**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-QSB**





(X
                )
            QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITES EXCHANGE
                ACT OF
                1934





For
                the quarter period endedSeptember 30, 2007





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





For
                the transition period formtoCommission
                File number333-134883





**MORTLOCK VENTURES INC** .


(Exact
      name of small business issuer as specified in its charter)





Nevada
            98-0489800(State
                or other jurisdiction of incorporation or organization)
            (IRS
                Employer Identification No.)





102
                - 7281 Cambie Street, Vancouver, British Columbia, Canada, V3P
                3H4(Address
                of principal executive offices)





1-604-324-1955(Issuer’s
                telephone number)





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





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





Indicate
      by check mark whether the 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 PROCEDING FIVE YEARS**





Check
      whether the registrant filed all documents and reports required to be filed
      by
      Section 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**





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





November
      13, 2007:  76,808,000
      common shares





Transitional
      Small Business Disclosure format (Check one): Yes [ ] No [X]








-1-







**INDEX**





**Page**
              **Number****PART
                1.**
            FINANCIAL
                INFORMATION**ITEM
                1.**
            Financial
                Statements (unaudited)
            **3**Balance
                Sheet as at September 30, 2007 and June 30, 2007
            **4**Statement
                of Operations
              For
                the three months ended September 30, 2007 and 2006 and for the period
                September 19, 2006 (Date of Inception) to September 30, 2007
            **5**Statement
                of Cash Flows
              For
                the three months ended September 30, 2007 and 2006 and for the period
                September 19, 2006 (Date of Inception) to September 30,
                2007
            **6**Notes
                to the Financial Statements.
            **8****ITEM
                2.**
            Management’s
                Discussion and Analysis or Plan of Operations
            **11****ITEM 3.**
            Controls
                and Procedures
            **19****PART
                11.**
            OTHER
                INFORMATION
            **20****ITEM
                1.**
            Legal
                Proceedings
            **20****ITEM
                2.**
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            **20****ITEM
                3.**
            Defaults
                Upon Senior Securities
            **20****ITEM
                4.**
            Submission
                of Matters to a Vote of Security Holders
            **20****ITEM
                5.**
            Other
                Information
            **20****ITEM
                6.**
            Exhibits
                and Reports on Form 8-K
            **20****SIGNATURES**.
            **21**










-2-








**PART
      1 - FINANCIAL INFORMATION**




**ITEM
      1. FINANCIAL STATEMENTS**




The
      accompanying balance sheets of Mortlock Ventures Inc. (a pre-exploration stage
      company) at September 30, 2007 (with comparative figures as at June 30, 2007)
      and the statement of operations for the three months ended September 30, 2007
      and 2006 and for the period from September 19, 2005 (date of incorporation)
      to
      September 30, 2007 and the statement of cash flows for the three months ended
      September 30, 2007 and 2006 and for the period from September 19, 2005 (date
      of
      incorporation) to September 30, 2007 have been prepared by the Company’s
      management in conformity with accounting principles generally accepted in the
      United States of America. In the opinion of management, all adjustments
      considered necessary for a fair presentation of the results of operations and
      financial position have been included and all such adjustments are of a normal
      recurring nature.





Operating
      results for the quarter ended September 30, 2007 are not necessarily indicative
      of the results that can be expected for the year ending June 30,
      2008.








-3-







**MORTLOCK
      VENTURES INC. AND SUBSIDIARY**


(A
      Pre-exploration Stage Company)


**CONSOLIDATED
      BALANCE SHEETS**





(Unaudited)





**September
                30,****2007**
            **June
                30,****2007****ASSETS****CURRENT
                ASSETS**Cash
            **$
                3,123**
            **$
                8,068**Prepaid
                expenses
            **-**
            **1,300**Total
                Current Assets
            **$****3,123**
            **$****9,368****LIABILITIES
                AND STOCKHOLDERS’ DEFICIENCY****CURRENT
                LIABILITIES**Accounts
                payable
            **$
                24,999**
            **$
                15,399**Accounts
                payable - related parties
            **50,321**
            **48,955**Total
                Current Liabilities
            **75,320**
            **64,354****STOCKHOLDERS’
                DEFICIENCY**Common
                stock200,000,000
                shares authorized, at $0.001 par value;76,808,000
                shares issued and outstanding
            **76,808**
            **76,808**Capital
                in excess of par value
            **(32,808)**
            **(32,808)**Deficit
                accumulated during the pre-exploration stage
            **(116,197)**
            **(98,986)**Total
                Stockholders’ Deficiency
            **(72,197)**
            **(54,986)****$****3,123**
            **$****9,368**











The
      accompanying notes are an integral part of these unaudited financial
      statements.











-4-







**MORTLOCK
      VENTURES INC. AND SUBSIDIARY**


(A
      Pre-exploration Stage Company)


**CONSOLIDATED
      STATEMENTS OF OPERATIONS**


For
      the
      three months ended September 30, 2007 and 2006 and for the period from September
      19, 2005 (date of inception) to September 30, 2007





(Unaudited)





**Three
                months****ended**
              **September
                30,****2007**
            **Three
                months****ended**
              **September
                30,****2006**
            **From
                inception****to**
              **September
                30,****2007****REVENUES**
            **$****-**
            **$****-**
            **$****-****EXPENSES:**Accounting
                and audit
            **2,100**
            **2,945**
            **22,195**Bank
                charges
            **20**
            **354**
            **989**Consulting
            **-**
            **-**
            **13,000**Exploration
            **-**
            **-**
            **13,489**Filing
                fees
            **-**
            **175**
            **300**Incorporation
                costs
            **-**
            **-**
            **811**Legal
            **10,600**
            **4,905**
            **21,609**Management
                fees
            **3,000**
            **3,000**
            **23,000**Office
            **66**
            **1,290**
            **3,878**Rent
            **900**
            **900**
            **6,900**Transfer
                agent’s fees
            **525**
            **1,150**
            **2,475**Travel
                and entertainment
            **-**
            **3,709**
            **7,551****NET
                LOSS FROM OPERATIONS**
            **$****(17,211)**
            **$****(18,428)**
            **$****(116,197)****NET
                LOSS PER COMMON SHARE**Basic
                and diluted
            **$****(0.00)**
            **$****(0.00)****AVERAGE
                OUTSTANDING SHARES**Basic
            **76,808,000**
            **76,808,000**





The
      accompanying notes are an integral part of these unaudited financial
      statements.








