**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 Securities** **Exchange
      Act of 1934.**





For
      the
      quarterly period ended **** **September
      30, 2006.**





|_| **Transition
      Report pursuant to 13 or 15(d) of the Securities Exchange** **Act
      of 1934.**





For
      the
      transition period __________ to __________





Commission
      File Number: 333-135213





**SPRING
      CREEK CAPITAL INC.**


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




**Nevada**
            **98-0496750**(State
                or other jurisdiction of incorporation or organization)
            (IRS
                Employer Identification
                No.)





**12684
      - 70 A. Avenue Surrey, British Columbia V3W 2J4**


(Address
      of principal executive offices)





Issuer's
      telephone number, including area code: **(604)
      685-7552**







Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Securities Exchange Act of 1934 during the preceding 12 months
      (or for such shorter period that the issuer was required to file such reports),
      and (2) has been subject to such filing requirements for the past 90 days.




|X|
      Yes
      |_| No




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




State
      the
      number of shares outstanding of each of the issuer's classes of common stock,
      as
      of the latest practicable date: 10,000,000 Shares of Common Stock, $0.003 par
      value, outstanding as of September 30, 2006.




Transitional
      Small Business Disclosure Format (Check one): Yes |_| No |X|





1





**TABLE
        OF CONTENTS**


PART
                  1.
              FINANCIAL
                  INFORMATION
              3ITEM
                  1.
              FINANCIAL
                  STATEMENTS (UNAUDITED)
              5NOTES
                  TO CONSOLIDATED FINANCIAL STATEMENTS.
              9ITEM
                  2
              MANAGEMENT'S
                  DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
              12ITEM
                  3.
              CONTROLS
                  AND PROCEDURES.
              14PART
                  II.
              OTHER
                  INFORMATION.
              16ITEM
                  1.
              LEGAL
                  PROCEEDINGS.
              16ITEM
                  2.
              CHANGES
                  IN SECURITIES AND USE OF PROCEEDS.
              16ITEM
                  3.
              DEFAULTS
                  UPON SENIOR SECURITIES.
              16ITEM
                  4.
              SUBMISSION
                  OF MATTERS TO A VOTE OF SECURITY HOLDERS.
              16ITEM
                  5.
              OTHER
                  INFORMATION.
              16ITEM
                  6.
              EXHIBITS
                  AND REPORTS ON FORM 8-K.
              16SIGNATURES.
              
              17




2




**PART
      1.**  **FINANCIAL
      INFORMATION**







**SPRING
      CREEK CAPITAL INC.**


**(An
      Exploration Stage Company)**





**INTERIM
      FINANCIAL STATEMENTS**








**September
      30, 2006**





**(Unaudited)**


**(Stated
      in U.S. Dollars)**





3




**MOORE
        & ASSOCIATES, CHARTERED**
 ****** ***ACCOUNTANTS
        AND ADVISORS***
 ***PCAOB
        REGISTERED***
 
 
 **Report
        of Independent Registered Public Accounting Firm**
 
 **To
        the Board of Directors**
 **Spring
        Creek Capital Corp.**
 **(A
        Exploration Stage Company)**
 
 We
        have
        reviewed the accompanying balance sheet of Spring Creek Capital Corp. as
        of
        September 30, 2006, and the related statements of operations, retained earnings,
        and cash flows for the nine months then ended, in accordance with the standards
        of the Public Company Accounting Oversight Board (United States). All
        information included in these financial statements is the representation
        of the
        management of Spring Creek Capital Corp.
 
 A
        review
        consists principally of inquiries of company personnel and analytical procedures
        applied to financial data. It is substantially less in scope than an audit
        in
        accordance with generally accepted auditing standards, the objective of which
        is
        the expression of an opinion regarding the financial statements taken as
        a
        whole. Accordingly, we do not express such an opinion.
 
 Based
        on
        our review, we are not aware of any material modifications that should be
        made
        to the financial statements in order for them to be in conformity with generally
        accepted accounting principles.
 
 The
        accompanying financial statements have been prepared assuming that the company
        will continue as a going concern. As discussed in the notes to the financial
        statements, the Company has no established source of revenue and no operations.
        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.
 
