UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

[X] Quarterly Report under Section 13 or 15(d) of the Securities Exchange
    Act of 1934

                  For the quarterly period ended March 31, 2009

[ ] Transition report under Section 13 or 15(d) of the Exchange Act

            For the transition period from __________ to __________

                       Commission File Number: 333-135354


                             DENARII RESOURCES INC.
             (Exact name of Registrant as specified in its charter)

             Nevada                                              98-0491567
  (State or other jurisdiction                                (I.R.S. Employer
of incorporation or organization)                            Identification No.)

           502 E. John Street
       Carson City, Nevada 89706                    Telephone: (352) 361-1659
(Address of principal executive offices)         (Registrant's telephone number,
                                                       including area code)

       Former Name, Address and 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 [ ]

We had a total of 61,500,000  shares of common stock issued and  outstanding  at
May 12, 2009.

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Transitional Small Business Disclosure Format: Yes [ ] No [X]
<PAGE>
                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

The interim financial  statements  included herein are unaudited but reflect, in
management's  opinion,  all  adjustments,  consisting  only of normal  recurring
adjustments,  that  are  necessary  for a fair  presentation  of  our  financial
position and the results of our  operations for the interim  periods  presented.
Because  of the  nature of our  business,  the  results  of  operations  for the
quarterly  period  ended March 31, 2009 are not  necessarily  indicative  of the
results that may be expected for the full fiscal year.


                                       2
<PAGE>
                             DENARII RESOURCES INC.
                         (An Exploration Stage Company)
                                  Balance Sheet
                             (Stated in US Dollars)

<TABLE>
<CAPTION>
                                                                       As of
                                                            March 31,          December 31,
                                                              2009                2008
                                                            ---------           ---------
                                                                                (Audited)
<S>                                                         <C>                 <C>
Assets

Current assets
  Cash                                                      $      --           $      --
                                                            ---------           ---------
Total current assets                                               --                  --

Total Assets                                                $      --           $      --
                                                            ---------           ---------

Liabilities

Current liabilities
  Accounts payable                                          $  26,520           $  22,699
  Accounts payable                                                620                  --
                                                            ---------           ---------
Total current liabilities                                      27,140              22,699

Long Term Liabilities                                              --                  --
                                                            ---------           ---------

Total Liabilities                                              27,140              22,699
                                                            =========           =========

Equity
  100,000,000 Common Shares Authorized, 61,500,000
   Shares Issued at $0.001 Per Share                           61,500              61,500
  Additional paid-in capital                                  223,300             223,300
  Deficit accumulated during exploration stage               (311,940)           (307,499)
                                                            ---------           ---------
Total stockholders equity                                     (27,140)            (22,699)

                                                            ---------           ---------
Total liabilites and stockholders equity                    $      --           $      --
                                                            =========           =========
</TABLE>


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

                                       3
<PAGE>
                             DENARII RESOURCES INC.
                         (An Exploration Stage Company)
                                Income Statement
                             (Stated in US Dollars)

<TABLE>
<CAPTION>
                                                    For the               For the
                                                  three month           three month         From inception
                                                 period ended          period ended       (March 23, 2006) to
                                                   March 31,             March 31,             March 31,
                                                     2009                  2008                  2009
                                                  -----------           -----------           -----------
<S>                                               <C>                   <C>                   <C>
Revenue                                           $        --           $        --           $        --
                                                  -----------           -----------           -----------
Expenses
  Recognition of an Impairment Loss
   (Mineral Claims)                                        --                    --                10,000
  Accounting & Professional Fees                        4,441                 1,500               300,545
  Corporate State Filing Fees                              --                   225                 1,395
                                                  -----------           -----------           -----------
Total Expenses                                          4,441                 1,725               311,940
                                                  -----------           -----------           -----------

Provision for Income Tax                                   --                    --                    --

Net Income (Loss)                                 $    (4,441)          $    (1,725)          $  (311,940)
                                                  ===========           ===========           ===========

Basic & Diluted (Loss) per Common Share                (0.000)               (0.000)
                                                  -----------           -----------

Weighted Average Number of Common Shares           61,500,000            47,700,000
</TABLE>


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

                                       4
<PAGE>
                             DENARII RESOURCES INC.
                         (An Exploration Stage Company)
                       STATEMENTS OF STOCKHOLDER'S EQUITY
                From Inception (March 23, 2006) to March 31, 2009
                             (Stated in US Dollars)

<TABLE>
<CAPTION>
                                                                                 Deficit
                                                                                Accumulated
                                                                                  During
                                           Common Stock           Paid in      Exploration       Total
                                       Shares        Amount       Capital         Stage         Equity
                                       ------        ------       -------         -----         ------
<S>                                 <C>             <C>           <C>           <C>            <C>
Shares  issued to founders -         45,012,000      $45,012      $(35,012)    $      --       $  10,000
 March 23, 2006 at $0.0133
 per share

Net (Loss) for period                                                            (22,826)        (22,826)
                                    -----------      -------      --------     ---------       ---------
Balance, December 31, 2006           45,012,000       45,012       (35,012)      (22,826)        (12,826)