-5-







**MORTLOCK
      VENTURES INC. AND SUBSIDIARY**


(A
      Pre-exploration Stage Company)


**CONSOLIDATED
      STATEMENTS OF CASH FLOWS**





For
      the
      three months ended September 30, 2007 and 2006 and for the period from September
      19, 2005 (date of inception) to September 30, 2007





(Unaudited)





**Three
                months****ended**
              **September
                30,****2007**
            **Three
                months****ended**
              **September
                30,****2006**
            **From
                inception****to**
              **September
                30,****2007****CASH
                FLOWS FROM****OPERATING
                ACTIVITIES:**Net
                loss
            **$
                (17,211)**
            **$
                (18,428)**
            **$
                (116,197)**Adjustments
                to reconcile net loss tonet
                cash provided byoperating
                activities:Decrease
                in prepaid expenses
            **1,300**
            **-**
            **-**Changes
                in accounts payable
            **9,600**
            **771**
            **24,999**Net
                Cash Provided (Used) in Operations
            **(6,311)**
            **(17,657)**
            **(91,198)****CASH
                FLOWS FROM****INVESTING
                ACTIVITIES:**
            
            **-**
            **-****CASH
                FLOWS FROM FINANCING****ACTIVITIES**Change
                in account payable - related parties
            **1,366**
            **12,092**
            **50,321**Proceeds
                from issuance of common stock
            **-**
            **-**
            **44,000****1,366**
            **12,092**
            **94,321**Net
                (Decrease) increase in Cash
            **(4,945)**
            **(5,565)**
            **3,123**Cash
                at Beginning of Period
            **8,068**
            **10,315******
            **-****CASH
                AT END OF PERIOD**
            **$****3,123**
            **$****4,750**
            **$****3,123**







The
      accompanying notes are an integral part of these unaudited financial
      statements








-6-











**MORTLOCK
      VENTURES INC. AND SUBSIDIARY**


(A
      Pre-exploration Stage Company)


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


September
      30, 2007





(Unaudited)


**1.**  **ORGANIZATION**





The
      Company, Mortlock Ventures Inc. was incorporated under the laws of the State
      of
      Nevada on September 19, 2005 with the authorized capital stock of 200,000,000
      shares at $0.001 par value. The Company organized its wholly owned subsidiary,
      Mortlock Explorations Ltd., which was incorporated in British Columbia on
      October 24, 2005.





The
      Company was organized for the purpose of acquiring and developing mineral
      properties. At the report date mineral claims, with unknown reserves, had been
      acquired. The Company has not established the existence of a commercially
      minable ore deposit and therefore has not reached the development stage and
      is
      considered to be in the pre-exploration stage.





**2.**  **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES**





Accounting
      Methods





The
      Company recognizes income and expenses based on the accrual method of
      accounting.





Dividend
      Policy





The
      Company has not yet adopted a policy regarding payment of
      dividends.





Basic
                and Diluted Net Income (loss) Per
                Share





Basic
                net income (loss) per share amounts are computed based on the weighted
                average number of shares actually outstanding. Diluted net income
                (loss)
                per share amounts are computed using the weighted average number
                of common
                and common equivalent shares outstanding as if shares had been issued
                on
                the exercise of the common share rights unless the exercise becomes
                antidilutive and then only the basic per share amounts are shown
                in the
                report.





Principles
      of Consolidation





The
      accompanying consolidated financial statements include the accounts of Mortlock
      Ventures Inc (parent) and its subsidiary from their inception. All significant
      intercompany accounts and balances have been eliminated in
      consolidation.





Evaluation
      of Long-Lived Assets





The
      Company periodically reviews its long term assets and makes adjustments, if
      the
      carrying value exceeds fair value.











-7-







**MORTLOCK
      VENTURES INC. AND SUBSIDIARY**


(A
      Pre-exploration Stage Company)


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


September
      30, 2007





(Unaudited)





**2.**  **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES - Continued**





Income
      Taxes




The
      Company utilizes the liability method of accounting for income taxes. Under
      the
      liability method deferred tax assets and liabilities are determined based on
      differences between financial reporting and the tax bases of the assets and
      liabilities and are measured using the enacted tax rates and laws that will
      be
      in effect, when the differences are expected to be reversed. An allowance
      against deferred tax assets is recorded, when it is more likely than not, that
      such tax benefits will not be realized.





On
      September 30, 2007, the Company had a net operating loss carry forward of
      $116,197 for income tax purposes. The tax benefit of approximately $35,000,
      from
      the loss carry forward has been fully offset by a valuation reserve because
      the
      future tax benefit is undeterminable since the Company is unable to establish
      a
      predictable projection of operating profits for future years. Losses expire
      in
      2028.





