |  |             |   |  |             |  
|Cash                                                                                                                                      |  | 8,536       |   |  | 82,807      |  
|Amounts receivable                                                                                                                        |  | 19,744      |   |  | 8,311       |  
|Due from directors (Note 9)                                                                                                               |  | 1,109       |   |  |            |  
|Total Current Assets                                                                                                                      |  | 29,389      |   |  | 91,118      |  
|Property and equipment (Note 3)                                                                                                           |  | 1,972       |   |  | 2,374       |  
|Deferred financing
      costs                                                                                                            |  |            |   |  | 9,204       |  
|Total Assets                                                                                                                              |  | 31,361      |   |  | 102,696     |  
|                                                                                                                                          |  |             |   |  |             |  
|Liabilities and Stockholders Deficit                                                                                                     |  |             |   |  |             |  
|Current Liabilities                                                                                                                       |  |             |   |  |             |  
|Accounts payable and accrued
      liabilities                                                                                            |  | 64,570      |   |  | 73,354      |  
|Due to related parties (Note 9)                                                                                                           |  |            |   |  | 1,658       |  
|Convertible debenture, net of unamortized
      discount of $nil (Note 5)                                                                 |  | 28,000      |   |  | 55,000      |  
|Total Current
      Liabilities                                                                                                           |  | 92,570      |   |  | 130,012     |  
|Nature of operations and continuance of
      business (Note 1)                                                                           |  |             |   |  |             |  
|                                                                                                                                          |  |             |   |  |             |  
|Stockholders Deficit                                                                                                                     |  |             |   |  |             |  
|                                                                                                                                          |  |             |   |  |             |  
|Preferred stock:
      100,000,000 shares authorized, par value
      $0.001    Issued and outstanding: Nil shares                        |  |            |   |  |            |  
|                                                                                                                                          |  |             |   |  |             |  
|Common stock: 100,000,000
      shares authorized, par value $0.001    Issued and
      outstanding:13,004,912 (2010  10,535,135) shares |  | 13,005      |   |  | 10,535      |  
|Equity portion of convertible debenture (Note
      5)                                                                                    |  | 43,489      |   |  |            |  
|Additional paid-in capital                                                                                                                |  | 873,704     |   |  | 680,405     |  
|Share subscriptions receivable (Note 6)                                                                                                   |  | (601        | ) |  | 109,950     |  
|Accumulated deficit during the exploration
      stage                                                                                    |  | (990,806    | ) |  | (828,206    | )
|Total
      Stockholders Deficit                                                                                                         |  | (61,209     | ) |  | (27,316     | )
|Total Liabilities and Stockholders Deficit                                                                                               |  | 31,361      |   |  | 102,696     |  

(The accompanying notes are an integral part of these
consolidated financial statements) 
  4

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DEL TORO SILVER CORP.(An Exploration Stage Company)
Statements of Operations 
  (Expressed in US dollars)

Accumulatedfrom January 9,Three Months
    
    
    Three Months
    
    
    Nine months
    
    
    Nine months
    
    
    2006 (Date ofEnded
    
    
    Ended
    
    
    ended
    
    
    ended
    
    
    Inception) toJuly 31,
    
    
    July 31,
    
    
    July 31,
    
    
    July 31,
    
    
    July 31,2011
    
    
    2010
    
    
    2011
    
    
    2010
    
    
    2011$
    
    
    $
    
    
    $
    
    
    $
    
    
    $Revenue
    
    
    
    
    
    
    
    
    
    
    
    
    
    ExpensesAmortization
    
    134
    
    
    175
    
    
    402
    
    
    527
    
    
    2,558Consulting
    
    
    
    
    
    
    
    15,999
    
    
    
    
    
    296,894Foreign exchange loss (gain)
    
    4,445
    
    
    (497
    )
    
    2,797
    
    
    466
    
    
    (1,727
    )General and administrative
    
    6,429
    
    
    2,176
    
    
    23,192
    
    
    9,925
    
    
    82,972Mineral property expenses
    
    9,000
    
    
    75,500
    
    
    20,001
    
    
    87,803
    
    
    253,094Professional fees
    
    13,894
    
    
    1,845
    
    
    50,654
    
    
    19,028
    
    
    307,460Total expenses
    
    33,902
    
    
    79,199
    
    
    113,045
    
    
    117,749
    
    
    941,251Loss before other expense
    
    (33,902
    )
    
    (79,199
    )
    
    (113,045
    )
    
    (117,749
    )
    
    (941,251
    )Other expenseAccretion of discount on convertible debt
      (Note 5)
    
    (1,279
    )
    
    
    
    
    (43,489
    )
    
    
    
    
    (43,489
    )Interest
      expense
    
    (1,415
    )
    
    
    
    
    (6,066
    )
    
    
    
    
    (6,066
    )Total other expense
    
    (2,694
    )
    
    
    
    
    (49,555
    )
    
    
    
    
    (49,555
    )Net loss
    
    (36,596
    )
    
    (79,199
    )
    
    (162,600
    )
    
    (117,749
    )
    
    (990,806
    )Loss per share,
      basic and diluted
    
    
    
    
    (0.01
    )
    
    (0.01
    )
    
    (0.01
    )Weighted average
      number of shares outstanding
    
    12,895,775
    
    
    9,946,005
    
    
    12,446,438
    
    
    9,872,498


(The accompanying notes are an integral part of these
consolidated financial statements) 
  5

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DEL TORO SILVER CORP.(An Exploration Stage Company)
Statements of Cash Flows 
  (Expressed in US dollars)

|                                                                                  |  | For the           |   |  | For the           |   |  | Accumulated from           |  
|--------------------------------------------------------------------------------- |  | ----------------- | - |  | ----------------- | - |  | -------------------------- | -
|                                                                                  |  | nine months ended |   |  | nine months ended |   |  | January 9, 2006 (Date      |  
|                                                                                  |  | July 31,          |   |  | July 31,          |   |  | of Inception) to April 30, |  
|                                                                                  |  | 2011              |   |  | 2010              |   |  | 2011                       |  
|                                                                                  |  | $                 |   |  | $                 |   |  | $                          |  
|                                                                                  |  |                   |   |  |                   |   |  |                            |  
|Operating Activities                                                              |  |                   |   |  |                   |   |  |                            |  
|Net loss for the period                                                           |  | (162,600          | ) |  | (117,749          | ) |  | (990,806                   | )
|Adjustments to reconcile net loss to net
      cash used in operating activities: |  |                   |   |  |                   |   |  |                            |  
|Accretion of discount on convertible debt                                         |  | 43,489            |   |  |                  |   |  | 43,489                     |  
|Amortization                                                                      |  | 402               |   |  | 527               |   |  | 2,558                      |  
|Foreign exchange (gain) loss                                                      |  | 2,797             |   |  | 466               |   |  | (1,727                     | )
|Shares issued for mineral
      property                                          |  |                  |   |  | 75,500            |   |  | 142,460                    |  
|Shares issued for services                                                        |  |                  |   |  |                  |   |  | 21,000                     |  
|Stock-based compensation                                                          |  |                  |   |  |                  |   |  | 245,710                    |  
|Changes in operating assets and liabilities:                                      |  |                   |   |  |                   |   |  |                            |  
|Amounts receivable                                                                |  | (12,088           | ) |  | (1,677            | ) |  | (20,399                    | )
|Accounts payable and accrued liabilities                                          |  | (10,926           | ) |  | 35,690            |   |  | 66,952                     |  
|Net Cash Used In Operating Activities                                             |  | (138,926          | ) |  | (7,243            | ) |  | (490,763                   | )
|                                                                                  |  |                   |   |  |                   |   |  |                            |  
|Investing Activities                                                              |  |                   |   |  |                   |   |  |                            |  
|Purchase of property and equipment                                                |  |                  |   |  |                  |   |  | (4,530                     | )
|Net Cash Used In Investing Activities                                             |  |                  |   |  |                  |   |  | (4,530                     | )
|                                                                                  |  |                   |   |  |                   |   |  |                            |  
|Financing Activities                                                              |  |                   |   |  |                   |   |  |                            |  
|Proceeds (repayment) to related parties                                           |  | (2,767            | ) |  | 6,691             |   |  | (1,109                     | )
|Proceeds from issuance of
      convertible debenture                             |  |                  |   |  |                  |   |  | 55,000                     |  
|Proceeds from issuance of common shares                                           |  | 89,450            |   |  |                  |   |  | 481,170                    |  
|Shares issuance costs                                                             |  | (22,028           | ) |  |                  |   |  | (31,232                    | )
|Net Cash Provided
      by Financing Activities                                   |  | 64,655            |   |  | 6,691             |   |  | 503,829                    |  
|Increase (Decrease) in Cash                                                       |  | (74,271           | ) |  | (552              | ) |  | 8,536                      |  
|Cash  Beginning
      of Period                                                  |  | 82,807            |   |  | 738               |   |  |                           |  
|Cash  End of Period                                                              |  | 8,536             |   |  | 186               |   |  | 8,536                      |  
|                                                                                  |  |                   |   |  |                   |   |  |                            |  
|Supplemental disclosures:                                                         |  |                   |   |  |                   |   |  |                            |  
|Interest paid                                                                     |  |                  |   |  |                  |   |  | 378                        |  
|Income tax paid                                                                   |  |                  |   |  |                  |   |  |                           |  
|                                                                                  |  |                   |   |  |                   |   |  |                            |  
|Non-cash investing and financing
      activities:                                |  |                   |   |  |                   |   |  |                            |  
|Shares issued for conversion of convertible
      debt                            |  | 27,000            |   |  |                   |   |  | 27,000                     |  
|Equity portion of convertible debenture                                           |  | 43,489            |   |  |                   |   |  | 43,489                     |  