Stock issued for cash -
 July 1, 2007 at $0.01
 per share                            1,500,000        1,500        23,500                        25,000

Stock issued for cash -
 Sept 28, 2007 at $0.01
 per share                            1,188,000        1,188        18,612                        19,800

Net (Loss) for period                                                            (41,575)        (41,575)
                                    -----------      -------      --------     ---------       ---------
Balance, December 31, 2007           47,700,000       47,700         7,100       (64,401)         (9,601)

Stock  issued for services -
 April 15, 2008                         600,000          600         9,400                        10,000

Stock issued for cash -
June 2, 2008 at $0.01 per share         600,000          600         9,400                        10,000

Stock  issued for services -
 June 2, 2008                        12,000,000       12,000       188,000                       200,000

Stock issued for cash -
 October 10, 2008 at $0.01
 per share                              600,000          600         9,400                        10,000

Net (Loss) for period                                                           (243,098)       (243,098)
                                    -----------      -------      --------     ---------       ---------
Balance, December 31, 2008           61,500,000       61,500       223,300      (307,499)        (22,699)

Net (Loss) for period                                                             (4,441)         (4,441)
                                    -----------      -------      --------     ---------       ---------

Balance, March 31, 2009              61,500,000      $61,500      $223,300     $(311,940)      $ (27,140)
                                    ===========      =======      ========     =========       =========
</TABLE>


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

                                       5
<PAGE>
                             DENARII RESOURCES INC.
                         (An Exploration Stage Company)
                            Statements of Cash Flows
                             (Stated in US Dollars)

<TABLE>
<CAPTION>
                                                  For the             For the
                                                three month         three month       From inception
                                               period ended        period ended     (March 23, 2006) to
                                                 March 31,           March 31,           March 31,
                                                   2009                2008                2009
                                                ----------          ----------          ----------
<S>                                             <C>                 <C>                 <C>
OPERATING ACTIVITIES
  Net income (loss)                             $   (4,441)         $   (1,725)         $ (311,940)
  Recognition of an Impairment Loss
   (Mineral Claims)                                     --                  --              10,000
  Accounts payable                                   3,821               1,725              26,520
  Related Party Loan                                   620                  --                 620
                                                ----------          ----------          ----------
NET CASH USED IN OPERATING ACTIVITIES                   --                  --            (274,800)

INVESTING ACTIVITIES
  Purchase of mineral claim                             --                  --             (10,000)
                                                ----------          ----------          ----------
NET CASH USED IN INVESTING ACTIVITIES                   --                  --             (10,000)

FINANCING ACTIVITIES
  Common shares issued at founders
   @ $0.001 per share                                   --                  --              61,500
  Additional paid-in capital                            --                  --             223,300
                                                ----------          ----------          ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES               --                  --             284,800

Cash at beginning of period                             --                  --                  --
                                                ----------          ----------          ----------
CASH AT END OF PERIOD                           $       --          $       --          $       --
                                                ==========          ==========          ==========
Cash Paid For:
  Interest                                      $       --          $       --          $       --
                                                ==========          ==========          ==========
  Income Tax                                    $       --          $       --          $       --
                                                ==========          ==========          ==========

Non-Cash Activities
  Shares issued in Lieu of
   Payment for Service                          $       --          $       --          $  220,000
                                                ==========          ==========          ==========
Stock issued for accounts payable               $       --          $       --          $       --
                                                ==========          ==========          ==========
Stock issued for notes payable and interest     $       --          $       --          $       --
                                                ==========          ==========          ==========
Stock issued for convertible debentures
 and interest                                   $       --          $       --          $       --
                                                ==========          ==========          ==========
Convertible debentures issued for services      $       --          $       --          $       --
                                                ==========          ==========          ==========
Warrants issued                                 $       --          $       --          $       --
                                                ==========          ==========          ==========
Stock issued for penalty on default of
 convertible debentures                         $       --          $       --          $       --
                                                ==========          ==========          ==========
Note payable issued for finance charges         $       --          $       --          $       --
                                                ==========          ==========          ==========
Forgiveness of note payable and
  accrued interest                              $       --          $       --          $       --
                                                ==========          ==========          ==========
</TABLE>


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

                                       6
<PAGE>
                             DENARII RESOURCES INC.
                         (An Exploration Stage Company)
                      Footnotes to the Financial Statements
                        From Inception to March 31, 2009
                             (Stated in US Dollars)


NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Denarii  Resources,  Inc.  ("Denarii  Resources" or the "Company") was organized
under the laws of the State of Nevada on March 23, 2006 to explore mining claims
and property in North America.

Our property,  known as the McNab  Molybdenum  Property,  is located on the west
side of Howe Sound  near the  headwaters  of McNab  Creek,  approximately  40 km
northwest of Vancouver,  BC. The McNab Molybdenum property includes 4 cell claim
units totalling 83.702 hectares.

The accompanying  financial statements have been prepared by the Company without
audit. In the opinion of management,  all adjustments (which include only normal
recurring  adjustments)  necessary  to present  fairly the  financial  position,
results of  operations,  and cash flows at March 31,  2009,  and for all periods
presented herein, have been made.

Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with accounting  principles generally accepted
in the United States of America have been condensed or omitted.  It is suggested
that  these  condensed  financial  statements  be read in  conjunction  with the
financial  statements and notes thereto  included in the Company's  December 31,
2007 audited  financial  statements.  The results of operations  for the periods
ended March 31, 2009 and 2008 are not  necessarily  indicative  of the operating
results for the full years.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

a. Accounting Method

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected a December 31 year-end.

b. Revenue Recognition

The Company  recognizes  revenue  when  persuasive  evidence  of an  arrangement
exists,  goods  delivered,  the  contract  price is fixed or  determinable,  and
collectability is reasonably assured.

c. Income Taxes

The Company  prepares its tax returns on the accrual basis. The Company accounts
for income taxes under the Statement of Financial  Accounting Standards No. 109,
"Accounting for Income Taxes"  ("Statement  109"). Under Statement 109, deferred
tax assets  and  liabilities  are  recognized  for the  future tax  consequences
attributable to differences  between the financial statement carrying amounts of
existing  assets and liabilities  and their  respective tax bases.  Deferred tax
assets and liabilities are measured using enacted tax rates expected to apply to

                                       7
<PAGE>
taxable income in the years in which those temporary differences are expected to
be recovered or settled.  Under Statement 109, the effect on deferred tax assets
and  liabilities  of a change in tax rates is recognized in income in the period
that includes the enactment date.

d. Use of Estimates

The  preparation  of the  financial  statements  in  conformity  with  generally
accepted  accounting  principles  requires  management  to  make  estimates  and
assumptions  that  affect the  reported  amounts of assets and  liabilities  and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

e. Assets

The company has no cash as of March 31, 2009.

In  accordance  with  FASB  No.  89  paragraph  14  "Additional   Disclosure  by
Enterprises with Mineral  Resources  Assets" the Company since inception has yet
to establish  proven or probable mining reserves and has no quantities of proved
mineral reserves or probable  mineral  reserves.  Moreover,  the Company has not
purchased or sold proved or probable minerals  reserves since inception.  Due to
the fact that we have no proven or probable  mining  reserves  the Company  will
record our exploration  and  development  costs within  operating  expenses,  as
opposed to capitalizing those costs.

f. Income

Income  represents  all of the  company's  revenue  less all its expenses in the
period  incurred.  The Company has no revenues as of March 31, 2009 and has paid
expenses of $311,940 since  inception.  For the three-month  period ending March
31, 2009 it has incurred expenses of $4,441.

g. Recent Account Pronouncements

In  accordance  with FASB/ FAS 142 option 12,  paragraph 11  "Intangible  Assets
Subject to Amortization",  a recognized intangible asset shall be amortized over
its useful life to the  reporting  entity  unless that life is  determined to be
indefinite.  If an intangible  asset has been has a finite useful life,  but the
precise  length  of that  life is not  known,  that  intangible  asset  shall be
amortized over the best estimate of its useful life. The method of  amortization
shall reflect the pattern in which the economic benefits of the intangible asset
are  consumed  or  otherwise  used  up.  If  that  pattern  cannot  be  reliable
determined,  a  straight-line  amortization  method shall be used. An intangible
asset shall not be written  down or off in the period of  acquisition  unless it
becomes impaired during that period.

In accordance with FASB 144, 25, "An impairment loss recognized for a long-lived
asset  (asset  group)  to be held and used  shall be  included  in  income  from
continuing  operations before income taxes in the income statement of a business
enterprise  and  in  income  from  continuing  operations  in the  statement  of
activities of a not-for-profit organization.  If a subtotal such as "income from
operations" is presented, it shall include the amount of that loss." The Company
has recognized the impairment of a long-lived  asset by declaring that amount as
a loss in income from  operations in accordance with an  interpretation  of FASB
144.

                                       8
<PAGE>
In June 2008,  the FASB  issued FASB Staff  Position  EITF  03-6-1,  DETERMINING
WHETHER   INSTRUMENTS   GRANTED  IN   SHARE-BASED   PAYMENT   TRANSACTIONS   ARE
PARTICIPATING SECURITIES, ("FSP EITF 03-6-1"). FSP EITF 03-6-1 addresses whether
instruments  granted  in  share-based  payment  transactions  are  participating
securities  prior  to  vesting,  and  therefore  need  to  be  included  in  the
computation  of earnings  per share under the  two-class  method as described in
FASB Statement of Financial  Accounting Standards No. 128, "Earnings per Share."
FSP EITF 03-6-1 is effective  for financial  statements  issued for fiscal years
beginning on or after December 15, 2008 and earlier  adoption is prohibited.  We
are not required to adopt FSP EITF  03-6-1;  neither do we believe that FSP EITF
03-6-1 would have material  effect on our  consolidated  financial  position and
results of operations if adopted.