Foreign
      Currency Translations





Part
      of
      the transactions of the Company were completed in Canadian dollars and British
      Pounds Sterling and have been translated to US dollars as incurred, at the
      exchange rate in effect at the time, and therefore, no gain or loss from the
      translation is recognized. The functional currency is considered to be US
      dollars.





Revenue
      Recognition





Revenue
      is recognized on the sale and delivery of a product or the completion of a
      service provided.





Advertising
      and Market Development





The
      company expenses advertising and market development costs as
      incurred.





Financial
      Instruments





The
                carrying amounts of financial instruments are considered by management
                to
                be their fair value to their short term
                maturities.








-8-







**MORTLOCK
      VENTURES INC. AND SUBSIDIARY**


(A
      Pre-exploration Stage Company)


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


September
      30, 2007





(Unaudited)





**2.**  **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES - Continued**





Estimates
      and Assumptions





Management
      uses estimates and assumptions in preparing financial statements in accordance
      with general accepted accounting principles. Those estimates and assumptions
      affect the reported amounts of the assets and liabilities, the disclosure of
      contingent assets and liabilities, and the reported revenues and expenses.
      Actual results could vary from the estimates that were assumed in preparing
      these financial statements.


Statement
                of Cash Flows





For
                the purposes of the statement of cash flows, the Company considers
                all
                highly liquid investments with a maturity of three months or less
                to be
                cash equivalents.





Unproven
      Mining Claim Costs





Cost
      of
      acquisition, exploration, carrying and retaining unproven properties are
      expensed as incurred.





Environmental
                Requirements





At
                the report date environmental requirements related to the mineral
                claim
                acquired are unknown and therefore any estimate of any future cost
                cannot
                be made.





Financial
      Instruments





The
      carrying value of financial instruments, including cash and accounts payable,
      are considered by management to be their estimated fair value due to the short
      term maturities.





Recent
      Accounting Pronouncements





The
      Company does not expect that the adoption of other recent accounting
      pronouncements will have a material impact on its financial
      statements.





**3.**  **AQUISITION
      OF UNPROVEN MINERAL CLAIM**





The
                Company acquired a mineral claim, known as the Tic-Tac-Toe Group
                of
                claims, situated near Merit, British Columbia, with an expiration
                date of
                December 2, 2007. The claims may be extended yearly by the payment
                of $960
                Cdn or the completion of work on the property of $960 Cdn. plus a
                filing
                fee. On the date of this report the Company had not established the
                existence of a commercially minable ore deposit on the claims.








-9-











**MORTLOCK
      VENTURES INC. AND SUBSIDIARY**


(A
      Pre-exploration Stage Company)


**NOTES
      TO CONSOLIDATED FINANCIAL STATEMENTS**


September
      30, 2007





(Unaudited)








**4.**  **SIGNIFICANT
      TRANSACTIONS WITH RELATED PARTY**





Officers-directors
      have acquired 83% of the common stock issued and have made no interest, demand
      loans to the Company of $50,321.





The
      President of the Company is compensated for his services in the amount of a
      total $1,000 per month starting November 1, 2005. During the current period
      he
      received $3,000 in compensation.





**5.**  **CAPITAL
      STOCK**





During
      October 2005, the Company completed a private placement of post-split 64,000,000
      common shares for $4,000 to its directors and in March 2006 a private placement
      of post-split 12,808,000 common shares for $40,000.





On
      December 2, 2006, the shareholders approved a forward split at the ration of
      sixteen shares for one share of the Company’s common stock. The forward split
      does not affect the Company’s authorized number of shares of common stock as set
      forth in the Articles of Incorporation and therefore such authorized number
      of
      shares after the forward split shall remain at 200,000,000. The post-split
      shares have been shown from inception.





**6.**  **GOING
      CONCERN**





The
      Company intends to seek business opportunities that will provide a profit.
      However, the Company does not have the working capital necessary to be
      successful in this effort and to service its debt, which raises substantial
      doubt about its ability to continue as a going concern.





Continuation
      of the Company as a going concern is dependent upon obtaining additional working
      capital and the management of the Company has developed a strategy, which it
      believes will accomplish this objective through additional loans from related
      parties, and equity funding, which will enable the Company to operate for the
      coming year.








-10-







**ITEM
      2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR** **PLAN
      OF OPERATIONS**





The
      following discussion should be read in conjunction with the information
      contained in the consolidated financial statements of Mortlock Ventures Inc.
      (“Mortlock”) and the notes which form an integral part of the financial
      statements which are attached hereto.





The
      financial statements mentioned above have been prepared in conformity with
      accounting principles generally accepted in the United States of America and
      are
      stated in United States dollars.





Mortlock
      presently has minimal day-to-day operations; mainly comprising the maintaining
      of the Tic Tac Toe claims in good standing on an annual basis and preparing
      the
      various reports to be filed with the United States Securities and Exchange
      Commission (the “SEC”) as required.





**LIQUIDITY
      AND CAPITAL RESOURCES**





Mortlock
      has had no revenue since inception and its accumulated deficit is $116,197.
      To
      date, the growth of Mortlock has been funded by the sale of shares and advances
      by its director in order to meet the requirements of filing with the SEC and
      maintaining the Tic Tac Toe claims in good standing.





The
      plan
      of operations during the next twelve months is for us to maintain the Tic Tac
      Toe claims in good standing with the Province of British Columbia and meet
      our
      filing requirements. Presently we do not have the funds to consider any
      additional mineral claims.





