Raven Gold (RVNG) 10QSB/A 2007 Q2 Quarterly report (small business) (amended)

    UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

  Washington, DC 20549

FORM 10-QSB/A

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

For the quarterly period ended October 31, 2006

|_| TRANSITION REPORT PURSUANT TO 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

                        For the transition period _____________ to _____________

Commission File Number 333-126680

RAVEN GOLD CORP.

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

Nevada	20-2551275
(State or other jurisdiction of incorporation or organization)	(IRS Employer Identification No.)

#205-598 Main Street

Penticton, B.C., V2A-5C7

(Address of principal executive offices)

Issuer's telephone number, including area code: 250-492-3432

2470 Saint Rose Parkway, Suite 304

Henderson, Nevada 89074

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

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the 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 |X| No

State the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 37,620,000 Shares of Common Stock, $0.001 par value per share, issued and outstanding as of October 31, 2006.

Explanatory Note

On June 11, 2007, the Company filed a Current Report on Form 8-K (the “Current Report”) to disclose that as part of its review of its periodic filings made with the Securities and Exchange Commission, the Company’s management has discovered that the agreements covering the borrowings in the amount of $425,000 (the “Advances”) obtained by the Company from several private lenders (the “Lenders”) and subsequent payments of the same amounts to a certain private company (the “Owner”), party to the Joint Venture Agreement dated August 23, 2006, as amended, and binding Letter of Intent Agreement dated August 23, 2006 (collectively, the “Agreements”), as amended, were not properly accounted for by the Company in its financial statements, as more fully set forth in the Current Report. Furthermore, as also disclosed in the Current Report, as part of its review of its periodic filings made with the SEC, the Company’s management also discovered that (i) the agreements covering the Advances were not formally entered into. In light of the foregoing, on May 17, 2007, the Company entered into loan agreements (the “Agreements”) with the Lenders to formalize the terms of the Advances, as more fully set forth Current Report.

In addition, as part of its review of its periodic filings made with the SEC, the Company has also determined that the Company has previously obtained proceeds in the amount of $1,200,000 (the “Proceeds”) without entering into formal loan arrangements covering such Proceeds. In light of the foregoing, on May 17, 2007, the Company issued three promissory notes (the “Promissory Notes”) with these lenders to formalize the terms of the repayments of the Proceeds, as more fully set in the Current Report.

Last, on May 17, 2007, the Company issued amended and restated promissory notes in the aggregate amount of $400,000 to the holders of the Notes in replacement of the promissory notes previously held by the Holders, as more fully set forth Current Report.

In light of the foregoing events reported in the Current Report, the Company has determined, after consultation with its independent registered public accounting firm, that a restatement of its financial statements for the six months ended October 31, 2006 filed as part of its Quarterly Report on Form 10-QSB with the Securities and Exchange Commission on December 20, 2006 (the “Report”), was necessary due to certain erroneous entries appearing in its financial statements. Specifically, this amended Annual Report on Form 10-QSB/A (the “Amended Report”) amends and restates the Report solely to (i) amend and restate the Company’s financial statements filed as part of the Report (the “Financial Statements”) to correct (a) the failure by the Company to properly account for the value of the Las Minitas property and the La Currita property rights (collectively, the “Mineral Rights”) acquired, and other investments made, by the Company during the six months ended October 31, 2006, as now correctly set forth in the Balance Sheet under the caption “Assets” located on page 4 of this Amended Report, (b) the failure by the Company to properly account for the Proceeds obtained during the six months ended October 31, 2006 as more fully set forth in Note #3 accompanying the Financial Statements, (c) the previously erroneous “Accumulated Deficit During Exploration Stage” entry and “Total Liabilities & Stockholders’ Deficiency” entry as of October 31, 2006, which now accounts for the acquisition of the Mineral Rights and receipt of the Proceeds by the Company, as set forth in the Statement of Shareholders Equity on page 5 of this Amended Report, (d) disclose that there was no impairment relating to the Mineral Rights as now correctly set forth in the Statement of Operations located on page 5 of this Amended Report, and (e) the erroneous “Net Loss,” “Accounts Payable and accrued expenses,” “Cash used in operating activities,” “Investments,” “Purchase of mineral properties,” “Purchase of mineral rights,” “Cash used for Investing Activities,” “Issuance of promissory notes payable” and “Cash Flow from financing activities” entries for the six months ended October 31, 2006, which now accounts for the purchase of the Mineral Rights, receipt of the Proceeds, certain investments made, and issuance of promissory notes, by the Company, (ii) correctly disclose in Note #3 accompanying the Financial Statements, the borrowings and payments made by the Company from July 31, 2006 to October 31, 2006, (iii) correctly disclose in Note #5 accompanying the Financial Statements, the negative chas flow from operation and the accumulated deficit incurred by the Company from February 9, 2005 (date of inception) to October 31, 2006, (iv) include an updated and revised review report of the Company’s independent registered public accountants relating to the Financial Statements, and (v) revise the discussion contained in the section titled “Management Discussion and Analysis or Plan of Operation” in light of the aforementioned changes.