6

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DEL TORO SILVER CORP.(An Exploration Stage Company)
Notes to the Financial Statements Three months ended July 31, 2011
(Expressed in US dollars) 
  (unaudited)

|1. | Nature of Operations and Continuance of
      Business                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | Del Toro Silver Corp. (the Company) was incorporated on
      January 9, 2006 as Candev Resource Exploration, Inc. under the laws of the
      State of Nevada and extra-provincially registered under the laws of the
      Province of British Columbia on August 15, 2006. Effective July 28, 2009,
      the Company completed a merger with its wholly owned subsidiary, Del Toro
      Silver Corp., a Nevada corporation which was incorporated on July 7, 2009
      solely to change the Companys name to Del Toro Silver Corp. The Company
      is an exploration stage company engaged in the acquisition, exploration
      and development of mineral properties.                                                                                                                                                               
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | These financial statements have been prepared on the
      going concern basis, which assumes that the Company will be able to
      realize its assets and discharge its liabilities in the normal course of
      business. As at July 31, 2011, the Company has not earned any revenue, has
      a working capital deficit of $63,181, and an accumulated deficit of
      $990,806. The continued operations of the Company are dependent on its
      ability to generate future cash flows or obtain additional financing.
      These factors raise substantial doubt about the Companys ability to
      continue as a going concern. These financial statements do not include any
      adjustments to the recorded assets or liabilities that might be necessary
      should the Company be unable to continue as a going concern.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|2. | Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | (a)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | (b)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   | (c)                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 

7

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DEL TORO SILVER CORP.(An Exploration Stage Company)
Notes to the Financial Statements Three months ended July 31, 2011
(Expressed in US dollars) 
  (unaudited)

|3. | Property and Equipment
|-- | ----------------------

| |                               |  |       |  |  |              |  |  | July 31,     |  |  | October 31,  | 
| | ----------------------------- |  | ----- |  |  | ------------ |  |  | ------------ |  |  | ------------ | 
| |                               |  |       |  |  |              |  |  | 2011         |  |  | 2010         | 
| |                               |  |       |  |  | Accumulated  |  |  | Net carrying |  |  | Net carrying | 
| |                               |  | Cost  |  |  | amortization |  |  | value        |  |  | value        | 
| |                               |  | $     |  |  | $            |  |  | $            |  |  | $            | 
| | Computer equipment            |  | 1,477 |  |  | 1,000        |  |  | 477          |  |  | 6158         | 
| | Furniture and
      equipment |  | 3,053 |  |  | 1,558        |  |  | 1,495        |  |  | 1,759        | 
| |                               |  | 4,530 |  |  | 2,558        |  |  | 1,972        |  |  | 2,374        | 

|4. | Mineral Properties                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | On July 7, 2009, and amended on June 25, 2010 and October
      21, 2010, the Company entered into an option agreement (the Agreement)
      to acquire a 50% undivided interest in the Dos Naciones Property located
      in Sonora, Mexico. Under the terms of the Agreement, the Company would pay
      a purchase price of $29,658 (Cdn $35,000) and have a option to acquire a
      further 20% interest in the property subject to the following
  terms:                                                                                                                                                                                                                                                                                                                                                                         
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   | -                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | If the Company exercises the option, the Company will be
      deemed to enter into a joint venture agreement in accordance with the
      terms of the Option Agreement.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|5. | Convertible Debentures                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | On September 8, 2010, the Company issued a convertible
      debenture with a non-related party for $55,000. Under the terms of the
      debenture, the amount is unsecured, due interest at 8% per annum, and is
      due on or before May 27, 2011. The debenture is convertible into common
      shares of the Company commencing February 21, 2011 (180 days from the
      issuance date), at a conversion price equal to 58% of the market price on
      conversion date, where the market price is equal to the average of the
      three lowest trading prices in the prior ten trading days of the
      conversion date. The Company calculated the beneficial conversion feature
      using the residual value method at an estimated fair value of $43,489 and
      a corresponding discount to the convertible debenture.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | On March 9, 2011, the Company issued 165,517 common
      shares at $0.07 per share for the conversion of $12,000. On June 3, 2011,
      the Company issued 304,260 common shares at $0.05 per share for the
      conversion of $15,000.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|   | As at July 31, 2011, the carrying value of the debenture
      is $28,000 and the Company recorded accretion expense of $43,489 for the
      period ended July 31, 2011.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    

8

---

DEL TORO SILVER CORP.(An Exploration Stage Company)
Notes to the Financial Statements Three months ended July 31, 2011
(Expressed in US dollars) 
  (unaudited)

|6. | Common Shares
|-- | -------------
|   |              
|   | (a)          
|   |              
|   | (b)          
|   |              
|   | (c)          

|7. | Share Purchase Warrants                                                        
|-- | -------------------------------------------------------------------------------
|   |                                                                                
|   | The following table summarizes the continuity of share
      purchase warrants:

| |                                    |  |            |   |  | Weighted       |  
| | ---------------------------------- |  | ---------- | - |  | -------------- | -
| |                                    |  |            |   |  | Average        |  
| |                                    |  | Number of  |   |  | Exercise Price |  
| |                                    |  | Warrants   |   |  | $              |  
| | Balance, October 31, 2009 and 2010 |  | 1,055,135  |   |  | 0.30           |  
| | Issued                             |  | 2,000,000  |   |  | 0.25           |  
| | Expired                            |  | (1,055,135 | ) |  | (0.30          | )
| | Balance, July 31,
      2011       |  | 2,000,000  |   |  | 0.25           |  

As at July 31, 2011, the following
share purchase warrants were outstanding:

ExerciseNumber of
    PriceWarrants
    $
    Expiry Date2,000,000
    0.25
    December 3, 2012


|8. | Stock Options                                                                                                                                                                                                                                                                      
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                    
|   | On September 7, 2010, the Company adopted a stock option
      plan allowing for the issuance of stock options to acquire up to 5,000,000
      common shares. As at July 31, 2011, there were 4,000,000 shares available
      for issuance under the Companys stock option
plan.