Our
      management estimates that a minimum of $41,024 will be required over the next
      twelve months to pay for such expenses as bookkeeping ($5,250), work undertaken
      by the independent accountant ($4,000), Edgar fees ($1,500), filing fees to
      maintain Mortlock in good standing with the State of Nevada and payment to
      our
      registrant ($275), exploration activities on the Tic Tac Toe claims (estimated
      at $3,000), office and miscellaneous ($1,000), payments to the transfer agent
      ($1,000) and payment to third party creditors in the amount of $(24,999). At
      present, we do not have these funds to pay for future expenses and eliminate
      accounts payable and therefore would be required to either sell shares in its
      capital stock or obtain further advances from our director. Our future
      operations and growth is dependent on our ability to raise capital for expansion
      and to seek revenue sources.





**RESULTS
      OF OPERATIONS**





**Our
      Mineral Property**




Particulars
      of the Tic Tac Toe claim, our sole mineral property, together with issues we
      face in conducting exploration work on the property, are as
      follows.




**Location
      and Access**




The
      Tic
      Tac Toe claim is located approximately 58 kilometers (36 miles) south of
      Kamloops, British Columbia, a town of approximately 80,000. The area covered
      by
      the Claim is an active mineral exploration and development region with plenty
      of
      heavy equipment and operators available for hire. Kamloops, and another nearby
      town, Merrit, provides all necessary amenities and supplies including, fuel,
      helicopter services, hardware, drilling companies and assay services. Access
      to
      our Claim is via major highway south from Kamloops followed by good secondary
      roads on private ranch land. No water is required for the purposes of our
      planned exploration work. No electrical power is required at this stage of
      exploration. Any electrical power that might be required in the foreseeable
      future could be supplied by gas powered portable generators.






-11-





The
      claim
      covers low rounded mountainous terrain as a well defined north-south trending
      hill approximately 2.5 miles long and from 1-1.5 miles wide. This feature has
      a
      relative relief of about 800 feet. Patches of conifer and deciduous tress
      interspersed with open range cover the property. The elevations of the claim
      ranges form 3,500 to 4,500 feet.





The
      general area experiences approximately 40 inches of precipitation annually
      of
      which 30 -35% may occur as snow equivalent. The winter weather is generally
      moderate with cold spells and frequent warming trends. The summer weather could
      be described as variable, some dry and hot and some cool and wet. The claim
      area
      is able to be worked essentially year round.





We
      intend
      to undertake further exploration work on the Tic Tac Toe claim. We are presently
      in the pre-exploration stage and there is no assurance that mineralized material
      with any commercial value exits on our property. We do not have any ore body
      and
      have not generated any revenues from our operations. Our planned exploration
      work is exploratory in nature. We are the registered and beneficial owner of
      a
      100% interest in the Tic Tac Toe claim located in British Columbia, Canada.





Beneficial
      ownership of the Tic Tac Toe claim confers the rights to the minerals on the
      Tic
      Tac Toe claim except for placer minerals or coal. We do not own the land itself
      since it is held in the name of the “Crown”, i.e. the Province of British
      Columbia. We do not have the right to harvest any timber on the Tic Tac Toe
      claim.




The
      claim
      name, tenure number, expiry date, map sheet reference number and recorded owner
      of the Tic Tac Toe claim is as follows:





**Claim
                Name**
            **Tenure
                Record**
              **Number**
            **Expiry
                Date**
            **Owner**Tic-Tac-Toe
            523371
            Dec/02/2007
            Mortlock
                Explorations Ltd.





The
      Tic
      Tac Toe claim cover an area of approximately 240 hectares (approximately 593
      acres).


To
      keep
      the property in good standing, such that they do not expire on the date
      indicated in the preceding table, we must undertake exploration work on the
      Tic
      Tac Toe claim before the expiry date, or pay cash of approximately $857 ($960
      CDN) in lieu of doing exploration work, to the Province of British Columbia.
      This is an annual obligation. Failure to do either, each year, will result
      in
      the Tic Tac Toe claim reverting to the Province of British Columbia.




Additional
      information regarding the Tic Tac Toe claim can be found at the British Columbia
      government website located at http://www.mtonline.gov.bc.ca/ .




**Property
      Geology**





The
      property is underlain by a belt of volcanic and sedimentary rocks. To the west
      of the claim is an intrusion of a granodorite mass.





The
      predominant rock type on the property is a massive, typically structureless
      sequence of volcanic breccia. Interfingered in the breccia are thin andesite
      flows indicating past volcanic activity. Bleached pyritic alteration zones
      are
      associated with narrow quartz veins, some of which are anomalous in gold. The
      volcanic breccia is of interest and relevance to us as it is believed to be
      of a
      rock type that is similar to the nearby ‘Enterprise gold-silver vein system’,
      which system has recorded small scale, sporadic production from 1916 to 1944
      and
      is located on a adjacent property approximately 1.25 miles to the east of our
      property.






-12-




A
      sequence of unkown thickness of interbedded sandstone and shale underlies the
      eastern-most part of the property. A mass of ultramafic rock (another type
      of
      volcanic rock) occurs in the central portion of the property. Portions of the
      ultramafic rock have been altered on a zone which is at least 3,200 feet long
      and 650 feet wide. This alteration zone, described as ‘carbonatized zone’ is
      known to contain silver-gold mineralization.





**Previous
      Exploration**





The
      area
      covered by the property was originally prospected, with pits, trenches and
      shafts, during the late 1800’s.





In
      1979 a
      VLF-EM survey was conducted over a portion of the claim. It picked up evidence
      of a sulphide vein(s) at the edge of the carbonatized zone. Also in 1979 a
      soil
      geochemical survey outlined sporadic showings of gold and copper in association
      with the known carbonatized zone.





A
      Pulse
      EM survey was conducted in 1983 over a larger portion of the claim area and
      detected the potential for the property to host rock types which could contain
      gold and/or silver mineralization.