In May 2008, the Financial  Accounting  Standards Board ("FASB") issued SFAS No.
163, "Accounting for Financial Guarantee Insurance Contracts-and  interpretation
of FASB  Statement  No. 60".  SFAS No. 163 clarifies how Statement 60 applies to
financial   guarantee  insurance   contracts,   including  the  recognition  and
measurement  of premium  revenue and claims  liabilities.  This  statement  also
requires expanded  disclosures about financial  guarantee  insurance  contracts.
SFAS No. 163 is effective  for fiscal years  beginning on or after  December 15,
2008, and interim periods within those years.  SFAS No. 163 has no effect on the
Company's  financial position,  statements of operations,  or cash flows at this
time.

In May 2008, the Financial  Accounting  Standards Board ("FASB") issued SFAS No.
162, "The Hierarchy of Generally Accepted Accounting  Principles".  SFAS No. 162
sets  forth  the  level of  authority  to a given  accounting  pronouncement  or
document by  category.  Where there might be  conflicting  guidance  between two
categories,  the more  authoritative  category will  prevail.  SFAS No. 162 will
become  effective 60 days after the SEC approves  the PCAOB's  amendments  to AU
Section 411 of the AICPA Professional  Standards.  SFAS No. 162 has no effect on
the Company's  financial  position,  statements of operations,  or cash flows at
this time.

In March 2008, the Financial  Accounting  Standards Board, or FASB,  issued SFAS
No. 161,  Disclosures  about Derivative  Instruments and Hedging  Activities--an
amendment of FASB Statement No. 133. This standard requires companies to provide
enhanced   disclosures   about  (a)  how  and  why  an  entity  uses  derivative
instruments,  (b) how  derivative  instruments  and  related  hedged  items  are
accounted for under Statement 133 and its related  interpretations,  and (c) how
derivative  instruments  and related  hedged items affect an entity's  financial
position, financial performance, and cash flows. This Statement is effective for
financial statements issued for fiscal years and interim periods beginning after
November 15, 2008, with early  application  encouraged.  The Company has not yet
adopted  the  provisions  of SFAS No.  161,  but does  not  expect  it to have a
material impact on its consolidated financial position, results of operations or
cash flows.

In  December  2007,  the SEC  issued  Staff  Accounting  Bulletin  (SAB) No. 110
regarding  the use of a  "simplified"  method,  as discussed in SAB No. 107 (SAB
107),  in  developing  an  estimate of expected  term of "plain  vanilla"  share
options in accordance with SFAS No. 123 (R), Share-Based Payment. In particular,

                                       9
<PAGE>
the staff  indicated in SAB 107 that it will accept a company's  election to use
the  simplified  method,  regardless  of  whether  the  company  has  sufficient
information to make more refined estimates of expected term. At the time SAB 107
was issued,  the staff believed that more detailed  external  information  about
employee exercise behavior (e.g.,  employee exercise patterns by industry and/or
other categories of companies)  would,  over time,  become readily  available to
companies.  Therefore,  the staff  stated in SAB 107 that it would not  expect a
company to use the simplified  method for share option grants after December 31,
2007.  The staff  understands  that such  detailed  information  about  employee
exercise behavior may not be widely available by December 31, 2007. Accordingly,
the staff will continue to accept, under certain  circumstances,  the use of the
simplified  method  beyond  December 31, 2007.  The Company  currently  uses the
simplified  method for "plain  vanilla"  share  options and  warrants,  and will
assess the impact of SAB 110 for fiscal year 2009.  It is not believed that this
will have an impact on the Company's consolidated financial position, results of
operations or cash flows.

In December  2007,  the FASB issued SFAS No. 160,  Noncontrolling  Interests  in
Consolidated  Financial  Statements--an  amendment of ARB No. 51. This statement
amends  ARB  51  to  establish   accounting  and  reporting  standards  for  the
noncontrolling  interest  in a  subsidiary  and  for  the  deconsolidation  of a
subsidiary.  It clarifies that a  noncontrolling  interest in a subsidiary is an
ownership interest in the consolidated  entity that should be reported as equity
in the  consolidated  financial  statements.  Before this  statement was issued,
limited guidance existed for reporting  noncontrolling  interests.  As a result,
considerable  diversity in practice existed.  So-called  minority interests were
reported in the consolidated  statement of financial  position as liabilities or
in the mezzanine section between liabilities and equity. This statement improves
comparability  by eliminating  that  diversity.  This statement is effective for
fiscal years,  and interim  periods  within those fiscal years,  beginning on or
after  December 15, 2008 (that is,  January 1, 2009,  for entities with calendar
year-ends). Earlier adoption is prohibited. The effective date of this statement
is the same as that of the related  Statement  141 (revised  2007).  The Company
will adopt this Statement  beginning March 1, 2009. It is not believed that this
will have an impact on the Company's consolidated financial position, results of
operations or cash flows.