9

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DEL TORO SILVER CORP.(An Exploration Stage Company)
Notes to the Financial Statements Three months ended July 31, 2011
(Expressed in US dollars) 
  (unaudited)

|8. | Stock Options(continued)                                                           
|-- | -----------------------------------------------------------------------------------
|   |                                                                                    
|   | The following table summarizes the continuity of the
      Companys stock options:

| |                                                     |  |                  |   |  | Weighted |   |  | Weighted         |  |  |           | 
| | --------------------------------------------------- |  | ---------------- | - |  | -------- | - |  | ---------------- |  |  | --------- | 
| |                                                     |  |                  |   |  | average  |   |  | average          |  |  | Aggregate | 
| |                                                     |  |                  |   |  | exercise |   |  | remaining        |  |  | intrinsic | 
| |                                                     |  | Number           |   |  | price    |   |  | contractual life |  |  | value     | 
| |                                                     |  | of
      options |   |  | (US$)    |   |  | (years)          |  |  | (US$)     | 
| | Outstanding and exercisable, October 31,
      2009 |  |                 |   |  |         |   |  |                  |  |  |           | 
| | Granted                                             |  | 1,500,000        |   |  | 0.10     |   |  |                  |  |  |           | 
| | Outstanding and exercisable, October 31,
      2010 |  | 1,500,000        |   |  | 0.10     |   |  |                  |  |  |           | 
| | Expired                                             |  | (500,000         | ) |  | (0.10    | ) |  |                  |  |  |           | 
| | Outstanding and exercisable, July 31, 2011          |  | 1,000,000        |   |  | 0.10     |   |  | 1.11             |  |  |          | 

Additional information regarding stock
options as of July 31, 2011, is as follows:

ExerciseNumber of
    PriceOptions
    $
    Expiry Date1,000,000
    0.10
    September 7, 2012


|   | As of July 31, 2011, the Company had no unrecognized
      compensation expense relating to unvested options.
|-- | -------------------------------------------------------------------------------------------------------------
|   |                                                                                                              
|9. | Related Party Transactions                                                                                   
|   |                                                                                                              
|   | (a)                                                                                                          
|   |                                                                                                              
|   | (b)                                                                                                          

10

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Item 2. Managements Discussion and Analysis of Financial
Condition and Results of Operations.

This quarterly report contains forward-looking statements.
These statements relate to future events or our future financial performance. In
some cases, you can identify forward-looking statements by terminology such as
"may", "should", "expects", "plans", "anticipates", "believes", "estimates",
"predicts", "potential" or "continue" or the negative of these terms or other
comparable terminology. These statements are only predictions and involve known
and unknown risks, uncertainties and other factors that may cause our or our
industry's actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance or
achievements expressed or implied by these forward-looking statements. Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, levels of activity, performance
or achievements. Except as required by applicable law, including the securities
laws of the United States, we do not intend to update any of the forward-looking
statements to conform these statements to actual results.

Our consolidated unaudited financial statements are stated in
United States Dollars (US$) and are prepared in accordance with United States
Generally Accepted Accounting Principles. The following discussion should be
read in conjunction with our financial statements and the related notes that
appear elsewhere in this quarterly report. The following discussion contains
forward-looking statements that reflect our plans, estimates and beliefs. Our
actual results could differ materially from those discussed in the forward
looking statements. Factors that could cause or contribute to such differences
include, but are not limited to, those discussed below and elsewhere in this
quarterly report.

In this quarterly report, unless otherwise specified, all
dollar amounts are expressed in United States dollars. All references to "US$"
refer to United States dollars and all references to "common stock" refer to the
common shares in our capital stock.

As used in this quarterly report, the terms we, us, our
and our company mean Del Toro Silver Corp., unless otherwise indicated.

General Overview

Our company was incorporated on January 9, 2006 as Candev
Resource Exploration, Inc. under the laws of the State of Nevada and
extra-provincially registered under the laws of the Province of British Columbia
on August 15, 2006. Effective July 28, 2009, our company completed a merger with
our wholly owned subsidiary, Del Toro Silver Corp., a Nevada corporation which
was incorporated on July 7, 2009 solely to change our companys name to Del Toro
Silver Corp.

Current Business

We are presently an exploration stage company focused on
conducting exploration activities on our Dos Naciones property in Mexico and
exercising our option under an option agreement with Yale Resources Ltd. dated
July 7, 2009, as amended June 25, 2010 and October 21, 2010. The Dos Naciones
property is located approximately 140 km north northeast of the city of
Hermosillo, in north-central Sonora, Mexico and is approximately 75 km southwest
of the important Cananea mining district. The Dos Naciones property is comprised
of one mineral concession that covers approximately 2,391 hectares.

Our company received a technical report dated March 25, 2009
from our consulting geologist David J. Pawliuk respecting the Dos Naciones
property. Pursuant to the report, Mr. Pawliuk recommended a three phase
exploration program on the Dos Naciones property to explore potential
mineralization on the property. The report found that Dos Naciones property
hosts different styles of significant metallic mineralization and that economic
concentrations of silver and lead occur in quartz veins at both the Josefina and
the Dos Naciones occurrence areas within the property.

11

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We intend to conduct a three phase exploration program on the
Dos Naciones property at an aggregate estimated cost of $450,000 subject to
receiving additional financing. The first phase of our exploration program
commenced in July, 2010. The first phase consists of detailed geological
mapping, sampling, hand trenching and prospecting. In July, 2010, our operator
on the Dos Naciones property engaged geological consultants to conduct mapping
and sampling on the property.

We have submitted 38 samples from the July/August 2010 work
program to an assay lab to confirm the sampling results. In October, 2010,
fieldwork completed by us was successful in identifying multiple new exposures
of veins as well as a historic working that was previously unknown. The Josefina
target now consists of a series of at least six sub-parallel veins with the core
of the silver/lead system having been traced along surface for approximately 600
meters along strike and over 250 meters wide. Highlights from the 38 samples
submitted are channel chip samples from the interior of the Josefina working
returning 129g/t Ag with 5.23% Pb over 1.0 meters and 105g/t Ag with 4.21% Pb
over 0.50 meters.

In December, 2010 we completed an ASTER (Satellite Imaging) study on the Dos Naciones property and surrounding mines, and continued our field work consisting of detailed geological mapping, sampling and prospecting towards identifying drill targets. A follow up field program in the area was commenced in January, 2011 to expand the mapping and sampling of the surrounding areas based on the ASTER report study. Based on the results of our past field program we intend to commence a drill program in October, 2011 on the La Espanola target to obtain further information on mineralization occurrences on the area. Our company decided to delay the drill program to October, 2011 due to the unavailability of drilling companies for the program.

We have completed Phase I and have commenced Phase II of
exploration on our Dos Naciones property. Once we complete each phase of
exploration, we will make a decision as to whether or not we proceed with each
successive phase based upon the analysis of the results of that program. Our
management will make these decisions based upon the recommendations of the
independent geologist who oversees the program and records the results.

Plan of Operation

Our plan of operation is to conduct exploration activities on
our Dos Naciones property, exercise the option under the option agreement with
Yale and subsequently enter into a joint venture agreement with Yale.

We intend to conduct a three phase exploration program on the Dos Naciones property at an aggregate estimated cost of $450,000. The first phase of our exploration program was completed during the quarter ended October 31, 2010. The first phase consisted of detailed geological mapping, sampling, hand trenching and prospecting. In July, 2010 our company’s operator on the Dos Nactiones property engaged geological consultants to conduct mapping and sampling on the property. Our company commenced the second phase of its exploration program in September, 2011. If the results of the second phase of our exploration program warrant the continuation into the third phase of the program, we intend to conduct the third phase of the program consisting of further diamond drilling of identified IP anomalies from Phase II at an estimated cost of $174,000. A detailed breakdown of the proposed budget and work exploration program is as follows:

Estimated Dos Naciones Work Program Costs

|Phase One                                                         |   |        | 
|----------------------------------------------------------------- | - | ------ | 
|Detailed geological mapping, stripping and trenching              |   | Cost   | 
|1 Geologist for 50 days @ $300 per day:                           | $ | 15,000 | 
|3 Field Assistants for 50 days @ $100 per day:                    | $ | 15,000 | 
|Food and accommodation @ $30 per man-day:                         | $ | 6,000  | 
|Field supplies:                                                   | $ | 1,000  | 
|Vehicle rental, fuel and maintenance:                             | $ | 5,000  | 
|Analytical costs: 300 samples @ $30 per sample:                   | $ | 9,000  | 
|Total geological mapping, stripping and
      trenching:          | $ | 51,000 | 
|Report preparation                                                |   |        | 
|For reporting on all of the above work,
      including drafting: | $ | 2,500  | 