As
      well
      nine core drill holes (aggregating almost 3,000 feet) were drilled on the claim
      area in 1983. Although the drill results were uniformly disappointing it is
      believed that the drilling did not extend to a depth sufficient to intersect
      the
      host rock types sought.





Previous
      work indicates that the Tic Tac Toe claim covers an epithermal alteration zone
      similar geologically to the Enterprise vein system, a system located
      approximately 1.25 miles to the east of our property. This system produced
      a
      modest 77,600 tons of ore, intermittently, between 1916 and 1944.





Despite
      the inconclusive results obtained from previous work on the claim area, we
      have
      concluded that further exploration of the Tic Tac Toe claim is warranted




**Proposed
      Exploration Work - Plan of Operation**




Mr.
      Glen
      C. Macdonald, P. Geol., authored the "Geological Summary Report on the Tic
      Tac
      Toe Project” dated March, 2006 (the “Macdonald Report”), in which he recommended
      a phased exploration program to properly evaluate the potential of the claim.
      Mr. Macdonald is a registered Professional Geologist in good standing in the
      Association of Professional Engineers and




Geoscientists
      of British Columbia and the Association of Professional Engineers of Alberta.
      He
      is a graduate of the University of British Columbia, Vancouver, B.C. with a
      Bachelor of Economics (1971) and Geology (1973). Mr. Macdonald has practiced
      his
      profession as a geologist continuously since 1973. He visited the area covered
      by our claim in 2004 and has worked on other mineral exploration projects in
      the
      immediate vicinity of our claim.




We
      must
      conduct exploration to determine what minerals exist on our property and whether
      they can be economically extracted and profitably processed. We plan to proceed
      with exploration of the Tic Tac Toe claim by completing Phase II of the work
      recommended in the Macdonald Report, in order to begin determining the potential
      for discovering commercially exploitable deposits of gold and /or silver on
      our
      claim.




We
      have
      not discovered any ores or reserves on the Tic Tac Toe claim, our sole mineral
      property.




The
      Macdonald Report concludes that the Tic Tac Toe property covers a structurally
      controlled epithermal alteration zone adjoining a the geologically similar
      Enterprise vein system. Mr. Macdonald recommends that further exploration work
      on the claim be directed to testing the potential for (i) epithermal
      mineralization at depth, and (ii) bulk mineable gold/silver occurrences near
      surface in the carbonatized zone.






-13-





The
      Macdonald Report recommends a two-phase exploration program to properly evaluate
      the potential of the claim. Phase I work will consist of geological mapping,
      sampling and surveying (including whole rock chemical analysis) to determine
      the
      depositional depth represented by the current erosional surface and compare
      this
      environment to the nearby Enterprise vein sytem’s depositonal level. The
      objective is to estimate at what depth gold mineralization, should it exist,
      might be expected to occur on the Tic Tac Toe claim.




It
      is
      probable that any mineralized zone on the Tic Tac Toe claim is at a considerably
      deeper level than the known Enterprise vein system due to known faulting on
      the
      claim in in the immediate area.




Mortlock
      spend during the last fiscal year $10,000 to complete Phase 1 as outlined in
      the
      Macdonald Report.




The
      recommended Phase II work is estimated to cost a further $15,000. At this point
      we do not have funds available to complete Phase II. We will have to raise
      additional capital in order to carry out Phase II. Particularly since we have a limited operating history, no reserves and no
      revenue, our ability to raise additional funds might be limited. If we are
      unable to raise the necessary funds, we would be required to suspend our
      operations and liquidate our company. See, particularly, ‘Risk Factors’- see
      below.




There
      are
      no permanent facilities, plants, buildings or equipment on the Tic Tac Toe
      claim.




Mortlock’s
      Main Product





Our
      primary product will be the sale of minerals, both precious and commercial.
      No
      minerals have been found to exist on the Tic-Tac-Toe claim and therefore the
      possibilities of obtaining a cash flow from the sale of minerals in the future
      might be remote.





Mortlock’s
      Exploration Facilities





We
      will
      be exploring and developing, if warranted, the Tic-Tac-Toe claim and does not
      plan to build any mill or smelter. During the exploration period, we can use
      tent facilities, during the summer months, to house its geological workers
      or we
      can obtain hotel accommodation in either the towns of Meritt or Kamloops,
      British Columbia.





Investment
      Policies





Mortlock
      does not have an investment policy at this time. Any excess funds it has on
      hand
      will be deposited in interest bearing notes such as term deposits or short
      term
      money instruments. There are no restrictions on what the director is able to
      invest or additional funds held by Mortlock. Presently Mortlock does not have
      any excess funds to invest.





**RISK
      FACTORS**





This
      Form
      10-QSB also contains forward-looking statements that involve risks and
      uncertainties. If any of the events or circumstances described in the following
      risks actually occurs, our business, financial condition, or results of
      operations could be materially adversely affected and the price of our common
      stock could decline.




***Our
      auditors have issued a going concern opinion and although our officers and
      directors have agreed to loan money to us, we may not be able to achieve our
      objectives since we do not have adequate capital and may have to suspend or
      cease exploration activity*** *.*




Our
      auditors have issued a going concern opinion. This means that there is doubt
      that we can continue as an ongoing business for the next twelve months. Despite
      the fact our officers and directors are willing to commit to loan or advance
      capital to us of approximately $25,000, their resources are limited. With their
      assistance, absent any other source of capital, we could manage to finance
      less
      than 12 months of our present operating expenses. If we do not raise additional
      capital through the issuance of treasury shares, we believe we will be unable
      to
      conduct exploration activity under Phase II of the program recommended for
      the
      Tic Tac Toe claim. In the event we are unable to raise additional capital we
      may
      have to cease operations.






