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UNITED STATESSECURITIES
AND EXCHANGE COMMISSIONWashington, D.C. 20549

Form 10-Q

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the quarterly period ended March 31,
2008

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE
ACT For the transition period from _________to __________________

0-21777(Commission File Number)

GOLDEN QUEEN MINING CO.
LTD.(Exact name of registrant as specified in
its charter)

|Province of British Columbia                   | Not
      Applicable         
|---------------------------------------------- | -----------------------------
|(State or other jurisdiction of incorporation) | (IRS Employer Identification)
|No.)                                           |                              

6411 Imperial Avenue West Vancouver, British ColumbiaV7W 2J5 Canada(Address of principal executive
offices)

Issuers telephone number, including area code: (604)
921-7570

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

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

Check whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company.
Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filed [ ]
Smaller reporting company [X]

Check whether the registrant is a shell company, as defined in
Rule 12b-2 of the Exchange Act. Yes [ ] No [X]

State the number of shares outstanding of each of the issuers
classes of common equity, as of the latest practicable date: As of March
31, 2008 the registrants outstanding common stock consisted of85,640,880 shares.

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

In accordance with the Securities and Exchange Commissions
Exchange Act Rule 240. 13a-13-c, and having met all of the conditions set
forth therein, Golden Queen Mining Co. Ltd. is excluded from the provisions
which require Part I filing of the quarterly financial statements.

The Company has been in the exploration and development stage
of its business and has had no reported revenues from operations since
inception.

Item 2. Managements Discussion and Analysis or Plan of
Operations

In accordance with the Securities and Exchange Commissions
Exchange Act Rule 240.13a -13-c, and having met all of the conditions set
forth therein, Golden Queen Mining Co. Ltd. is excluded from the provisions
which require Part I filing of managements discussion and analysis or
plan of operations.

Item 4(T). Controls and Procedures

In accordance with the Securities and Exchange Commissions
Exchange Act Rule 240.13a -13-c, and having met all of the conditions set
forth therein, Golden Queen Mining Co. Ltd. is excluded from the provisions
which require Part I filing of controls and procedures.

PART II  OTHER INFORMATION

Item 6. Exhibits

|31.1 | Certification
        Pursuant to Rule 13a-14(a) or 15d-14(a) of the U.S. Securities Exchange
        Act of 1934
|---- | -----------------------------------------------------------------------------------------------------------------
|     |                                                                                                                  
|32.1 | Section 1350
        Certification of the Principal Executive Officer and Principal Financial
        Officer    

SIGNATURES

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

|Date: May 15, 2008 | GOLDEN QUEEN MINING CO. LTD.
|------------------ | ----------------------------
|                   | (Registrant)                
|                   |                             
|                   |                             
|                   | By:                         
|                   |                             
|                   |                             
|                   |                             

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