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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, DC 20549

FORM 10-QSB

|[X]  | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 
|---- | ----------------------------------------------------------------------------------------
|     | FOR THE QUARTERLY PERIOD ENDED FEBRUARY 28, 2007                                        
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|     | OR                                                                                      
|     |                                                                                         
|[  ] | Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
|     | For the transition period from to                                                       

Commission file number 000-52511ATWOOD MINERALS AND MINING CORP.(Exact name of registrant as specified in its charter)Nevada
     98-0471652(State or other jurisdiction of incorporation or organization)
     (IRS Employer Identification No.)


1030 Denman St. Suite 125AVancouver, British ColumbiaCanada V6G 2M6(Address of principal executive offices, including zip code.)(604) 818-2617(Registrant's telephone number, including area code)

The Company is a Shell company: Yes [X] No [  ]Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorterperiod that the Registrant was required to file such reports), and (2) has been subject to such filingrequirements for the past 90 days. Yes [X] No [   ]As of April 11, 2007, the Company had 6,100,000 shares of common stock outstanding.

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PART I

ITEM 1.FINANCIAL STATEMENTS

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|Atwood Minerals and Mining Corp.  |      
|--------------------------------- | -----
|(An Exploration Stage Company)    |      
|                                  |      
|February 28, 2007                 |      
|                                  |      
|                                  | Index
|                                  |      
|Balance Sheets                    | F-1  
|                                  |      
|Statements of Operations          | F-2  
|                                  |      
|Statements of Cash Flows          | F-3  
|                                  |      
|Notes to the Financial Statements | F-4  



















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Atwood Minerals and Mining Corp.(An Exploration Stage Company)Balance Sheets(Expressed in US dollars)(unaudited)February 28,
     
     November 30,2007
     
     2006$
     
     $ASSETSCurrent AssetsCash
     4,137
     
     1,260Prepaid expense
     84
     
     84Total Assets
     4,221
     
     1,344LIABILITIES AND STOCKHOLDERS DEFICITCurrent LiabilitiesAccounts Payable
     2,480
     
     2,100Accrued liabilities (Note 3)
     6,901
     
     2,027Due to a related party (Note 4(b))
     18,884
     
     13,884Total Liabilities
     28,265
     
     18,011Contingencies and Commitments (Notes 1 and 5)Stockholders DeficitCommon Shares, 75,000,000 shares authorized, $0.001 par value6,100,000 shares issued and outstanding
     6,100
     
     6,100Additional Paid-In Capital
     17,000
     
     17,000Donated Capital (Note 4(a))
     15,750
     
     13,500Deficit Accumulated During the Exploration Stage
     (62,894
     )
     (53,267
     )Total Stockholders Deficit
     (24,044
     )
     (16,667
     )Total Liabilities and Stockholders Deficit
     4,221
     
     1,344








(The accompanying notes are an integral part of these financial statements)F-1-3-

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Atwood Minerals and Mining Corp.(An Exploration Stage Company)Statements of Operations(Expressed in US dollars)(unaudited)Accumulated from
     
     For the
     
     For theMay 12, 2005
     
     Three Months
     
     Three Months(Date of Inception)
     
     Ended
     
     EndedTo February 28,
     
     February 28,
     
     February 28,2007
     
     2007
     
     2006$
     
     $
     
     $Revenue
     
     
     
     
     ExpensesDonated rent (Note 4(a))
     5,250
     
     750
     
     750Donated services (Note 4(a))
     10,500
     
     1,500
     
     1,500General and administrative
     367
     
     23
     
     45Impairment loss on mineral property
     5,000
     
     
     
     Professional fees
     41,777
     
     7,354
     
     200Total Expenses
     62,894
     
     9,627
     
     2,495Net Loss
     (62,894
     )
     (9,627
     )
     (2,495
     )Net Loss Per Share  Basic and Diluted
     
     
     
     
     Weighted Average Shares Outstanding
     
     
     6,100,000
     
     6,100,000














(The accompanying notes are an integral part of these financial statements)F-2-4-

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Atwood Minerals and Mining Corp.(An Exploration Stage Company)Statements of Cash Flows(Expressed in US dollars)(unaudited)For the
     
     For theThree Months
     
     Three MonthsEnded
     
     EndedFebruary 28,
     
     February 28,2007
     
     2006$
     
     $Operating ActivitiesNet loss
     (9,627
     )
     (2,495
     )Adjustments to reconcile net loss to net cashused in operating activities:Donated services and expenses
     2,250
     
     2,250Change in operating assets and liabilities:Accounts payable and accrued liabilities
     5,254
     