-14-






***We
      lack an operating history and have losses which we expect to continue into
      the
      future. As a result, we may have to suspend or cease exploration activity or
      cease operations.***




While
      we
      were incorporated in 2005, we have not yet conducted any exploration activities.
      We have not generated any revenues. We have no exploration history upon which
      you can evaluate the likelihood of our future success or failure. Our net loss
      from inception to September 30, 2007, the date of our most recent audited
      financial statements is $116,197. Our ability to achieve profitability and
      positive cash flow in the future is dependent upon




*
            our
                ability to locate a profitable mineral property*
            our
                ability to locate an economic ore reserve*
            our
                ability to generate revenues*
            our
                ability to reduce exploration
                costs.




Based
      upon current plans, we expect to incur operating losses in future periods.
      This
      will happen because there are expenses associated with the research and
      exploration of our mineral property. We cannot guarantee we will be successful
      in generating revenues in the future. Failure to generate revenues may cause
      us
      to go out of business.




***We
      have no known ore reserves and we cannot guarantee we will find any gold and/or
      silver mineralization or, if we find gold and/or silver mineralization, that
      it
      may be economically extracted. If we fail to find any gold and/or silver
      mineralization or if we are unable to find gold and/or silver mineralization
      that may be economically extracted, we will have to cease operations.***




We
      have
      no known ore reserves. Even if we find gold and/or silver ****** mineralization ****** we
      cannot
      guarantee that any gold and/or silver mineralization ****** will
      be
      of sufficient quantity so as to warrant recovery. Additionally, even if we
      find
      gold and/or silver mineralization ****** in
      sufficient quantity to warrant recovery, we cannot guarantee that the ore will
      be recoverable. Finally, even if any gold and/or silver ****** mineralization ****** is
      recoverable, we cannot guarantee that this can be done at a profit. Failure
      to
      locate gold deposits in economically recoverable quantities will cause us to
      cease operations.




***Because
      the probability of an individual prospect ever having reserves is extremely
      remote, in all probability our property does not contain any reserves, and
      any
      funds spent on exploration will be lost.***




Because
      the probability of an individual prospect ever having reserves is extremely
      remote, in all probability our sole property, the Tic Tac Toe claim, does not
      contain any reserves, and any funds spent on exploration will be lost. If we
      cannot raise further funds as a result, we may have to suspend or cease
      operations entirely which would result in the loss of your
      investment.




***Because
      our officers and directors do not have technical training or experience in
      starting, and operating an exploration company nor in managing a public company,
      we will have to hire qualified personnel to fulfill these functions. If we
      lack
      funds to retain such personnel, or cannot locate qualified personnel, we may
      have to suspend or cease exploration activity or cease operations which will
      result in the loss of your investment.***




One
      of
      our officers and directors is a professional engineer and geologist and has
      considerable experience exploring for minerals. However, none of our management
      team has experience starting and operating a mineral exploration company, nor
      do
      they have training in these areas. As a result their decisions and choices
      may
      not take into account standard managerial approaches mineral exploration
      companies commonly use. Consequently our ultimate financial success could suffer
      irreparable harm due to certain of management's lack of experience.
      Additionally, our officers and directors have no direct training or experience
      in managing and fulfilling the regulatory reporting obligations of a ‘public
      company’ like Mortlock. We will have to hire professionals to undertake these
      filing requirements for Mortlock and this will increase the overall cost of
      operations. As a result we may have to suspend or cease exploration activity,
      or
      cease operations altogether, which will result in the loss of your
      investment.






-15-




***If
      we don't raise enough capital for exploration, we will have to delay exploration
      or go out of business, which will result in the loss of your investment.***




We
      estimate that, with funding committed by our management combined with our cash
      on hand, we still do not have sufficient cash to continue operations for twelve
      months. We are in the pre-exploration stage. We need to raise additional capital
      to undertake Phase II of our planned exploration activity. You may be investing
      in a company that will not have the funds necessary to conduct any meaningful
      exploration activity due to our inability to raise additional capital. If that
      occurs we will have to delay exploration or cease our exploration activity
      and
      go out of business which will result in the loss of your investment.




***Since
      we are small and do not have much capital, we must limit our exploration and
      as
      a result may not find an ore body*** **.**  ***Without
      an ore body, we cannot generate revenues and you will lose your investment.***




The
      possibility of development of and production from our exploration property
      depends upon the results of exploration programs and/or feasibility studies
      and
      the recommendations of duly qualified professional engineers and geologists.
      We
      are small company and do not have much capital. We must limit our exploration
      activity unless and until we raise additional capital. Any decision to expand
      our operations on our exploration property will involve the consideration and
      evaluation of several significant factors beyond our control. These factors
      include, but are not limited to:




●
            
            Market
                price for the minerals to be produced;●
            
            Cost
                of bringing the property into production including exploration preparation
                of production feasibility studies and construction of production
                facilities;●
            
            Political
                climate and/or governmental regulations and controls;●
            
            Ongoing
                costs of production;●
            
            Availability
                and cost of financing; and●
            
            Environmental
                compliance regulations and
                restraints.




These
      types of programs require substantial capital. Because we may have to limit
      our
      exploration, we may not find an ore body, even though our property may contain
      mineralized material. Without an ore body, we cannot generate revenues and
      you
      will lose your investment.




***Because
      our officers and directors have other outside business activities and may not
      be
      in a position to devote a majority of their time to our exploration activity,
      our exploration activity may be sporadic which may result in periodic
      interruptions or suspensions of exploration*** .