Throughout this report, we refer to Raven Gold Corp. as “we,” “us,” “our company,” or “the Company.”

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TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION
		Page
ITEM 1.	Financial Statements (unaudited)
	Balance Sheets at October 31, 2006 and April 30, 2006	4
	Statements of Operations for the three and six months ended October 31, 2006 and 2005	5
	Statement of Cash Flows for the six months ended October 31, 2006 and 2005	6
	Notes to Financial Statements	7
ITEM 2	Management’s Discussion and Analysis or Plan of Operation	12
ITEM 3	Controls and Procedures	16
PART II. OTHER INFORMATION

ITEM 1	Legal Proceedings	16
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	16
ITEM 3.	Defaults Upon Senior Securities	16
ITEM 4.	Submission of Matters to a Vote of Security Holders.	16
ITEM 5.	Other Information	16
ITEM 6	Exhibits	16
	Signatures	18

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PART 1 - FINANCIAL INFORMATION

Item 1. Financial Statements

The accompanying unaudited financial statements have been prepared in accordance with the instructions to Form 10-QSB and Item 310 (b) of Regulation S-B, and, therefore, do not include all information and footnotes necessary for a complete presentation of financial position, results of operations, cash flows, and stockholders' equity in conformity with generally accepted accounting principles. In the opinion of management, all adjustments considered necessary for a fair presentation of the results of operations and financial position have been included and all such adjustments are of a normal recurring nature. Operating results for the three and six months ended October 31, 2006 are not necessarily indicative of the results that can be expected for the year ending April 30, 2007.

4

MOORE & ASSOCIATES, CHARTERED

ACCOUNTANTS AND ADVISORS

PCAOB REGISTERED

Report of Independent Registered Public Accounting Firm

To the Board of Directors

Raven Gold Corp.

(formerly Riverback Resources Inc.)

(An Exploration Stage Co.)

We have reviewed the accompanying balance sheet of Raven Gold Corp. (formerly Riverback Resources Inc.) (An Exploration Stage Co.) as of October 31, 2006, and the related statements of operations, retained earnings, and cash flows for the period 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 Raven Gold Corp. (formerly Riverback Resources Inc.) (An Exploration Stage Co.).

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’s negative cash flow and accumulated deficit 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

Moore & Associates, Chartered

Las Vegas, Nevada

June 5, 2007

2675 S. JONES BLVD. SUITE 109, LAS VEGAS, NEVADA 89146 (702) 253-7511 Fax: (702)253-7501

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RAVEN GOLD CORP.

(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

INTERIM BALANCE SHEETS

October 31, 2006 and April 30, 2006

(Stated in US Dollars)

( Unaudited )

	October 31,			April 30,
ASSETS		2006			2006
Current
Cash and Equivalents	$	176,465		$	-
Prepaid Expenses		10,127			1,370
		186,592
Investment		500,000			-
Mineral Properties		1.075,000			-
	$	1,761,592		$	1,370
LIABILITIES
Current
Bank overdraft	$	-		$	2,957
Accounts payable		19,364			-
Advances from Related Party		3,100			-
Total Current Liabilities		22,464			2,957
LONG-TERM LIABILITIES		1,775,000			-
		1,797,464			2,957
STOCKHOLDERS’ DEFICIENCY
Capital stock
Preferred stock, $0.001 par value, 1,000,000 shares authorized, none issued and outstanding
Common stock, $0.001 par value, 69,000,000 authorized, 37,620,000 shares issued and outstanding, 7,424,000 as of April 30, 2006		37,620			7,424
Additional paid-in capital		119,000			49,196
Subscription receivable		(100,000	)		-
Accumulated deficit accumulated during the pre-exploration stage		(92,492	)		(58,207	)
Total Stockholders Deficiency		(35,872	)		(1,587	)
Total Liabilities & Stockholders’ Deficiency	$	1,761,592		$	1,370

SEE ACCOMPANYING NOTES

6

RAVEN GOLD CORP.