     (4,250
     )Net Cash Used in Operating Activities
     (2,123
     )
     (4,495
     )Financing ActivitiesAdvances from a related party
     5,000
     
     Net Cash Flows Provided by Financing
     
     
     Activities
     5,000Increase (Decrease) in Cash
     2,877
     
     (4,495
     )Cash - Beginning of Period
     1,260
     
     18,060Cash - End of Period
     4,137
     
     13,565Supplemental DisclosuresInterest paid
     
     
     Income taxes paid
     
     
     






(The accompanying notes are an integral part of these financial statements)F-3-5-

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Atwood Minerals and Mining Corp.(An Exploration Stage Company)Notes to the Financial StatementsFebruary 28, 2007(unaudited)

|1. | Exploration Stage Company                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
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|   | Atwood Minerals and Mining Corp. (the Company) was incorporated in the State of Nevada on May 12, 2005. The Company is an Exploration Stage Company, as defined by Statement of Financial Accounting Standard (SFAS) No.7 Accounting and Reporting for Development Stage Enterprises. The Companys principal business is the acquisition and exploration of mineral resources. The Company has not presently determined whether its properties contain mineral reserves that are economically recoverable.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
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|   | These financial statements have been prepared on a going concern basis, which implies the Company will continue to realize its assets and discharge its liabilities in the normal course of business. The Company has never generatedrevenues 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 the Company as a going concern is dependent upon the continued financial support from its shareholders, the ability of the Company to obtain necessary equity financing to continue operations, confirmation of the Companys interests in the underlying properties, and the attainment of profitable operations. As at February 28, 2007, the Company has a working capital deficit of $24,044, and has accumulated losses of $62,894 since inception. These factors raise substantial doubt regarding the Companys ability to continue as a going concern. These financial statements do not include any adjustments to the recoverability and classification of recorded asset amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.
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|2. | Summary of Significant Accounting Policies                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
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F-4

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Atwood Minerals and Mining Corp.(An Exploration Stage Company)Notes to the Financial StatementsFebruary 28, 2007(unaudited)

|2. | Summary of Significant Accounting Policies (continued)
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F-5

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Atwood Minerals and Mining Corp.(An Exploration Stage Company)Notes to the Financial StatementsFebruary 28, 2007(unaudited)

|2. | Summary of Significant Accounting Policies (continued)
|-- | ------------------------------------------------------
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F-6

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Atwood Minerals and Mining Corp.(An Exploration Stage Company)Notes to the Financial StatementsFebruary 28, 2007(unaudited)

|2. | Summary of Significant Accounting Policies (continued)                                                  
|-- | --------------------------------------------------------------------------------------------------------
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|3. | Accrued Liabilities                                                                                     
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|   | Accrued liabilities consists of professional fees for the amount of $6,901 (November 30, 2006 - $2,027).
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|4. | Related Party Transactions                                                                              
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F-7

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Atwood Minerals and Mining Corp.(An Exploration Stage Company)Notes to the Financial StatementsFebruary 28, 2007(unaudited)

|5. | Mineral Properties                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|-- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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|   | The Company owns a 100% interest in the STEP mineral claim located in the Nicola Mining Division, British Columbia, Canada in consideration for $5,000. The claim is registered in the name of the vendor, who has executed a trust agreement to hold the claim in trust on behalf of the Company. There are situations that could prevent the Company from obtaining clear title to the mineral claims such as the bankruptcy or death of the vendor. The cost of the mineral property claim of $5,000 was initially capitalized. At November 30, 2005, the Company recognized an impairment loss of $5,000 as it had not been determined whether there were proven or probable reserves on the property.
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F-8

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

This section of the this report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking states are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or out predictions.

We are a start-up, exploration stage corporation and have not yet generated or realized any revenues from our business activities.

Our auditors have issued a going concern opinion. This means that there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not generated any revenues and no revenues are anticipated until we begin removing and selling minerals. Accordingly, we must raise cash from sources other than the sale of minerals found on the property. Our only other source for cash at this time is investment by others in our private placement. The cash we raised will allow us to stay in business for at least one year. Our success or failure will be determined by the results of our exploration.

To meet our need for cash we raised money from a private placement. If we find mineralized material and it is economically feasible to remove the mineralized material, we will attempt to raise additional money through a subsequent private placement, public offering or through loans. If we do not have enough money to complete our exploration of the property, we will have to find alternative sources, like a public offering, a second private placement of securities, or loans from our sole officer or other, Walter Brenner.

Mr. Brenner is unwilling to make any commitment to loan us any money at this time. At the present time, we have not made any arrangements to raise additional cash. If we need additional cash and can't raise it, we will either have to suspend activities until we do raise the cash, or cease activities entirely. Other than as described in this paragraph, we have no other financing plans.