12

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|Subtotal Phase One                                                                                                      | $ | 53,500  | 
|----------------------------------------------------------------------------------------------------------------------- | - | ------- | 
|                                                                                                                        |   |         | 
|Phase Two                                                                                                               |   |         | 
|                                                                                                                        |   |         | 
|IP surveying in area of aeromagnetic
      low                                                                          |   |         | 
|15 days of surveying along cut grid lines with pickets at
      25 m intervals (slope distance)at an all-inclusive cost | $ | 30,000  | 
|Diamond drilling to test mineralized
      vein structures at Josefina                                                  |   |         | 
|500 meters at an all-inclusive (drilled, logged, split,
      sampled, water haul) cost of $180 per meter:              | $ | 90,000  | 
|Diamond drilling to test mineralized
      vein structures at Dos Naciones                                              |   |         | 
|300 meters at an all-inclusive (drilled, logged, split,
      sampled, water haul) cost of $180 per meter:              | $ | 54,000  | 
|                                                                                                                        |   |         | 
|Subtotal Phase Two                                                                                                      | $ | 174,000 | 

Phase Three

Phase Three is contingent on IP anomalies from Phase Two work
being determined to be favourable for testing with diamond drill holes.

Diamond drilling in area of IP chargeability
anomalies

1,000 meters at an all-inclusive (drilled, logged, split,
sampled, water haul)

|cost of $180 per meter:    | $ | 180,000 | 
|-------------------------- | - | ------- | 
|Subtotal Phase Three       | $ | 180,000 | 
|Contingency 10%            | $ | 42,500  | 
|TOTAL THREE PHASE PROGRAM: | $ | 450,000 | 

Our plan of operation is to carry out exploration work on our
Dos Naciones property in order to ascertain whether it possesses commercially
exploitable quantities of gold, silver, and other metals. We intend to primarily
explore for gold, silver, and copper but if we discover that our mineral
property holds potential for other minerals that our management determines are
worth exploring further, then we intend to explore for those other minerals. We
will not be able to determine whether or not the Dos Naciones property contains
a commercially exploitable mineral deposit, or reserve, until appropriate
exploratory work is done and an economic evaluation based on that work indicates
economic viability.

Mineral property exploration is typically conducted in phases.
Each subsequent phase of exploration work is recommended by a geologist based on
the results from the most recent phase of exploration. Once we complete each
phase of exploration, we will make a decision as to whether or not we proceed
with each successive phase based upon the analysis of the results of that
program. Our management will make these decisions based upon the recommendations
of the independent geologist who oversees the program and records the results.

13

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Anticipated Cash Requirements

We anticipate that we will incur the following expenses over
the next twelve months:

|Expense Item                                                                                                                        |   | Cost    | 
|----------------------------------------------------------------------------------------------------------------------------------- | - | ------- | 
|                                                                                                                                    |   |         | 
|Expenditures on the Dos Naciones Property
      in accordance with the terms of our Option Agreement with Yale Resources
      Ltd. | $ | 150,000 | 
|Ongoing professional expenses associated with our company
      being a reporting issuer under the Securities Exchange Act of 1934  | $ | 60,000  | 
|General and administrative expenses                                                                                                 | $ | 25,000  | 
|Total                                                                                                                               | $ | 235,000 | 

As of July 31, 2011 we had cash of $8,536. Effective December
3, 2010, we issued 2,000,000 units at a price of $0.10 per unit for gross
proceeds of $200,000. Each unit consisted of one share of common stock and one
share purchase warrant entitling the warrant holder to purchase an additional
share of common stock at a price of $0.25 per share for a period of two years
from closing.

On March 11, 2011, we issued 165,517 shares of our common stock
to Asher Enterprises, Inc. (Asher) pursuant to our 8% convertible note (the
Note) with Asher dated August 25, 2010 in the amount of $55,000. Asher
provided us with a notice to convert $12,000 of the principal amount of the
Note.

On June 3, 2011 $15,000 of the Note was converted into shares
at a rate of $0.0493 per share for a total of 304,260 shares. As result of the
June 3, 2011 conversion, the face value of the convertible debt has been
decreased to $28,000 as at July 31, 2011.

Based on the above estimate of $235,000 for our expenses for
the next twelve months we do not have enough funds to proceed with our plan of
operation over the next twelve months. We plan to rely on the equity financing
in order to raise any additional funds necessary to pursue our plan of operation
and to fund our working capital deficit in order to enable us to pay our
accounts payable and accrued liabilities. We currently do not have any
arrangements in place for the completion of any equity financings and there is
no assurance that we will be successful in completing any equity financings.

Results of Operations

The following summary of our results of operations should be
read in conjunction with our unaudited financial statements for the three and
nine month periods ended July 31, 2011 which are included herein.

Our operating results for the three and nine month periods
ended July 31, 2011 and 2010 are summarized as follows:

|                   |   | Three Months Ended |   |   | Nine Months Ended |  
|------------------ | - | ------------------ | - | - | ----------------- | -
|                   |   | July
      31,     |   |   | July
      31,    |  
|                   |   | 2011               |   |   | 2010              |  
|Revenue            | $ | Nil                |   | $ | Nil               |  
|Operating Expenses |   | 33,902             |   | $ | 79,199            |  
|Other Expenses     |   | 2,694              |   | $ | Nil               |  
|Net Loss           | $ | (36,596            | ) | $ | (79,199           | )

Revenues

We have not earned any revenues to date. We do not anticipate
earning revenues from our planned mineral operations until such time as we enter
into commercial production of the Doc Naciones property, or other mineral
properties we may acquire from time to time, and of which there are no
assurances.

14

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Expenses

Our expenses for the three and nine month periods ended July
31, 2011 and 2010 are outlined in the table below:

|                                          |   | Three Months Ended |  |   | Nine Months Ended |  
|----------------------------------------- | - | ------------------ |  | - | ----------------- | -
|                                          |   | July
      31,     |  |   | July
      31,    |  
|                                          |   | 2011               |  |   | 2010              |  
|Amortization                              | $ | 134                |  | $ | 175               |  
|Consulting                                |   | Nil                |  |   | Nil               |  
|Foreign exchange loss (gain)              |   | 4,445              |  |   | (497              | )
|General and administrative                |   | 6,429              |  |   | 2,176             |  
|Mineral property expenses                 |   | 9,000              |  |   | 75,500            |  
|Professional fees                         |   | 13,894             |  |   | 1,845             |  
|Accretion on discount of convertible debt |   | 1,279              |  |   | Nil               |  
|Interest expense                          |   | 1,415              |  |   | Nil               |  
|Total                                     | $ | 36,596             |  | $ | 79,199            |  

General and Administrative

The $4,253 increase in our general and administrative expenses
for the three month period ended July 31, 2011 compared to July 31, 2010 was
primarily due to increases in transfer agent fees relating to issuances of
common shares.

The $13,267 increase in our general and administrative expenses
for the nine month period ended July 31, 2011 compared to July 31, 2010 was
primarily due to increases of transfer agent fees relating to issuances of
common share and shareholder communications.

Interest Expenses

Our interest expenses increased by $6,066 during the six month
period ended July 31, 2011 primarily due to accretion on the convertible
debt.

Professional Fees

Professional fees include our accounting and auditing expenses
incurred in connection with the preparation and audit of our financial
statements and professional fees that we pay to our legal counsel. Our
professional fees increased by $12,049 during the three month period ended July
31, 2011 primarily due to due diligence work surrounding issuances of common
shares. Our professional fees increased by $31,626 during the six month period
ended July 31, 2011 primarily due to Increased costs in our audit and legal
work. Professional fees are expected to increase during fiscal 2011 due to our
ongoing reporting obligations of the Securities Exchange Act of 1934.