 
 ***/s/
        Moore & Associates, Chartered***
 
 Moore
        & Associates, Chartered
 Las
        Vegas, Nevada
 February
        7, 2007









4




**ITEM
      1.**  **FINANCIAL
      STATEMENTS (UNAUDITED)**




**SPRING
                  CREEK CAPITAL CORP.**(An
                  exploration stage company)Balance
                  Sheet**As
                  of****September
                  30, 2006**
              
              **May
                  31, 2006**(Audited)ASSETSCurrent
                  AssetsCash
                  and Equivalents
              
              
              
              
              
              -
              
              
              9,145Total
                  Current Assets
              
              
              
              
              
              -
              
              
              9,145Fixed
                  AsstesTotal
                  Fixed Assets
              
              
              
              
              
              0
              
              
              0Total
                  Assets
              
              
              
              
              
              0
              
              
              9,145LIABILITIESCurrent
                  Liabilities
              
              
              
              
              
              0
              
              
              0Accounts
                  payable
              
              
              
              
              
              0
              
              
              0Total
                  Current Liabilities
              
              
              
              
              
              0
              
              
              0Long
                  term Liabilities
              
              
              
              
              
              0
              
              
              0Total
                  Liabilities
              
              
              
              
              
              0
              
              
              0EQUITY75,000,00
                  Common Shares Authorized, 10,000,000
                Shares
                  Issued at Founders, @ $0.003 Per Share
              
              
              
              
              
              10,000
              
              
              10,000Additional
                  Paid-in Capital
              
              
              
              
              
              20,000
              
              
              20,000Retained
                  Earnings (Loss)
              
              
              
              
              
              (30,000
              )
              
              (20,855
              )Total
                  Stockholders Equity
              
              
              
              
              
              -
              
              
              9,145TOTAL
                  LIABILITIES AND SHAREHOLDERS EQUITY
              
              
              
              
              
              -
              
              
              9,145


The
        accompanying notes are an integralpart of these financial
        statements.





5





**SPRING
                  CREEK CAPITAL CORP.**(An
                  exploration stage company)Income
                  Statement(Un-audited)**As
                  of****For
                  the three months**
                **ended
                  September 30,**
              
              **From
                  inception**
                **(May
                  11, 2006)**
                **to
                  September 30,**Revenue
              
              
              0
              
              
              0ExpensesRecognition
                  of an Impairment Loss(Mineral
                  Claims)
              
              
              0
              
              
              20,000Accounting
                  & Legal Fees
              
              
              0
              
              
              3000Professional
                  Fees
              
              
              
              
              
              6145Incorporation
              
              
              
              
              
              855Total
                  Expenses
              
              
              0
              
              
              30,000Net
                  Income (Loss)
              
              
              -
              
              
              (30,000
              )Basic
                  & Diluted (Loss) per Share
              
              
              (0.000
              )
              
              (0.003
              )Weighted
                  Average Number of Shares
              
              
              10,000,000
              
              
              10,000,000The
                  accompanying notes are an integral part
                  of these financial statements.







6




**SPRING
                  CREEK CAPITAL CORP.**STATEMENT
                  OF STOCKHOLDER’S EQUITY(An
                  exploration stage company)From
                  Inception ( May 11, 2006) to September 30, 2006(Un-audited)**Deficit****Accumulated****During****Common
                  Stock**
              
              **Paid
                  in**
              
              **Development**
              
              **Total****Shares**
              
              **Amount**
              
              **Capital**
              
              **Stage**
              
              **Equity**Shares
                  issued to founders at $0.003 per share
              
              
              10,000,000
              
              
              10,000
              
              
              20,000
              
              
              
              
              
              30,000Net
                  (Loss) for period
              
              
              
              
              
              
              
              
              
              
              
              (30,000
              )
              
              (30,000
              )Balance,
                  September 30, 2006
              
              
              10,000,000
              
              
              10,000
              
              
              20,000
              
              
              (30,000
              )
              
              0The
                  accompanying notes are an integral part
                  of these financial statements.