Our
      President will be devoting only 15% of his time, approximately 24 hours per
      month, to our business. Our Chief Financial Officer and Secretary-Treasurer
      will
      be devoting only approximately 10% of his time, or 16 hours per month to our
      operations. As a consequence of the limited devotion of time to the affairs
      of
      the Company expected from management, our business may suffer. For example,
      because our officers and directors have other outside business activities and
      may not be in a position to devote a majority of their time to our exploration
      activity, our exploration activity may be sporadic or may be periodically
      interrupted or suspended. Such suspensions or interruptions may cause us to
      cease operations altogether and go out of business.






-16-




***We
      may not have access to all of the supplies and materials we need to begin
      exploration which could cause us to delay or suspend exploration activity.***




We
      have
      made no attempt to locate or negotiate with any suppliers of products, equipment
      or materials. We will attempt to locate products, equipment and materials as
      and
      when we begin to undertake exploration activity under Phase II. Competition
      and
      unforeseen limited sources of supplies in the industry could result in
      occasional spot shortages of equipment and/or supplies we need to conduct our
      planned exploration work. If we cannot find the products and equipment we need,
      we will have to suspend our exploration plans until we do find the products
      and
      equipment we need.




***We
      may be unable to meet property maintenance requirements or acquire necessary
      mining licenses and thereby lose our interest in the Tic Tac Toe claim.***




In
      order
      to maintain ownership of in the Tic Tac Toe claim we must make an annual
      payment, or expend certain minimum amounts on the exploration of the mineral
      claim, in the amount of at least $857 ($960 Cdn.) by December 2 in each year,
      including 2007. Our failure to make such payment or expenditures within the
      time
      required will result in the loss of our interest in the Tic Tac Toe mineral
      claim. Even if we do make the annual payment in lieu of doing work because
      we
      are notable to obtain the necessary licenses to conduct mining operations on
      the
      property in a timely fashion, we would realize no benefit from our expenditure
      to maintain title to the property.




***No
      matter how much money is spent on the Tic Tac Toe claim, the risk is that we
      might never identify a commercially viable ore reserve.***





Over
      the
      coming years, we might expend considerable capital on exploration of the Tic
      Tac
      Toe claim without finding anything of value. It is very likely the Tic Tac
      Toe
      claim does not contain any reserves so any funds spent on exploration will
      probably be lost. No matter how much money is spent on the Tic Tac Toe claim,
      we
      might never be able to find a commercially viable ore reserve.




***Even
      if our property were found to contain a deposit, since we have not put a mineral
      deposit into production before, we will have to acquire outside expertise.
      If we
      are unable to acquire such expertise we may be unable to put our property into
      production and you may lose your investment.***




We
      have
      no experience in placing mineral deposit properties into production, and our
      ability to do so will be dependent upon using the services of appropriately
      experienced personnel or entering into agreements with other major resource
      companies that can provide such expertise. There can be no assurance that we
      will have available to us the necessary expertise when and if we place a mineral
      deposit into production. ******




***Mineral
      exploration and development activities are inherently risky and we may be
      exposed to environmental liabilities. If such an event were to occur it may
      result in a loss of your investment.***




The
      business of mineral exploration and extraction involves a high degree of risk.
      Few properties that are explored are ultimately developed into production.
      Most
      exploration projects do not result in the discovery of commercially mineable
      deposits of ore.  The Tic Tac Toe claim, our sole property, does not
      have a known body of commercial ore. Should our mineral claim be found to have
      commercial quantities of ore, we would be subject to additional risks respecting
      any development and production activities. Unusual or unexpected formations,
      formation pressures, fires, power outages, labour disruptions, flooding,
      explosions, cave-ins, landslides and the inability to obtain suitable or
      adequate machinery, equipment or labour are other risks involved in extraction
      operations and the conduct of exploration programs. We do not carry liability
      insurance with respect to our mineral exploration operations and we may become
      subject to liability for damage to life and property, environmental damage,
      cave-ins or hazards. There are also physical risks to the exploration personnel
      working in the rugged terrain of British Columbia, often in poor climatic
      conditions. Previous mining exploration activities may have caused environmental
      damage to the Tic Tac Toe claim. It may be difficult or impossible to assess
      the
      extent to which such damage was caused by us or by the activities of previous
      operators, in which case, any indemnities and exemptions from liability may
      be
      ineffective.






-17-




***Even
      with positive results during exploration, the Tic Tac Toe claim might never
      be
      put into commercial production due to inadequate tonnage, low metal prices
      or
      high extraction costs.***





We
      might
      be successful, during future exploration programs, in identifying a source
      of
      minerals of good grade but not in the quantity, the tonnage, required to make
      commercial production feasible. If the cost of extracting any minerals that
      might be found on the Tic Tac Toe claim is in excess of the selling price of
      such minerals, we would not be able to develop the claim. Accordingly even
      if
      ore reserves were found on the Tic Tac Toe claim, without sufficient tonnage
      we
      would still not be able to economically extract the minerals from the claim
      in
      which case we would have to abandon the Tic Tac Toe claim and seek another
      mineral property to develop, or cease operations altogether.




**Risks
      Associated with Ownership of our Shares:**




***Our
      officers and directors own a substantial amount of our common stock and will
      have substantial influence over our operations.***




Our
      directors and officers currently own 64,000,000 shares of common stock
      representing 83.4% of our outstanding shares. By having such a large percentage
      of the shares issued and having a controlling percentage, it is unlikely any
      shareholder or group of shareholders could replace the existing directors.
      As a
      result, they will have substantial influence over our operations and can effect
      certain corporate transaction without further shareholder approval. This
      concentration of ownership may also have the effect of delaying or preventing
      a
      change in control.