Consulting Expenses

Our consulting expenses increased by $15,999 during the nine
month period ended July 31, 2011 primarily due to increased management and
consulting expenses during the quarter.

Liquidity And Capital Resources

Working Capital

|                    |   |               |   |   |               |   |  | Percentage |  
|------------------- | - | ------------- | - | - | ------------- | - |  | ---------- | -
|                    |   | As at         |   |   | As at October |   |  | Increase / |  
|                    |   | July 31, 2011 |   |   | 31, 2010      |   |  | (Decrease) |  
|Current Assets      | $ | 29,389        |   | $ | 91,118        |   |  | (67.75%    | )
|Current Liabilities | $ | 92,570        |   | $ | 130,012       |   |  | (28.80%    | )
|Working Capital     | $ | (63,181       | ) | $ | (38,894       | ) |  | 34.44%     |  

15

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|Cash Flows                                            |   |                   |   |   |                   |   |  |            | 
|----------------------------------------------------- | - | ----------------- | - | - | ----------------- | - |  | ---------- | 
|                                                      |   | Nine Month Period |   |   | Nine Month Period |   |  | Percentage | 
|                                                      |   | Ended             |   |   | Ended             |   |  | Increase / | 
|                                                      |   | July 31, 2011     |   |   | July 31, 2010     |   |  | (Decrease) | 
|Cash provided by (used in)
      Operating Activities | $ | (138,926          | ) | $ | (7,243            | ) |  | 94.79%     | 
|Cash provided by Financing Activities                 | $ | 64,655            |   | $ | 6,691             |   |  | 89.67%     | 
|Net Increase (Decrease) in
      Cash                 | $ | (74,271           | ) | $ | (552              | ) |  | 99.26%     | 

We anticipate that we will incur approximately $235,000 for
operating expenses, including professional, legal and accounting expenses
associated with our reporting requirements under the Exchange Act during the
next twelve months. As of July 31, 2011 we had cash of $8,536, accordingly, we
will need to obtain additional financing in order to complete our business plan.

Cash Used In Operating Activities

We used cash in operating activities in the amount of $138,926
during the nine period ended July 31, 2011 and $7,243 during the nine month
period ended July 31, 2010. Cash used in operating activities was funded by cash
from financing activities, and increase was due to receipt of $89,450 from the
issuance of common shares.

Cash From Investing Activities

We generated cash of $Nil in investing activities during the
nine month periods ended July 31, 2011 and 2010.

Cash from Financing Activities

We generated cash of $64,655 from financing activities during
the nine month period ended July 31, 2011 compared to cash of $6,691 generated
from financing activities during the nine month period ended July 31, 2010. The
increase was due to proceeds of $89,450 from issuance of common shares less
payment of $22,028 for share issuance costs.

Disclosure of Outstanding Share Data

As at the date of this quarterly report, we had 13,004,912 shares
  of common stock issued and outstanding, and 2,000,000 warrants outstanding,
  exercisable at a price of $0.25 per share until December 3, 2012.

We have 500,000 options to acquire additional shares of common stock at a price of $0.10 per share. We do not have shares of any other class issued and outstanding as at the date of this report.

Going Concern

The financial statements accompanying this report have been
prepared on a going concern basis, which implies that our company will continue
to realize its assets and discharge its liabilities and commitments in the
normal course of business. Our company has not generated revenues since
inception and has never paid any dividends and is unlikely to pay dividends or
generate earnings in the immediate or foreseeable future. The continuation of
our company as a going concern is dependent upon the continued financial support
from our shareholders, the ability of our company to obtain necessary equity
financing to achieve our operating objectives, and the attainment of profitable
operations. As at July 31, 2011, our company has accumulated losses of $990,806
since inception. We do not have sufficient working capital to enable us to carry
out our stated plan of operation for the next twelve months.

Due to the uncertainty of our ability to meet our current
operating expenses and the capital expenses noted above in their report on the
financial statements for the year ended October 31, 2010, our independent
auditors included an explanatory paragraph regarding concerns about our ability
to continue as a going concern. Our financial statements contain additional note
disclosures describing the circumstances that lead to this disclosure by our
independent auditors.

16

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The continuation of our business is dependent upon us raising
additional financial support. The issuance of additional equity securities by us
could result in a significant dilution in the equity interests of our current
stockholders. Obtaining commercial loans, assuming those loans would be
available, will increase our liabilities and future cash commitments.

Future Financings

We anticipate continuing to rely on equity sales of our shares
of common stock in order to continue to fund our business operations. Issuances
of additional shares will result in dilution to our existing stockholders. There
is no assurance that we will achieve any additional sales of our equity
securities or arrange for debt or other financing to fund our planned
activities.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial condition,
changes in financial condition, revenues or expenses, results of operations,
liquidity, capital expenditures or capital resources that is material to
stockholders.

Risks and Uncertainties

Risks Associated with Mining

All of our properties are in the exploration stage. There is
no assurance that we can establish the existence of any mineral resource on any
of our properties in commercially exploitable quantities. Until we can do so, we
cannot earn any revenues from operations and if we do not do so we will lose all
of the funds that we expend on exploration. If we do not discover any mineral
resource in a commercially exploitable quantity, our business could fail.

Despite exploration work on our mineral properties, we have not
established that any of them contain any mineral reserve, nor can there be any
assurance that we will be able to do so. If we do not, our business could
fail.

A mineral reserve is defined by the Securities and Exchange
Commission in its Industry Guide 7 (which can be viewed over the Internet at
http://www.sec.gov/divisions/corpfin/forms/industry.htm#secguide7) as
that part of a mineral deposit which could be economically and legally extracted
or produced at the time of the reserve determination. The probability of an
individual prospect ever having a reserve that meets the requirements of the
Securities and Exchange Commissions Industry Guide 7 is extremely remote; in
all probability our mineral resource property does not contain any reserve and
any funds that we spend on exploration will probably be lost.

Even if we do eventually discover a mineral reserve on one or
more of our properties, there can be no assurance that we will be able to
develop our properties into producing mines and extract those resources. Both
mineral exploration and development involve a high degree of risk and few
properties which are explored are ultimately developed into producing mines.

The commercial viability of an established mineral deposit will
depend on a number of factors including, by way of example, the size, grade and
other attributes of the mineral deposit, the proximity of the resource to
infrastructure such as a smelter, roads and a point for shipping, government
regulation and market prices. Most of these factors will be beyond our control,
and any of them could increase costs and make extraction of any identified
mineral resource unprofitable.

Mineral operations are subject to applicable law and government regulation. Even if we discover a mineral resource in a commercially exploitable quantity, these laws and regulations could restrict or prohibit the exploitation of that mineral resource. If we cannot exploit any mineral resource that we might discover on our properties, our business may fail.

17

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Both mineral exploration and extraction require permits from
various foreign, federal, state, provincial and local governmental authorities
and are governed by laws and regulations, including those with respect to
prospecting, mine development, mineral production, transport, export, taxation,
labour standards, occupational health, waste disposal, toxic substances, land
use, environmental protection, mine safety and other matters. There can be no
assurance that we will be able to obtain or maintain any of the permits required
for the continued exploration of our mineral properties or for the construction
and operation of a mine on our properties at economically viable costs. If we
cannot accomplish these objectives, our business could fail.

We believe that we are in compliance with all material laws and
regulations that currently apply to our activities but there can be no assurance
that we can continue to remain in compliance. Current laws and regulations could
be amended and we might not be able to comply with them, as amended. Further,
there can be no assurance that we will be able to obtain or maintain all permits
necessary for our future operations, or that we will be able to obtain them on
reasonable terms. To the extent such approvals are required and are not
obtained, we may be delayed or prohibited from proceeding with planned
exploration or development of our mineral properties.

If we establish the existence of a mineral resource on any
of our properties in a commercially exploitable quantity, we will require
additional capital in order to develop the property into a producing mine. If we
cannot raise this additional capital, we will not be able to exploit the
resource, and our business could fail.