7


**SPRING
                  CREEK CAPITAL CORP.**(An
                  exploration stage company)Statement
                  of Cash Flows(Un-audited)**For
                  the three months**
                **ended
                  September 30, 2006**
              
              **From
                  inception**
                **(May
                  11, 2006)**
                **to
                  September 30, 2006**Cash
                  Flow From Operating ActivitiesNet
                  Income (Loss)
              
              
              -
              
              
              (30,000
              )Accounts
                  Payable**Net
                  Cash from Operating Activities**
              
              
              -
              
              
              (30,000
              )**Net
                  CashAfter Operating Activities.**
              
              
              **-**
              
              
              **(30,000**
              **)**Cash
                  Flow From Investing Activities
              
              
              0
              
              
              0**Net
                  Cash from Financing Activities**
              
              
              0
              
              
              0**Net
                  Cash after Operating**
                **and
                  Financial Activities**
              
              
              **-**
              
              
              **(30,000**
              **)**Cash
                  Flow from Financing Activities10,000,000
                  Common Shares Issued at Founders
                @
                  $0.003 Per Share
              
              
              -
              
              
              10,000Additional
                  Paid-in Capital
              
              
              -
              
              
              20,000**Net
                  Cash from Investing Activities**
              
              
              
              
              
              30,000**Net
                  Cash After Operating, Financial**
                **and
                  Investing Activities.**
              
              
              **-**
              
              
              **-**Cash
                  at Beginning of Period
              
              
              -
              
              
              0**Cash
                  at end of Period**
              
              
              **-**
              
              
              **-**The
                  accompanying notes are an integral part
                  of these financial statements.









8


**SPRING
      CREEK CAPITAL CORP.**


(An
      Exploration Stage Company)


Notes
      to
      the Financials Statements


September
      30, 2006


(Un-audited)








NOTE
      1
      -  ORGANIZATION
      AND DESCRIPTION OF BUSINESS





The
      Company was incorporated under the laws of the State of Nevada on May 11,
      2006.





The
      Company is engaged in the exploration of copper. Efforts to date have focused
      on
      the Quadra Copper Project.





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 collectibility
      is reasonably assured.





c.
      Income
      Taxes





The
      Company prepares its tax returns on the accrual basis. The Company has elected
      to file its taxes as a Limited Liability Company, whereby its profits and losses
      are passed through to its members. Accordingly, the Company does not pay or
      accrue income taxes. Also, the Company does not record an asset for the value
      of
      its net operating loss carry forwards.





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’s assets holds no assets from May 11, 2006 (inception) to September 30,
      2006.


9





**SPRING
      CREEK CAPITAL CORP.**


(An
      Exploration Stage Company)


Notes
      to
      the Financials Statements


September
      30, 2006


(Un-audited)








NOTE
      2
      -  SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES (continued)





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 September 30, 2006 and has paid
      expenses for $30,000 during the same period, $855 representing incorporation
      costs, $3,000 in accounting fees, $6,145 in professional fees and $20,000 in
      recognition of an impairment loss for the mineral claims





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.





g.  Basic
      Income (Loss) Per Share





The
      computation of basic income (loss) per share is based on the weighted average
      number of shares outstanding during the periods covered by the financial
      statements. Diluted income per shares units is equal to the basic income per
      unit as there are no potentially dilutive shares outstanding.





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.





j.  Liabilities





The
      company holds no current and long-term liabilities as of September 30,
      2006.




k.


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 September 30, 2006 and for all periods
      presented have been made.





Certain
      information and footnote disclosures normally included in financial statements
      prepared in accordance with accounting principles generally accepted
      in





10




**SPRING
      CREEK CAPITAL CORP.**


(An
      Exploration Stage Company)


Notes
      to
      the Financials Statements


September
      30, 2006


(Un-audited)











NOTE
      2
      -  SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES (continued)





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 May 31, 2006 audited financial
      statements. The results of operations for the periods ended September 30, 2006
      are not necessarily indicative of the operating results for the full
      years.





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.