***We
      anticipate the need to sell additional treasury share in the future meaning
      that
      there will be a dilution to our existing shareholders resulting in their
      percentage ownership in the Company being reduced
      accordingly.***





We
      may
      seek additional funds is through the sale of our common stock. This will result
      in a dilution effect to our shareholders whereby their percentage ownership
      interest in the Company is reduced. The magnitude of this dilution effect will
      be determined by the number of shares we will have to issue in the future to
      obtain the funds required.




***Since
      our securities are subject to penny stock rules, you may have difficulty
      reselling your shares*** **.**




Our
      shares are "penny stocks" and are covered by Section 15(g) of the Securities
      Exchange Act of 1934 which imposes additional sales practice requirements on
      broker/dealers who sell the Company's securities including the delivery of
      a
      standardized disclosure document; disclosure and confirmation of quotation
      prices; disclosure of compensation the broker/dealer receives; and, furnishing
      monthly account statements. For sales of our securities, the broker/dealer
      must
      make a special suitability determination and receive from its customer a written
      agreement prior to making a sale. The imposition of the foregoing additional
      sales practices could adversely affect a shareholder's ability to dispose of
      his
      stock.






-18-





**Forward
      Looking Statements**





In
      addition to the other information contained in this Form 10-QSB, it contains
      forward-looking statements which involve risk and uncertainties. When used
      in
      this prospectus, the words “may”, “will”, “expect”, “anticipate”, “continue”,
“estimate”, “project”, “intend”, “believe” and similar expressions are intended
      to identify forward-looking statements regarding events, conditions and
      financial trends that may affect our future plan of operations, business
      strategy, operating results and financial position. Readers are cautioned that
      any forward-looking statements are not guarantees of future performance and
      are
      subject to risks and uncertainties and that actual results could differ
      materially from the results expressed in or implied by these forward-looking
      statements as a result of various factors, many of which are beyond our control.
      Any reader should review in detail this entire Form 10-QSB including financial
      statements, attachments and risk factors before considering an
      investment.





**ITEM
      3.**  **CONTROLS
      AND PROCEDURES**





(a)  Evaluation
      of Disclosure Controls and Procedures





Our
      Chief
      Executive Officer and our Chief Financial Officer, after evaluating the
      effectiveness of Mortlock’s controls and procedures (as defined in the
      Securities Exchange Act of 1934 Rule 13a, 14(c) and 15d 14(c) as of the end
      of
      the period of the filing of this quarterly report on Form 10-QSB (the





“Evaluation
      Date”), have concluded that as of the Evaluation Date, Mortlock’s disclosure and
      procedures were adequate and effective to ensure that material information
      relating to it would be made known to it by others, particularly during the
      period in which this quarterly report on Form 10-QSB was being
      prepared.





(b)  Changes
      in Internal Controls





There
      were no material changes in Mortlock’s internal controls or in other factors
      that could materially affect Mortlock’s disclosure controls and procedures
      subsequent to the Evaluation Date, nor any significant deficiencies or material
      weaknesses in such disclosure controls and procedures requiring corrective
      actions.








**PART
      11 - OTHER INFORMATION**




**ITEM
      1.**  **LEGAL
      PROCEEDINGS**





There
      are
      no legal proceedings to which Mortlock is a party or to which the Tic Tac Toe
      claims are subject, nor to the best of management’s knowledge are any material
      legal proceedings contemplated.




**ITEM
      2.**  **UNREGISTERED
      SALES OF EQUITY SECURITIES AND USE OF PROCEEDS**





There
      has
      been no change in our securities during the quarter ended September 30,
      2007.




**ITEM
      3.**  **DEFAULTS
      UPON SENIOR SECURITIES**





None






-19-






**ITEM
      4.**  **SUBMISSION
      OF MATTERS TO A VOTE OF SECURITY HOLDERS**





There
      has
      been no matters brought forth to the securities holders to vote upon during
      this
      quarter.




**ITEM
      5.**  **OTHER
      INFORMATION**





None




**ITEM
      6.**  **EXHIBITS
      AND REPORTS ON FORM 8-K**





(a)
      (3) **Exhibits**





The
      following exhibits are included as part of this report by
      reference:





3
            
            Corporate
                Charter (incorporated by reference from Mortlock’s Registration Statement
                on Form SB-2 filed on June 9, 2006, Registration No.
                333-134883)3
                (i)Articles
                of Incorporation (incorporated by reference from Mortlock’sRegistration
                Statement on Form SB-2 filed on June 9, 2006, RegistrationNo.333-134883)3
                (ii)By-laws
                (incorporated by reference from Mortlock’s Registration Statementon
                Form SB-2 filed on June 9, 2006, Registration No.
                333-134883)4
            
            Stock
                Specimen (incorporated by reference from Mortlock’s Registration Statement
                on Form SB-2 filed on June 9, 2006, Registration No.
                333-134883)10.1
            
            Transfer
                Agent and Registrar Agreement (incorporated by reference from Mortlock’s
                Registration Statement on Form SB-2 filed on June 9, 2006 Registration
                No.
                333-134883)








-20-







**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.





**MORTLOCK
                VENTURES INC.**(Registrant)Date: 
                November 13, 2007
            MICHAEL
                LAIDLAWChief
                Executive Officer, President and DirectorDate: 
                Novmeber 13, 2007
            WILLIAM
                TIMMINSChief
                Financial Officer, Chief Accounting
              Officer,
                Secretary and Director











-21-