If we do discover mineral resources in commercially exploitable
quantities on any of our properties, we will be required to expend substantial
sums of money to establish the extent of the resource, develop processes to
extract it and develop extraction and processing facilities and infrastructure.
Although we may derive substantial benefits from the discovery of a major
deposit, there can be no assurance that such a resource will be large enough to
justify commercial operations, nor can there be any assurance that we will be
able to raise the funds required for development on a timely basis. If we cannot
raise the necessary capital or complete the necessary facilities and
infrastructure, our business may fail.

Mineral exploration and development is subject to
extraordinary operating risks. We do not currently insure against these risks.
In the event of a cave-in or similar occurrence, our liability may exceed our
resources, which would have an adverse impact on our company.

Mineral exploration, development and production involves many
risks which even a combination of experience, knowledge and careful evaluation
may not be able to overcome. Our operations will be subject to all the hazards
and risks inherent in the exploration for mineral resources and, if we discover
a mineral resource in commercially exploitable quantity, our operations could be
subject to all of the hazards and risks inherent in the development and
production of resources, including liability for pollution, cave-ins or similar
hazards against which we cannot insure or against which we may elect not to
insure. Any such event could result in work stoppages and damage to property,
including damage to the environment. We do not currently maintain any insurance
coverage against these operating hazards. The payment of any liabilities that
arise from any such occurrence would have a material adverse impact on our
company.

Mineral prices are subject to dramatic and unpredictable
fluctuations.

We expect to derive revenues, if any, either from the sale of
our mineral resource properties or from the extraction and sale of precious and
base metals such as gold, silver and copper. The price of those commodities has
fluctuated widely in recent years, and is affected by numerous factors beyond
our control, including international, economic and political trends,
expectations of inflation, currency exchange fluctuations, interest rates,
global or regional consumptive patterns, speculative activities and increased
production due to new extraction developments and improved extraction and
production methods. The effect of these factors on the price of base and
precious metals, and therefore the economic viability of any of our exploration
properties and projects, cannot accurately be predicted.

The mining industry is highly competitive and there is no
assurance that we will continue to be successful in acquiring mineral claims. If
we cannot continue to acquire properties to explore for mineral resources, we
may be required to reduce or cease operations.

18

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The mineral exploration, development, and production industry
is largely un-integrated. We compete with other exploration companies looking
for mineral resource properties. While we compete with other exploration
companies in the effort to locate and acquire mineral resource properties, we
will not compete with them for the removal or sales of mineral products from our
properties if we should eventually discover the presence of them in quantities
sufficient to make production economically feasible. Readily available markets
exist worldwide for the sale of mineral products. Therefore, we will likely be
able to sell any mineral products that we identify and produce.

In identifying and acquiring mineral resource properties, we
compete with many companies possessing greater financial resources and technical
facilities. This competition could adversely affect our ability to acquire
suitable prospects for exploration in the future. Accordingly, there can be no
assurance that we will acquire any interest in additional mineral resource
properties that might yield reserves or result in commercial mining operations.

If our costs of exploration are greater than anticipated,
then we may not be able to complete the exploration program for our Dos Naciones
property without additional financing, of which there is no assurance that we
would be able to obtain.

We are proceeding with the initial stages of exploration on our
Dos Naciones property. We intend to carry out an exploration program that has
been recommended by a consulting geologist. This exploration program outlines a
budget for completion of the recommended exploration program. However, there is
no assurance that our actual costs will not exceed the budgeted costs. Factors
that could cause actual costs to exceed budgeted costs include increased prices
due to competition for personnel and supplies during the exploration season,
unanticipated problems in completing the exploration program and delays
experienced in completing the exploration program. Increases in exploration
costs could result in our not being able to carry out our exploration program
without additional financing. There is no assurance that we would be able to
obtain additional financing in this event.

Because of the speculative nature of exploration of mining
properties, there is substantial risk that no commercially exploitable minerals
will be found and our business will fail.

We are in the initial stage of exploration of our mineral
property, and thus have no way to evaluate the likelihood that we will be
successful in establishing commercially exploitable reserves of gold, silver or
other valuable minerals on our Dos Naciones property. The search for valuable
minerals as a business is extremely risky. We may not find commercially
exploitable reserves of gold, silver or other valuable minerals in our mineral
property. Exploration for minerals is a speculative venture necessarily
involving substantial risk. The expenditures to be made by us on our exploration
program may not result in the discovery of commercial quantities of ore. The
likelihood of success must be considered in light of the problems, expenses,
difficulties, complications and delays encountered in connection with the
exploration of the mineral properties that we plan to undertake. Problems such
as unusual or unexpected formations and other conditions are involved in mineral
exploration and often result in unsuccessful exploration efforts. In such a
case, we would be unable to complete our business plan.

Because of the inherent dangers involved in mineral
exploration, there is a risk that we may incur liability or damages as we
conduct our business.

The search for valuable minerals involves numerous hazards. In
the course of carrying out exploration of our Dos Naciones Property, we may
become subject to liability for such hazards, including pollution, cave-ins and
other hazards against which we cannot insure or against which we may elect not
to insure. We currently have no such insurance nor do we expect to get such
insurance for the foreseeable future. If a hazard were to occur, the costs of
rectifying the hazard may exceed our asset value and cause us to liquidate all
of our assets, resulting in the loss of your entire investment in our
company.

Because access to our mineral property is often restricted
by inclement weather, we may be delayed in our exploration and any future mining
efforts.

Access to the mineral property is restricted to the period
between August to March of each year because the period between April and July
are typically rainy season in the area. We can attempt to visit, test or explore
our mineral property only when weather permits such activities. These
limitations can result in significant delays in exploration efforts, as well as in mining and production in the event that
commercial amounts of minerals are found. Such delays can cause our business to
fail.

19

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As we undertake exploration of our mineral property, we will
be subject to compliance with government regulation that may increase the
anticipated time and cost of our exploration program, which could increase our
expenses.

We will be subject to the mining laws and regulations in Mexico
as we carry out our exploration program. We will be required to pay mining taxes
to the Mexican government. We will be required to prove our compliance with
relevant Mexican environmental and workplace safety laws, regulations and
standards by submitting receipts showing the purchase of equipment used for
workplace safety or the prevention of pollution or the undertaking of
environmental remediation projects before we are able to obtain drilling
permits. If our exploration activities lead us to make a decision to go into
mining production, before we initiate a major drilling program, we will have to
obtain an environmental impact statement authorization. This could potentially
take more than 10 months to obtain and could potentially be refused. New
regulations, if any, could increase our time and costs of doing business and
prevent us from carrying out our exploration program. These factors could
prevent us from becoming profitable.

Because our executive officers have limited experience in
mineral exploration and do not have formal training specific to the
technicalities of mineral exploration, there is a higher risk that our business
will fail.

Our executive officers have limited experience in mineral
exploration and do not have formal training as geologists or in the technical
aspects of management of a mineral resource exploration company. As a result of
this inexperience, there is a higher risk of our being unable to complete our
business plan for the exploration of our mineral property. With no direct
training or experience in these areas, our management may not be fully aware of
many of the specific requirements related to working within this industry. Our
decisions and choices may not take into account standard engineering or
managerial approaches mineral resource exploration companies commonly use.
Consequently, the lack of training and experience of our management in this
industry could result in management making decisions that could result in a
reduced likelihood of our being able to locate commercially exploitable reserves
on our mineral property with the result that we would not be able to achieve
revenues or raise further financing to continue exploration activities. In
addition, we will have to rely on the technical services of others with
expertise in geological exploration in order for us to carry out our planned
exploration program. If we are unable to contract for the services of such
individuals, it will make it difficult and maybe impossible to pursue our
business plan. There is thus a higher risk that our operations, earnings and
ultimate financial success could suffer irreparable harm and our business will
likely fail.

Because our executive officers have other business
interests, they may not be able or willing to devote a sufficient amount of time
to our business operation, causing our business to fail.

Greg Painter our president and chief executive officer devotes approximately 40% of his working time on providing management services to us and Patrick Fagen our chief financial officer devotes approximately 25% of his working time on providing management services to us. If the demands on our executive officers from their other obligations increase, they may no longer be able to devote sufficient time to the management of our business. This could negatively impact our business development.