We do not own any interest in any property, but merely have the right to conduct exploration activities on one property. Even if we complete our current exploration program and it is successful in identifying a mineral deposit, we will have to spend substantial funds on further drilling and engineering studies before we will know if we have a commercially viable mineral deposit.

We will be conducting research in the form of exploration of the property. Our exploration program is explained in as much detail as possible in the business section of this report. We are not going to buy or sell any plant or significant equipment during the next twelve months. We will not buy any equipment until we have located a reserve and we have determined it is economical to extract the minerals from the land.

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We do not intend to interest other companies in the property if we find mineralized materials. We intend to try to develop the reserves ourselves.

If we are unable to complete any phase of exploration because we dont have enough money, we will cease activities until we raise more money. If we cant or dont raise more money, we will cease activities. If we cease activities, we dont know what we will do and we dont have any plans to do anything.

We do not intend to hire additional employees at this time. All of the work on the property will be conducted by unaffiliated independent contractors that we will hire. The independent contractors will be responsible for surveying, geology, engineering, exploration, and excavation. The geologists will evaluate the information derived from the exploration and excavation and the engineers will advise us on the economic feasibility of removing the mineralized material.

Milestones

The following are our milestones:

| | 1. | March 2007 - June 2007, we intend to conduct a detailed field examination of potential exploration sites including localized geophysical surveys and localized magnetometer and soil surveys over the prime indicated anomalous zones. We anticipate this phase will cost approximately $20,000.                                                                                                                                                                      
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |   
| | 2. | July 2007 - August 2007, we intend to begin core drilling. Core drilling will cost $20.00 per foot. We intend to drill 36 holes to a depth of 100 feet for a total cost of $72,000. Core drilling will be subcontracted to non-affiliated third parties. No power source is need for core drilling. The drilling rig operates on diesel fuel. All electric power need, for light and heating while on the property will be generated from gasoline powered generators.
| |   
| | 3. | August 2007 - October 2007, we intend to have an independent third party analyze the samples from the core drilling to determine if mineralized material is below the ground.If mineralized material is found, define the body. We estimate that it will cost $3,000 to analyze the core samples.                                                                                                                                                                     
|

All funds for the foregoing activities were obtained from our private placement or will be obtained from a future private placement, a public offering or a loan from Mr. Brenner.

Limited Operating History; Need for Additional Capital

There is limited historical financial information about us upon which to base an evaluation of our performance. We are an exploration stage corporation and have not generated any revenues from activities. We cannot guarantee we will be successful in our business activities. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources, possible delays in the exploration of our properties, and possible cost overruns due to price and cost increases in services.

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To become profitable and competitive, we must conduct research and exploration of the properties. We are seeking equity financing to provide for the capital required to implement our research and exploration phases.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our activities. Equity financing could result in additional dilution to existing shareholders.

Results of Activities

From Inception on May 12, 2005 to February 28, 2007

We acquired the right to explore one property containing one claim. We do not own any interest in any property, but merely have the right to conduct exploration activities on one property. The property has been staked and we have initiated exploration activities.

Since inception, we have used loans from Mr. Brenner, our president, to stake the property, to incorporate us, and for legal and accounting expenses. Net cash provided by him since inception on May 12, 2005 to February 28, 2007 was $18,884. The loans are not evidenced by any written instrument and are to be repaid at our discretion. The loans are without interest.

Liquidity and Capital Resources

****As of the date of this report, we have yet to generate any revenues from our business activities.

We issued 3,000,000 shares of our common stock to Mr. Walter Brenner on September 1, 2005 pursuant to Reg. S of the Securities Act of 1933. Mr. Brenner is our president, chief executive officer, treasurer, principal financial officer and a director. Mr. Brenner acquired these shares at a price of $0.001 per share for total proceeds to us of $3,000.00.

We completed a private placement of 2,100,000 restricted shares of our common stock at a price of $0.001 per share to the five purchasers on September 1, 2005 pursuant to Reg. S of the Securities Act of 1933. The total amount received from the private placement was $2,100.

We completed a private placement of 800,000 restricted shares of our common stock at a price of $0.01 per share to eight purchasers on November 1, 2005 pursuant to Reg. S of the Securities Act of 1933. The total amount received from the private placement was $8,000.

We completed a private placement of 200,000 restricted shares of our common stock at a price of $0.05 per share to ten purchasers on November 30, 2005 pursuant to Reg. S of the Securities Act of 1933. The total amount received from this offering was $10,000.