In  December  2007,  the FASB,  issued  FAS No.  141  (revised  2007),  Business
Combinations'.   This  Statement  replaces  FASB  Statement  No.  141,  Business
Combinations,  but retains the  fundamental  requirements in Statement 141. This
Statement  establishes  principles and  requirements  for how the acquirer:  (a)
recognizes  and measures in its financial  statements  the  identifiable  assets
acquired,  the  liabilities  assumed,  and any  noncontrolling  interest  in the
acquiree;  (b)  recognizes  and measures  the goodwill  acquired in the business
combination  or a  gain  from  a  bargain  purchase;  and  (c)  determines  what
information to disclose to enable users of the financial  statements to evaluate
the nature and financial  effects of the business  combination.  This  statement
applies prospectively to business combinations for which the acquisition date is
on or after the beginning of the first annual  reporting  period beginning on or
after  December  15,  2008.  An entity may not apply it before  that  date.  The
effective  date of this  statement  is the  same  as  that of the  related  FASB
Statement  No.  160,   Noncontrolling   Interests  in   Consolidated   Financial
Statements. The Company will adopt this statement beginning March 1, 2009. It is
not  believed  that  this will  have an  impact  on the  Company's  consolidated
financial position, results of operations or cash flows.

In February  2007,  the FASB,  issued SFAS No.  159,  The Fair Value  Option for
Financial Assets and  Liabilities--Including  an Amendment of FASB Statement No.
115.  This  standard  permits  an entity to choose  to  measure  many  financial

                                       10
<PAGE>
instruments  and certain other items at fair value.  This option is available to
all  entities.  Most of the  provisions  in FAS 159 are  elective;  however,  an
amendment  to FAS 115  Accounting  for  Certain  Investments  in Debt and Equity
Securities   applies  to  all  entities  with  available  for  sale  or  trading
securities.  Some requirements  apply differently to entities that do not report
net income.  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 the previous fiscal year provided that the entity makes that
choice in the first 120 days of that  fiscal  year and also  elects to apply the
provisions of SFAS No. 157 Fair Value Measurements.  The Company will adopt SFAS
No. 159 beginning March 1, 2008 and is currently evaluating the potential impact
the  adoption  of this  pronouncement  will have on its  consolidated  financial
statements.

In September  2006, the FASB issued SFAS No. 157, Fair Value  Measurements  This
statement  defines fair value,  establishes a framework for measuring fair value
in generally accepted  accounting  principles  (GAAP),  and expands  disclosures
about fair value  measurements.  This statement  applies under other  accounting
pronouncements that require or permit fair value measurements,  the Board having
previously  concluded in those accounting  pronouncements that fair value is the
relevant measurement attribute. Accordingly, this statement does not require any
new fair value measurements. However, for some entities, the application of this
statement  will  change  current  practice.  This  statement  is  effective  for
financial  statements issued for fiscal years beginning after November 15, 2007,
and  interim  periods  within  those  fiscal  years.   Earlier   application  is
encouraged,  provided  that the  reporting  entity has not yet issued  financial
statements for that fiscal year,  including financial  statements for an interim
period within that fiscal year. The Company will adopt this  statement  March 1,
2009,  and it is not  believed  that this  will have an impact on the  Company's
consolidated financial position, results of operations or cash flows.

h. Basic Income (Loss) Per Share

In accordance with SFAS No.  128-"Earnings Per Share", the basic loss per common
share is computed by dividing net loss available to common  stockholders  by the
weighted  average number of common shares  outstanding.  Diluted loss per common
share is  computed  similar  to basic  loss per  common  share  except  that the
denominator is increased to include the number of additional  common shares that
would have been  outstanding if the potential  common shares had been issued and
if the additional  common shares were  dilutive.  At March 31, 2009, the Company
has no stock  equivalents that were  anti-dilutive  and excluded in the earnings
per share computation.

i. Cash and Cash Equivalents

For purposes of the  statement of cash flows,  the company  considers all highly
liquid  investments  purchased  with maturity of three months or less to be cash
equivalents. As of March 31, 2009 the company had no cash.

j. Liabilities

Liabilities  are  made up of  current  liabilities  and  long-term  liabilities.
Current liabilities include accounts payable of $26,520.  There are no long-term
liabilities outstanding for the company.

                                       11
<PAGE>
Share Capital

a) Authorized:

100,000,000 common shares with a par value of $0.001

b) Issued:

The  company  issued  to the  founders  48,000,000  common  shares  of stock for
$10,000.  On October 3, 2007,  2,988,000 of these common shares where  cancelled
for a net of  founders  shares  of  45,012,000.  The net  per  share  costs  was
$0.00013333. The company had two private placements both at $0.10 per share. The
first was on July 1, 2007, 1,500,000 common shares for $25,000 and the second on
September 28, 2007, 1,188,000 common shares for $19,800.

As of December 31, 2007,  there are Forty Seven Million  Seven Hundred  Thousand
(47,700,000) shares issued and outstanding at a value of $0.001 per share

On April 15, 2008 the company  issued  600,000  shares for services.  On June 2,
2008 the company issued  600,000 shares at $0.01 per share.  On June 2, 2008 the
company issued  12,000,000 for services.  On October 10, 2008 the company issued
600,000 shares for services.

On March 17,  2009,  the Company  completed a forward  stock split of its common
stock on a ratio of six  shares for every one share of the  Company.  The record
date of the forward  stock  split was March 13,  2009,  the payment  date of the
forward split was March 16, 2009, and the ex-dividend  date of the forward split
was March 17,  2009.  The  forward  split was  payable  as a  dividend,  thereby
requiring  no action by  shareholders,  nor any  amendment  to the  articles  of
incorporation of the Company.