20

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Risks Related to Our Company

We have a limited operating history on which to base an
evaluation of our business and prospects.

We have been in the business of exploring mineral resource
properties since January 2006 and we have not yet located any mineral reserve.
As a result, we have never had any revenues from our operations. In addition,
our operating history has been restricted to the acquisition and exploration of
our mineral properties and this does not provide a meaningful basis for an
evaluation of our prospects if we ever determine that we have a mineral reserve
and commence the construction and operation of a mine. We have no way to
evaluate the likelihood of whether our mineral properties contain any mineral
reserve or, if they do that we will be able to build or operate a mine
successfully. We anticipate that we will continue to incur operating costs
without realizing any revenues during the period when we are exploring our
properties. We therefore expect to continue to incur significant losses into the
foreseeable future. We recognize that if we are unable to generate significant
revenues from mining operations and any dispositions of our properties, we will
not be able to earn profits or continue operations. At this early stage of our
operation, we also expect to face the risks, uncertainties, expenses and
difficulties frequently encountered by companies at the start up stage of their
business development. We cannot be sure that we will be successful in addressing
these risks and uncertainties and our failure to do so could have a materially
adverse effect on our financial condition. There is no history upon which to
base any assumption as to the likelihood that we will prove successful and we
can provide investors with no assurance that we will generate any operating
revenues or ever achieve profitable operations.

The fact that we have not earned any operating revenues
since our incorporation raises substantial doubt about our ability to continue
to explore our mineral properties as a going concern.

We have not generated any revenue from operations since our
incorporation and we anticipate that we will continue to incur operating
expenses without revenues unless and until we are able to identify a mineral
resource in a commercially exploitable quantity on one or more of our mineral
properties and we build and operate a mine. At July 31, 2011 we had working
capital deficit of $63,181. We incurred a net loss of $36,596 for the three
month period ended July 31, 2011 and $990,806 since inception. We will require
additional financing to sustain our business operations if we are not successful
in earning revenues once exploration is complete. If our exploration programs
are successful in discovering reserves of commercial tonnage and grade, we will
require significant additional funds in order to place the Dos Naciones property
into commercial production. Should the results of our planned exploration
require us to increase our current operating budget, we may have to raise
additional funds to meet our currently budgeted operating requirements for the
next 12 months. As we cannot assure a lender that we will be able to
successfully explore and develop our mineral properties, we will probably find
it difficult to raise debt financing from traditional lending sources. We have
traditionally raised our operating capital from sales of equity and debt
securities, but there can be no assurance that we will continue to be able to do
so. If we cannot raise the money that we need to continue exploration of our
mineral properties, we may be forced to delay, scale back, or eliminate our
exploration activities. If any of these were to occur, there is a substantial
risk that our business would fail.

These circumstances lead our independent registered public
accounting firm, in their report dated February 7, 2011, to comment about our
companys ability to continue as a going concern. When an auditor issues a going
concern opinion, the auditor has substantial doubt that the company will
continue to operate indefinitely and not go out of business and liquidate its
assets. These conditions raise substantial doubt about our companys ability to
continue as a going concern. The financial statements do not include any
adjustments relating to the recoverability and classification of recorded
assets, or the amounts of and classification of liabilities that might be
necessary in the event our company cannot continue in existence. We continue to
experience net operating losses.

21

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Risks Associated with Our Common Stock

Trading on the OTC Bulletin Board may be volatile and
sporadic, which could depress the market price of our common stock and make it
difficult for our stockholders to resell their shares.

Our common stock is quoted on the OTC Bulletin Board service of
the Financial Industry Regulatory Authority. Trading in stock quoted on the OTC
Bulletin Board is often thin and characterized by wide fluctuations in trading
prices, due to many factors that may have little to do with our operations or
business prospects. This volatility could depress the market price of our common
stock for reasons unrelated to operating performance. Moreover, the OTC Bulletin
Board is not a stock exchange, and trading of securities on the OTC Bulletin
Board is often more sporadic than the trading of securities listed on a
quotation system like NASDAQ or a stock exchange like Amex. Accordingly,
shareholders may have difficulty reselling any of their shares.

Our stock is a penny stock. Trading of our stock may be
restricted by the Securities and Exchange Commissions penny stock regulations
which may limit a stockholders ability to buy and sell our stock.

Our stock is a penny stock. The Securities and Exchange
Commission has adopted Rule 15g-9 which generally defines penny stock to be
any equity security that has a market price (as defined) less than $5.00 per
share or an exercise price of less than $5.00 per share, subject to certain
exceptions. Our securities are covered by the penny stock rules, which impose
additional sales practice requirements on broker-dealers who sell to persons
other than established customers and accredited investors. The term
accredited investor refers generally to institutions with assets in excess of
$5,000,000 or individuals with a net worth in excess of $1,000,000 or annual
income exceeding $200,000 or $300,000 jointly with their spouse. The penny stock
rules require a broker-dealer, prior to a transaction in a penny stock not
otherwise exempt from the rules, to deliver a standardized risk disclosure
document in a form prepared by the Securities and Exchange Commission which
provides information about penny stocks and the nature and level of risks in the
penny stock market. The broker-dealer also must provide the customer with
current bid and offer quotations for the penny stock, the compensation of the
broker-dealer and its salesperson in the transaction and monthly account
statements showing the market value of each penny stock held in the customers
account. The bid and offer quotations, and the broker-dealer and salesperson
compensation information, must be given to the customer orally or in writing
prior to effecting the transaction and must be given to the customer in writing
before or with the customers confirmation. In addition, the penny stock rules
require that prior to a transaction in a penny stock not otherwise exempt from
these rules, the broker-dealer must make a special written determination that
the penny stock is a suitable investment for the purchaser and receive the
purchasers written agreement to the transaction. These disclosure requirements
may have the effect of reducing the level of trading activity in the secondary
market for the stock that is subject to these penny stock rules. Consequently,
these penny stock rules may affect the ability of broker-dealers to trade our
securities. We believe that the penny stock rules discourage investor interest
in, and limit the marketability of, our common stock.

The Financial Industry Regulatory Authority sales practice
requirements may also limit a stockholders ability to buy and sell our
stock.

In addition to the penny stock rules described above, the
Financial Industry Regulatory Authority, which we refer to as FINRA, has adopted
rules that require that in recommending an investment to a customer, a
broker-dealer must have reasonable grounds for believing that the investment is
suitable for that customer. Prior to recommending speculative low-priced
securities to their non-institutional customers, broker-dealers must make
reasonable efforts to obtain information about the customers financial status,
tax status, investment objectives and other information. Under interpretations
of these rules, the FINRA believes that there is a high probability that
speculative low-priced securities will not be suitable for at least some
customers. The FINRA requirements make it more difficult for broker-dealers to
recommend that their customers buy our common stock, which may limit your
ability to buy and sell our stock and have an adverse effect on the market for
shares of our common stock.

Item 3. Quantitative and Qualitative Disclosures About
Market Risk.

As a smaller reporting company, we are not required to
provide the information required by this Item.

22

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Item 4. Controls and Procedures.

Managements Report on Disclosure Controls and
Procedures

We maintain disclosure controls and procedures that are
designed to ensure that information required to be disclosed in our reports
filed under the Securities Exchange Act of 1934, as amended, is recorded,
processed, summarized and reported within the time periods specified in the
Securities and Exchange Commission's rules and forms, and that such information
is accumulated and communicated to our management, including our president (our
principal executive officer) and chief financial officer (our principal
financial officer and principal accounting officer) to allow for timely
decisions regarding required disclosure.

As the end of the quarter covered by this report, we carried
out an evaluation, under the supervision and with the participation of our
president (our principal executive officer) and chief financial officer (our
principal financial officer and principal accounting officer), of the
effectiveness of the design and operation of our disclosure controls and
procedures. Based on the foregoing, our president (our principal executive
officer) and chief financial officer (our principal financial officer and
principal accounting officer) concluded that our disclosure controls and
procedures were not effective in providing reasonable assurance in the
reliability of our reports as of the end of the period covered by this quarterly
report.

