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UNITED STATESSECURITIES AND EXCHANGE COMMISSION Washington, D.C.
20549

FORM 10-QSB

x QUARTERLY REPORT
  PURUSANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30,
2005

OR

 ̈ TRANSITION REPORT
  PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______________to
_______________

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

|Province of British Columbia                   | 0-21777                  | Not Applicable                   
|---------------------------------------------- | ------------------------ | ---------------------------------
|(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.)

6411 Imperial AvenueVancouver, British Columbia
V7W 2J5 Canada(Address of principal executive offices)

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

Check whether the registrant is a shell company, as defined in
  Rule 12b-2 of the Exchange Act: 
  Yes ̈ No x

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to section 12(g) of the Act:
Common Stock, without par value

Indicate by check mark whether the issuer (1) has filed all reports
  required to be filed by Section 13 or 
  15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
  (or for such shorter period 
  that the registrant was required to file such reports), and (2) has been subject
  to such filing requirements for 
  the past 90 days. Yes x
  No  ̈

The number of outstanding shares of the issuers common stock at
November 10, 2005 was 61,190,446 shares.

Transitional Small Business Disclosure Format: Yes  ̈ No x

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GOLDEN QUEEN MINING CO. LTD.QUARTERLY REPORT ON
FORM 10-QSB FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2005

TABLE OF CONTENTS

|                              | Page                                                            
|----------------------------- | ----------------------------------------------------------------
|PART I: Financial Information |                                                                 
|                              |                                                                 
|Item 1:                       | Consolidated Financial Statements                               
|                              |                                                                 
|Item 2:                       | Managements Discussion
      and Analysis or Plan of Operations
|                              |                                                                 
|Item 3:                       | Controls and Procedures                                         
|                              |                                                                 
|Part II: Other Information    |                                                                 
|                              |                                                                 
|Item 6:                       | Exhibits                                                        
|                              |                                                                 
|SIGNATURES                    | 2                                                               

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PART I

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 PartI filing of managements discussion and analysis or
plan of operations.

Item 3. 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 managements discussion and analysis
  or plan of operations.

PART II

Item 6. Exhibits

Exhibits.

|31.1 | Rule 13a-14(a)/15d-14(a) Certifications
|---- | ---------------------------------------
|     |                                        
|32.1 | Section 1350 Certifications            

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SIGNATURES

In accordance with section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

|Dated: November 14, 2005 |                                        |                                                
|------------------------ | -------------------------------------- | -----------------------------------------------
|                         | **Golden Queen
      Mining Co. Ltd.**
|                         |                                        |                                                
|                         | By:                                    | /s/ H. Lutz Klingmann                          
|                         |                                        | H. Lutz Klingmann                              
|                         |                                        | President and Principal Financial
      Officer

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