As of March  31,  2009,  there  are  sixty one  million  five  hundred  thousand
(61,500,000) shares issued and outstanding at a value of $0.001 per share

There are no preferred  shares  authorized.  The Company has issued no preferred
shares.

The Company has no stock option plan, warrants or other dilutive securities.

k. Advertising

The company has not paid any advertising expenses to date.

l. Property

We have a mineral property,  known as the McNab Molybdenum Property,  located on
the west side of Howe Sound near the headwaters of McNab Creek, approximately 40
km northwest of Vancouver,  BC. The McNab Molybdenum  property  comprises 4 cell
claim units totaling 83.702 hectares.

                                       12
<PAGE>
We currently do not own any physical real estate. Our principal executive office
is located at 502 E. John Street Carson City, Nevada 89706.

NOTE 3 - GOING CONCERN

The  accompanying  financial  statements  have been  prepared  assuming that the
Company will continue as a going concern,  which contemplates the realization of
assets and the  liquidation  of  liabilities  in the normal  course of business.
However,  the Company has accumulated a loss and is new. This raises substantial
doubt about the Company's ability to continue as a going concern.  The financial
statements  do  not  include  any  adjustments   that  might  result  from  this
uncertainty.

As shown in the accompanying  financial  statements,  the Company has incurred a
net loss of $311,940 for the period from inception to March 31, 2009 and has not
generated any revenues.  The future of the Company is dependent upon its ability
to obtain financing and upon future  profitable  operations from the development
of  acquisitions.  Management  has plans to seek  additional  capital  through a
private  placement  and public  offering  of its  common  stock.  The  financial
statements do not include any  adjustments  relating to the  recoverability  and
classification  of  recorded  assets,  or the amounts of and  classification  of
liabilities  that might be necessary in the event the Company cannot continue in
existence.

                                       13
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

FORWARD LOOKING STATEMENTS.

The information in this discussion  contains  forward-looking  statements within
the  meaning of Section  27A of the  Securities  Act of 1933,  as  amended,  and
Section 21E of the  Securities  Exchange Act of 1934, as amended (the  "Exchange
Act").  These  forward-looking   statements  involve  risks  and  uncertainties,
including statements regarding Denarii Resources Inc. 's (the "Company") capital
needs, business strategy and expectations.  Any statements contained herein that
are not  statements  of  historical  facts may be  deemed to be  forward-looking
statements.  In some  cases,  you can  identify  forward-looking  statements  by
terminology  such  as  "may",  "will",  "should",  "expect",  "plan",  "intend",
"anticipate",  "believe", "estimate",  "predict", "potential" or "continue", the
negative of such terms or other comparable terminology. Actual events or results
may differ  materially.  In evaluating  these  statements,  you should  consider
various factors,  including the risks outlined below, and, from time to time, in
other  reports  the  Company  files with the SEC.  These  factors  may cause the
Company's  actual  results  to  differ   materially  from  any   forward-looking
statement.  The  Company  disclaims  any  obligation  to publicly  update  these
statements,  or disclose  any  difference  between its actual  results and those
reflected  in these  statements.  The  information  constitutes  forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995.

As used in this quarterly report, the terms "we," "us," "our," and "our company"
mean Denarii  Resources Inc. unless otherwise  indicated.  All dollar amounts in
this quarterly report are in U.S. dollars unless otherwise stated.

OVERVIEW.

Denarii Resources Inc. ("Denarii" or the "Company") was organized under the laws
of the State of Nevada on March 23, 2006, to explore  mining claims and property
in North America.

The Company's property, known as McNabb Molybdenum,  is located on the west side
of Howe Sound near the headwaters of McNab Creek,  approximately 40 km northwest
of Vancouver,  BC. The McNabb Molybdenum  property  comprises two mineral claims
containing 4 cell claim units totalling 83.702 hectares.

We are an  exploration  stage  company and we have not  realized any revenues to
date.  We do not have  sufficient  capital to enable us to commence and complete
our  exploration  program.  We will  require  financing  in order to conduct the
exploration program described in the section entitled, "Business of the Issuer."

We are not a "blank  check  company,"  as we do not intend to  participate  in a
reverse acquisition or merger transaction. A "blank check company" is defined by
securities  laws as a development  stage  company that has no specific  business
plan or purpose or has indicated that its business plan is to engage in a merger
or acquisition  with an  unidentified  company or companies,  or other entity or
person.

                                       14
<PAGE>
RESULTS OF OPERATIONS FOR THE PERIOD ENDED MARCH 31, 2009.

The accompanying  financial  statements show that the Company has incurred a net
loss of $4,441 for the three month  period  ended March 31, 2009 and has not yet
generated any revenues that can offset operating expenses. We anticipate that we
will not earn  revenues  until  such  time as we have  entered  into  commercial
production,  if  any,  of  our  mineral  properties.  We  are  presently  in the
exploration  stage of our business and we can provide no assurance  that we will
discover commercially exploitable levels of mineral resources on our properties,
or if  such  resources  are  discovered,  that  we will  enter  into  commercial
production of our mineral properties.

LIQUIDITY AND FINANCIAL CONDITION.