Changes in Internal Control over Financial Reporting

There have been no changes in our internal controls over
financial reporting that occurred during the quarter ended July 31, 2011 that
have materially or are reasonably likely to materially affect, our internal
controls over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

We know of no material, active or pending legal proceedings
against our company, nor are we involved as a plaintiff in any material
proceeding or pending litigation. There are no proceedings in which any of our
directors, officers or affiliates, or any registered or beneficial shareholder,
is an adverse party or has a material interest adverse to our interest.

Item 1A. Risk Factors

As a smaller reporting company, we are not required to
provide the information required by this Item.

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

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. [Removed and Reserved]

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Item 5. Other Information

On July 6, 2011, Mark McLeary resigned as our chief executive
officer, president, secretary, treasurer and a director of our company. Mr.
McLearys resignation was not due to any disagreement with any of our companys
policies, procedures or practices. Subsequently, on July 6, 2011, we appointed
Greg Painter to our board of directors and as our chief executive officer,
president, secretary and treasurer.

Effective August 24, 2011, our board of directors accepted the
resignation of Ezra Jiminez as a director and chief financial officer of our
company. The resignation of Mr. Jiminez was not due to any disagreement with our
company. Subsequently on August 24, 2011, we appointed Patrick Fagen to the
board of directors and as chief financial officer of our company.

Item 6. Exhibits

|Exhibit |                                                                                                                                                                                                                               
|------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                                   
|        |                                                                                                                                                                                                                               
|(3)     | Articles of Incorporation and Bylaws                                                                                                                                                                                          
|        |                                                                                                                                                                                                                               
|3.1     | Articles of Incorporation (filed as an exhibit to our
      Form SB-2 Registration Statement, filed on January 22, 2007)                                                                                                      
|        |                                                                                                                                                                                                                               
|3.2     | Bylaws (filed as an exhibit to our Form SB-2 Registration
      Statement, filed on January 22, 2007)                                                                                                                         
|        |                                                                                                                                                                                                                               
|3.3     | Articles of Merger filed with the Secretary of State of
      Nevada on July 24, 2009 dated effective July 28, 2009 (filed as an exhibit
      to our Current Report on Form 8-K, filed on August 19, 2009)                   
|        |                                                                                                                                                                                                                               
|(10)    | Material Contracts                                                                                                                                                                                                            
|        |                                                                                                                                                                                                                               
|10.1    | Property Option Agreement dated August 25, 2006
      (incorporated by reference to our Form SB-2 Registration Statement filed
      on January 22, 2007)                                                                     
|        |                                                                                                                                                                                                                               
|10.2    | Amended Property Option Agreement dated January 15, 2008
      (incorporated by reference to our Current Report on Form 8-K, filed on
      January 16, 2008)                                                                 
|        |                                                                                                                                                                                                                               
|10.3    | Termination Agreement and Mutual Release dated December
      3, 2008 (incorporated by reference to our Current Report on Form 8-K,
      filed on December 12, 2008)                                                         
|        |                                                                                                                                                                                                                               
|10.4    | Letter of Intent between Candev Resource Exploration Inc.
      and Yale Resources Ltd. dated February 24, 2009 (incorporated by reference
      to our Quarterly Report on Form 10-Q, filed on June 18, 2009)                
|        |                                                                                                                                                                                                                               
|10.5    | Amendment to Letter of Intent between Candev Resource
      Exploration Inc. and Yale Resources Ltd. dated March 11, 2009
      (incorporated by reference to our Quarterly Report on Form 10-Q, filed on
      June 18, 2009)
|        |                                                                                                                                                                                                                               
|10.6    | Form of Subscription Agreement for the Private Placement
      Completed on June 30, 2009 (incorporated by reference to our Current
      Report on Form 8-K, filed on July 8, 2009)                                          
|        |                                                                                                                                                                                                                               
|10.7    | Option Agreement dated July 7, 2009 between Yale
      Resources Ltd. and our company (incorporated by reference to our Current
      Report on Form 8-K, filed on July 15, 2009)                                             
|        |                                                                                                                                                                                                                               
|10.8    | Subscription Agreement between Mark McLeary and Candev
      Resource Exploration Inc. (incorporated by reference to Schedule 13D filed
      on July 16, 2009)                                                               
|        |                                                                                                                                                                                                                               
|10.9    | Amendment to Option Agreement between Del Toro Silver
      Corp. and Yale Resources Ltd. dated June 25, 2010 (incorporated by
      reference to our Current Report on Form 8-K, filed on June 29, 2010)                     
|        |                                                                                                                                                                                                                               
|10.10   | Investor Relations Agreement with Goal Capital LLC dated
      July 15, 2010 (incorporated by reference to our Quarterly Report on Form
      10-Q, filed on September 20, 2010)                                              
|        |                                                                                                                                                                                                                               
|10.11   | Convertible Promissory Note dated August 25, 2010
      (incorporated by reference to our Quarterly Report on Form 10-Q, filed on
      September 20, 2010)                                                                   
|        |                                                                                                                                                                                                                               
|10.12   | Securities Purchase Agreement dated August 23, 2010
      (incorporated by reference to our Quarterly Report on Form 10-Q, filed on
      September 20, 2010)                                                                 

24

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|Exhibit |                                                                                                                                                                                                                              
|------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  | Description                                                                                                                                                                                                                  
|        |                                                                                                                                                                                                                              
|10.13   | 2010 Stock Option
        Plan (incorporated by reference to our Quarterly Report on Form 10-Q,
        filed on September 20, 2010)                                                                                         
|        |                                                                                                                                                                                                                              
|10.14   | Amendment #2
        to Option Agreement between Del Toro Silver Corp. and Yale Resources Ltd.
        dated October 21, 2010 (incorporated by reference to our Current Report
        on Form 8-K filed on October 25, 2010)
|        |                                                                                                                                                                                                                              
|10.15   | Form of Subscription
        Agreement for the Private Placement completed on December 3, 2010 (incorporated
        by reference to our Annual Report on Form 10-K filed on February 15, 2011)                              
|        |                                                                                                                                                                                                                              
|10.16   | Form of US Subscription
        Agreement for the Private Placement completed on December 3, 2010 (incorporated
        by reference to our Annual Report on Form 10-K filed on February 15, 2011)                           
|        |                                                                                                                                                                                                                              
|(31)    | Rule 13a-14(a)
        / 15d-14(a) Certifications                                                                                                                                                                            
|        |                                                                                                                                                                                                                              
|31.1*   | Certification
        of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
        Act of 2002                                                                                                           
|        |                                                                                                                                                                                                                              
|31.2*   | Certification
        of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
        Act of 2002                                                                                                           
|        |                                                                                                                                                                                                                              
|(32)    | Section 1350
        Certifications                                                                                                                                                                                          
|        |                                                                                                                                                                                                                              
|32.1*   | Certification
        of Chief Executive Officer pursuant Section 906 Certifications under Sarbanes-Oxley
        Act of 2002                                                                                                
|        |                                                                                                                                                                                                                              
|32.2*   | Certification
        of Chief Financial Officer pursuant Section 906 Certifications under Sarbanes-Oxley
        Act of 2002                                                                                                

* Filed herewith.

25

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

|                         | DEL TORO SILVER CORP.                                         
|------------------------ | --------------------------------------------------------------
|                         |                                                               
|                         |                                                               
|Date: September 19, 2011 | /s/ Greg Painter                                              
|                         | Greg Painter                                                  
|                         | Chief Executive Officer, President, Secretary,
      Treasurer
|                         | and Director)                                                 
|                         | (Principal Executive Officer)                                 
|                         |                                                               
|                         |                                                               
|Date: September 19, 2011 | /s/ Patrick Fagen                                             
|                         | Patrick Fagen                                                 
|                         | Chief Financial Officer and Director                          
|                         | (Principal Financial Officer and Principal
      Accounting   
|                         | Officer)                                                      

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