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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 June 30,
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 AvenueWest
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 June
30, 2008 the registrants outstanding common stock consisted of 85,640,880
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 4. Submission of Matters to a Vote of Security
Holders

At the Annual General Meeting of the holders of Common Shares
of the Company held on May 28, 2008, the shareholders voted on the following
matters:

|1. | Election of Directors.The following nominees were
      elected as directors to serve until the next annual general meeting of the
      shareholders:
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                       
|   | H. Lutz Klingmann                                                                                                                                     
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   | Edward G. Thompson                                                                                                                                    
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   | Gordon Gutrath                                                                                                                                        
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   | Chester Shynkaryk                                                                                                                                     
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   | Landon Clay                                                                                                                                           
|   |                                                                                                                                                       
|   |                                                                                                                                                       
|   |                                                                                                                                                       

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|2. | Appointment of Auditors.The shareholders approved
      the reappointment of BDO Dunwoody as auditor of the Company until the next
      annual general shareholder meeting.
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                             
|   |                                                                                                                                                                             
|   |                                                                                                                                                                             

| | 
| | 

|3. | 2008 Stock Option Plan. The shareholders defeated
      the motion to approve the adoption of the 2008 stock option plan,
      reserving a maximum of 7,200,000 common shares for issuance under the
      plan.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                  
|   |                                                                                                                                                                                                                  

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: August 14, 2008 | GOLDEN QUEEN MINING CO. LTD.
|--------------------- | ----------------------------
|                      | (Registrant)                
|                      |                             
|                      |                             
|                      | By:                         
|                      |                             
|                      |                             
|                      |                             

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