Based on our current  operating plan, we do not expect to generate  revenue that
is sufficient to cover our expenses for at least the next year. In addition,  we
do not have sufficient  cash and cash  equivalents to execute our operations for
the next  year.  We will need to obtain  additional  financing  to  operate  our
business for the next twelve months. We will raise the capital necessary to fund
our  business  through a private  placement  and public  offering  of our common
stock.  Additional  financing,  whether through public or private equity or debt
financing,  arrangements  with shareholders or other sources to fund operations,
may not be available,  or if available,  may be on terms unacceptable to us. Our
ability to maintain  sufficient  liquidity  is dependent on our ability to raise
additional capital. If we issue additional equity securities to raise funds, the
ownership  percentage  of  our  existing  shareholders  would  be  reduced.  New
investors  may  demand  rights,  preferences  or  privileges  senior to those of
existing  holders of our common  stock.  Debt  incurred by us would be senior to
equity in the ability of debt holders to make claims on our assets. The terms of
any debt issued could impose  restrictions on our operations.  If adequate funds
are not available to satisfy either short or long-term capital requirements, our
operations and liquidity could be materially  adversely affected and we could be
forced to cease operations.

OFF-BALANCE SHEET ARRANGEMENTS.

We  have  no  significant  off-balance  sheet  arrangements  that  have  or  are
reasonably likely to have a current or future effect on our financial condition,
changes in financial  condition,  revenues or expenses,  results of  operations,
liquidity,  capital  expenditures  or  capital  resources  that is  material  to
stockholders.

INFLATION.

In the opinion of  management,  inflation  has not had a material  effect on our
operations.

CONSULTANTS.

The Company currently has no stock option plan.

RESEARCH AND DEVELOPMENT EXPENDITURES.

We have  not  incurred  any  research  or  development  expenditures  since  our
incorporation.

PATENTS AND TRADEMARKS.

We do not own, either legally or beneficially, any patent or trademark.

                                       15
<PAGE>
REGISTRATION STATEMENT.

On June 27, 2006,  we filed a SB-1 with the Security and Exchange  Commission as
defined in Rule 12b-2 (ss.  240.12b-2)  of the  Securities  Exchange Act of 1934
(the "Exchange Act").  The purpose of this  registration was to register a class
of securities  under  Section 12 (g) of the Exchange  Act. In July of 2006,  The
Company filed an amendment to the registration statement on the form SB-1.

HOLDERS OF OUR COMMON STOCK.

As of March 31, 2009, we had approximately 177 stockholder(s) holding 61,500,000
shares of our common stock.

DIVIDENDS.

There are no  restrictions  in our  articles  of  incorporation  or bylaws  that
prevent us from declaring  dividends.  The Nevada Revised Statutes,  however, do
prohibit  us  from  declaring  dividends  where,  after  giving  effect  to  the
distribution of the dividend:

     1.   We would not be able to pay our debts as they  become due in the usual
          course of business; or

     2.   Our total assets  would be less than the sum of our total  liabilities
          plus the  amount  that  would be  needed  to  satisfy  the  rights  of
          shareholders who have preferential  rights superior to those receiving
          the distribution.

We have not declared any  dividends  and we do not plan to declare any dividends
in the foreseeable future.

ITEM 3. CONTROLS AND PROCEDURES.

Our management is responsible for establishing and maintaining adequate internal
control over financial  reporting.  Internal control over financial reporting is
defined in Rule 13a-15(f) or 15d-15(f) promulgated under the Securities Exchange
Act of 1934 as a process designed by, or under the supervision of, the company's
principal  executive  and  principal  financial  officers  and  effected  by the
company's  board of  directors,  management  and  other  personnel,  to  provide
reasonable  assurance  regarding the reliability of financial  reporting and the
preparation  of financial  statements for external  purposes in accordance  with
accounting  principles  generally  accepted in the United  States of America and
includes those policies and procedures that:

     -    Pertain  to the  maintenance  of  records  that in  reasonable  detail
          accurately and fairly reflect the transactions and dispositions of the
          assets of the company;

     -    Provide  reasonable   assurance  that  transactions  are  recorded  as
          necessary to permit preparation of financial  statements in accordance
          with accounting  principles generally accepted in the United States of
          America and that  receipts and  expenditures  of the company are being
          made  only  in  accordance  with   authorizations  of  management  and
          directors of the company; and

     -    Provide reasonable  assurance regarding prevention or timely detection
          of  unauthorized  acquisition,  use or  disposition  of the  company's
          assets that could have a material effect on the financial statements.

                                       16
<PAGE>
Because of its inherent  limitations,  internal control over financial reporting
may not  prevent  or detect  misstatements.  Projections  of any  evaluation  of
effectiveness to future periods are subject to the risk that controls may become
inadequate  because of changes in  conditions,  or that the degree of compliance
with the policies or procedures may  deteriorate.  All internal control systems,
no matter how well designed,  have inherent limitations.  Therefore,  even those
systems  determined to be effective can provide only  reasonable  assurance with
respect to financial  statement  preparation  and  presentation.  Because of the
inherent  limitations  of  internal  control,  there  is a  risk  that  material
misstatements  may not be  prevented  or detected on a timely  basis by internal
control over financial reporting.  However, these inherent limitations are known
features of the financial reporting process. Therefore, it is possible to design
into the process safeguards to reduce, though not eliminate, this risk.