As of February 28, 2007, our total assets were $4,221 and our total liabilities were $28,265.

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Recent accounting pronouncements

In February 2007, the Financial Accounting Standards Board (FASB) issued SFAS No. 159, The Fair Value Option for Financial Assets and Financial Liabilities  Including an Amendment of FASB Statement No. 115. This statement permits entities to choose to measure many financial instruments and certain other items at fair value. Most of the provisions of SFAS No. 159 apply only to entities that elect the fair value option. However, the amendment to SFAS No. 115 Accounting for Certain Investments in Debt and Equity Securities applies to all entities with available-for-sale and trading securities. SFAS No. 159 is effective as of the beginning of an entitys first fiscal year that begins after November 15, 2007. Early adoption is permitted as of the beginning of a fiscal year that begins on or before November 15, 2007, provided the entity also elects to apply the provision of SFAS No. 157, Fair Value Measurements.The adoption of this statement is not expected to have a material effect on the Company's financial statements.

In September 2006, the SEC issued Staff Accounting Bulletin (SAB) No. 108, Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements. SAB No. 108 addresses how the effects of prior year uncorrected misstatements should be considered when quantifying misstatements in current year financial statements. SAB No. 108 requires companies to quantify misstatements using a balance sheet and income statement approach and to evaluate whether either approach results in quantifying an error that is material in light of relevant quantitative an qualitative factors. SAB No. 108 is effective for periods ending after November 15, 2006. The adoption of SAB 108 did not have a material effect on is financial position or results of operations

In September 2006, the FASB issued SFAS No. 158, Employers Accounting for Defined Benefit Pension and Other Postretirement Plans  an amendment of FASB Statements No. 87, 88, 106, and 132(R). This statement requires employers to recognize the overfunded or underfunded status of a defined benefit postretirement plan (other than a multiemployer plan) as an asset or liability in its statement of financial position and to recognize changes in that funded status in the year in which the changes occur through comprehensive income of a business entity or changes in unrestricted net assets of a not-for-profit organization. This statement also requires an employer to measure the funded status of a plan as of the date of its year-end statement of financial position, with limited exceptions. The provisions of SFAS No. 158 are effective for employers with publicly traded equity securities as of the end of the fiscal year ending after December 15, 2006. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

In September 2006, the FASB issued SFAS No. 157, Fair Value Measurements. The objective of SFAS No. 157 is to increase consistency and comparability in fair value measurements and to expand disclosures about fair value measurements. SFAS No. 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. SFAS No. 157 applies under other accounting pronouncements that require or permit fair value measurements and does not require any new fair value measurements. The provisions of SFAS No. 157 are effective for fair value measurements made in fiscal years beginning after November 15, 2007. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

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In June 2006, the Financial Accounting Standards Board (FASB) issued FASB Interpretation No. 48,Accounting for Uncertainty in Income Taxes, an interpretation of FASB Statements No. 109. FIN 48 clarifies the accounting for uncertainty in income taxes by prescribing a two-step method of first evaluating whether a tax position has met a more likely than not recognition threshold and second, measuring that tax position to determine the amount of benefit to be recognized in the financial statements. FIN 48 provides guidance on the presentation of such positions within a classified statement of financial position as well as on derecognition, interest and penalties, accounting in interim periods, disclosure, and transition. FIN 48 is effective for fiscal years beginning after December 15, 2006. The adoption of this statement is not expected to have a material effect on the Company's future reported financial position or results of operations.

ITEM 3. CONTROLS AND PROCEDURES.

(a)Evaluation of Disclosure Controls and Procedures:Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon and as of the date of that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports our files and submits under the Exchange Act is recorded, processed, summarized and reported as and when required.

(b)Changes in Internal Control over Financial Reporting:There were no changes in our internal control over financial reporting identified in connection with our evaluation of these controls as of the end of the period covered by this report that could have affected those controls subsequent to the date of the evaluation referred to in the previous paragraph, including any correction action with regard to deficiencies and material weakness.









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PART II.  OTHER INFORMATION

ITEM 6.      EXHIBITS.The following documents are included herein:Exhibit No. Document Description

|31.1 | Certification of Principal Executive Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.
|---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------
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|32.1 | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).            
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SIGNATURES

In accordance with Section 13 or 15(d) of the Securities and Exchange Act, the registrant has duly caused this amended report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 12thday of April, 2007.

ATWOOD MINERALS AND MINING CORP.

BY: WALTER BRENNER Walter BrennerPresident, Principal Executive Officer, PrincipalFinancial Officer, Principal Accounting Officer, 
        Secretary, Treasurer and sole Director





















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