11









**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
      S ection
      21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act").
      These forward-looking statements involve risks and uncertainties, i ncluding
      statements regarding Spring Creek Capital 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 f orward-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
      Spring Creek Capital Inc. unless otherwise indicated. All dollar amounts in
      this
      quarterly report are in U.S. dollars unless otherwise stated.




Overview.





Spring
      Creek Capital Corp. **** (“Spring
      Creek” or the “Company”) was organized under the laws of the State of Nevada on
      May 11, 2006, to explore mining claims and property in North America.





Our
      property, known as Quadra Copper, is located on Quadra Island in the Nanaimo
      Mining Division approximately 10 km north of Campbell River on Vancouver Island.
      The Quadra Copper property comprises 683.743 hectares of mineral title contained
      in 33 cell units on two mineral claims.





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 our
      exploration program.





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.





12





Results
      of Operations for the period ended September 30, 2006.





The  acco m pany i ng  financial  state m ents
      show
      that the  Co m pany  has  incurred  a  net
      loss  of  $30,000  f or  the  pe riod  fro m  May  11,  20 0 6  ( inception)  to  September
      30,  20 0 6  and
      has  not yet gene r a ted  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.





Net
      cash
      used in operating activities was $30,000 for the period ended September 30,
      2006. At September 30, 2006, we had an accumulated deficit of $30,000.





From
      our
      inception on May 11, 2006 to the end of the period September 30, 2006, net
      cash
      provided by investing activities totaled $30,000. Of the $30,000 in net cash
      provided by investing activities, $10,000 was derived from the issuance of
      common stock and $20,000 was derived from additional paid-in capital. For the
      period ended September 30, 2006, net cash used in the purchase of Spring Creek’s
      Quadra Copper property was $20,000.





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 twelve months. In
      addition, we do not have sufficient cash and cash equivalents to execute our
      operations for at least the next twelve months. 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.





13





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.





Registration
      Statement.





In
      June
      of 2006, we filed a 10-SB 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
      September 30th, 2006, we had 1 registered stockholder(s) holding 10,000,000
      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.





Description
      of Property.





We
      currently do not own any property. Our principal offices are located at 12684
      -
      70 A. Avenue Surrey, British Columbia, V3W 2J4.




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





Management’s
      Evaluation of Disclosure Controls and Procedures.





14








a)
      In
      accordance with Exchange Act Rules 13a-15 and 15d-15, we carried out an
      evaluation, under the supervision and with the participation of management,
      including our Chief Executive Officer and our Chief Financial Officer, of the
      effectiveness of our disclosure controls and procedures as of the end of the
      period covered by this report. Based on that evaluation, our Chief Executive
      Officer and Chief Financial Officer concluded that our disclosure controls
      and
      procedures were effective as of September 30, 2006 to provide reasonable
      assurance that information required to be disclosed in our reports filed or
      submitted under the Exchange Act is recorded, processed, summarized and reported
      within the time periods specified in the Securities and Exchange Commission’s
      rules and forms. There was no change in our internal controls or in other
      factors that could affect these controls during our last fiscal quarter that
      has
      materially affected, or is reasonably likely to materially affect, our internal
      control over financial reporting.





(b)
      Changes In Internal Controls.





There
      was
      no change in our internal controls or in other factors that could affect these
      controls during our last fiscal quarter that has materially affected, or is
      reasonably likely to materially affect our internal control over financial
      reporting.








15




**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
      September 30th, 2006.




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




None.




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






Exhibit
                Number
              
              Description
                of Exhibit3.1
              
              Articles
                of Incorporation(1)3.2
              
              Amended
                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 herewith32.1
              
              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 10-SB Registration Statement originally
      filed on June 22, 2006.





Reports
      on Form 8-K.





No
      8K
      forms have been filed to date.






16


**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.




**SPRING
                  CREEK CAPITAL INC.**Date: February
                8, 2007
              By:
              /s/ JAGJIT
                JAY SIDHUJagjit
                Jay SidhuChief
                  Executive Officer,
                Chief
                  Financial Officer,
                President,
                  Secretary, Treasurer
                and
                  Director (Principal Executive
                Officer
                  and Principal Accounting Officer)
 
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