As of March 31, 2009  management  assessed  the  effectiveness  of our  internal
control over financial  reporting  based on the criteria for effective  internal
control over financial  reporting  established  in Internal  Control--Integrated
Framework  issued by the Committee of Sponsoring  Organizations  of the Treadway
Commission  ("COSO") and SEC guidance on conducting such  assessments.  Based on
that evaluation,  they concluded that, during the period covered by this report,
such  internal  controls  and  procedures  were  not  effective  to  detect  the
inappropriate  application of US GAAP rules as more fully described below.  This
was due to deficiencies  that existed in the design or operation of our internal
controls over financial  reporting that adversely affected our internal controls
and that may be considered to be material weaknesses.

The matters  involving  internal  controls and  procedures  that our  management
considered to be material  weaknesses  under the standards of the Public Company
Accounting  Oversight Board were: (1) lack of a functioning  audit committee due
to a lack of a majority  of  independent  members  and a lack of a  majority  of
outside directors on our board of directors,  resulting in ineffective oversight
in  the   establishment   and  monitoring  of  required  internal  controls  and
procedures;  (2)  inadequate  segregation  of  duties  consistent  with  control
objectives;  and (3) ineffective  controls over period end financial  disclosure
and reporting processes.  The aforementioned material weaknesses were identified
by our Chief  Executive  Officer in connection  with the review of our financial
statements as of March 31, 2009

Management  believes that the material weaknesses set forth in items (2) and (3)
above did not have an  effect  on our  financial  results.  However,  management
believes  that  the  lack of a  functioning  audit  committee  and the lack of a
majority of outside  directors on our board of directors  results in ineffective
oversight in the  establishment and monitoring of required internal controls and
procedures,  which  could  result in a material  misstatement  in our  financial
statements in future periods.

MANAGEMENT'S REMEDIATION INITIATIVES.

In  an  effort  to  remediate  the  identified  material  weaknesses  and  other
deficiencies and enhance our internal  controls,  we have initiated,  or plan to
initiate, the following series of measures:

We will create a position to segregate duties consistent with control objectives
and will increase our personnel  resources  and technical  accounting  expertise
within the  accounting  function when funds are available to us. And, we plan to
appoint one or more outside  directors  to our board of  directors  who shall be
appointed to an audit committee resulting in a fully functioning audit committee

                                       17
<PAGE>
who will undertake the oversight in the establishment and monitoring of required
internal  controls and procedures such as reviewing and approving  estimates and
assumptions made by management when funds are available to us.

Management  believes that the appointment of one or more outside directors,  who
shall be appointed to a fully functioning audit committee,  will remedy the lack
of a functioning  audit committee and a lack of a majority of outside  directors
on our Board.

We anticipate that these  initiatives will be at least partially,  if not fully,
implemented  by December  31,  2009.  Additionally,  we plan to test our updated
controls and remediate our deficiencies by December 31, 2009.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING.

There was no change in our  internal  controls  over  financial  reporting  that
occurred  during  the  period  covered  by this  report,  which  has  materially
affected,  or is reasonably likely to materially  affect,  our internal controls
over financial reporting.

                           PART II. OTHER INFORMATION.

ITEM 1. LEGAL PROCEEDINGS.

We are not a party to any material legal  proceedings  and to our knowledge,  no
such proceedings are threatened or contemplated.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.

Not applicable.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

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

No matters were  submitted to our security  holders for a vote during the period
ending March 31, 2009.

ITEM 5. OTHER INFORMATION.

None.

                                       18
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

Exhibit Number                     Description of Exhibit
--------------                     ----------------------

     3.1            Articles of Incorporation(1)

     3.2            Bylaws(1)

    31.1            Certification by Chief Executive Officer and Chief Financial
                    Officer  required by Rule 13a-14(a) or Rule 15d-14(a) of the
                    Exchange  Act,  promulgated  pursuant  to Section 302 of the
                    Sarbanes-Oxley Act of 2002, filed herewith

    32.1            Certification by Chief Executive Officer and Chief Financial
                    Officer, required by Rule 13a-14(b) or Rule 15d-14(b) of the
                    Exchange  Act and Section  1350 of Chapter 63 of Title 18 of
                    the United States Code,  promulgated pursuant to Section 906
                    of the Sarbanes-Oxley Act of 2002 filed herewith

----------
(1)  Filed with the SEC as an exhibit  to our Form SB-1  Registration  Statement
     originally filed on March 23, 2006.

                                   SIGNATURES

In accordance with the requirements of the Securities and Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

Date: May 12, 2009

Denarii Resources Inc.

     Signature                       Title                              Date
     ---------                       -----                              ----


By: /s/ Stuart Carnie       Chief Executive Officer,                May 12, 2009
-------------------------   Chief Financial Officer,
Stuart Carnie               President, Secretary, Treasurer
                            and Director (Principal Executive
                            Officer and Principal Accounting Officer)

                                       19