(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

INTERIM STATEMENTS OF OPERATIONS

for the six months ended October 31, 2006 and 2005 and

for the period February 9, 2005 (Date of Inception) to October 31, 2006

(Stated in US Dollars)

( Unaudited )

													February 9, 2005
													(Date of
	Three months ended						Six months ended						Incorporation) to
	October31,						October 31,						October 31,
	2006			2005			2006			2005			2006
Expenses
Exploration costs and expenses	$	-		$	-		$	-		$	-		$	29,750
Professional fees		6,812			4,438			13,039			7,452			34,925
General and administrative		337			3,050			368			6,140			666
Listing and filing		19,165			1,805			19,585			2,712			23,033
Total expenses		26,314			9,293			32,992			16,304			88,374
Loss from operations		(26,314	)		(9,293	)		(32,992	)		(16,304	)		(88,374	)
Other Income and Expenses
Impairment (loss) of Mineral Rights		-			-			-			-			(3,000	)
Foreign Currency transaction (loss)		(1,293	)		-			(1,293	)		(9	)		(1,118	)
Net loss for the period	$	(27,607	)	$	(9,293	)	$	(459,285	)	$	(16,313	)	$	(92,492	)
Basic and diluted loss per share	$	(0.00	)	$	(0.00	)	$	(0.01	)	$	(0.00	)	$	(0.00	)
Weighted average number of shares outstanding		37,258,888			7,424,000			37,258,888			7,424,000			35,735,648

SEE ACCOMPANYING NOTES

7

RAVEN GOLD CORP.

(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

INTERIM STATEMENTS OF CASH FLOWS

for the six months ended October 31, 2006 and 2005 and

for the period February 9, 2005 (Date of Inception) to October 31, 2006

(Stated in US Dollars)

( Unaudited )

							February 9, 2005
							(Date of
	Six months ended						Inception) to
	October 31,						October 31,
	2006			2005			2006
Operating Activities
Net loss for the period	$	(34,285	)	$	(16,313	)	$	(92,492	)
Change in non-cash working capital balance:
Changes in Operating Assets and Liabilities		-			-			3,000
Prepaid expenses		(8,757	)		(1,370	)		(10,127	)
Accounts payable and accrued expenses		19,364			(2,122	)		19,364
Cash used in operating activities		(23,678	)		(19,805	)		(80,255	)
Investing Activities
Investment		(500,000	)					(500,000	)
Purchase of mineral properties		(1,075,000	)					(1,075,000	)
Purchase of mineral rights		-			-			(3,000	)
Cash used for Investing Activities		(1,575,000	)					(1,578,000	)
Financing Activities
Issuance of common stock
net of subscriptions receivable		-			-			56,620
Issuance of promissory notes payable		1,775,000			-			1,775,000
Due to related party		3,100			-			3,100
Cash from financing activities		1,778,100			-			1,834,720
Net Increase (decrease) in cash during the period		179,422			(19,805	)		176,465
Cash, beginning of the period		(2,957	)		48,744			-
Cash, end of the period	$	176,465		$	23,939		$	176,465

SEE ACCOMPANYING NOTES

8

RAVEN GOLD CORP.

(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

October 31, 2006

(Stated in US Dollars)

( Unaudited )

Note 1  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION

(A) Basis of Presentation

The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information necessary for a comprehensive presentation of financial position and results of operations.

It is management’s opinion however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statement presentation. The results for the interim period are not necessarily indicative of the results to be expected for the year.

(B) Organization

Riverbank Resources Inc. (an exploration stage company) (the “Company”) was incorporated under the laws of the State of Nevada on February 9, 2005. The Company is a natural resource exploration company with an objective of acquiring, exploring and if warranted and feasible, developing natural resource properties. Activities during the development stage include developing the business plan and raising capital.

On August 14, 2006 the Company filed a certificate of amendment to the Nevada Secretary of State to change its name to Raven Gold Corp.

(C) Use of estimates

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

9

RAVEN GOLD CORP.

(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

October 31, 2006

(Stated in US Dollars)

( Unaudited )

Note 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION - (Continued)

(D) Cash and Cash Equivalents

For purposes of the cash flow statements, the Company considers all highly liquid investments with original maturities of three months or less at the time of purchaser to be cash equivalent.

(E) Mineral Interest

Pursuant to SFAS No. 141 and SFAS No. 142, as amended by EITF 04-02, mineral interest associated with other than owned are classified as tangible assets. The Company had capitalized $3,000 related to the mineral rights acquired in 2005 and which were impaired as of October 31, 2006.

(F) Long-lived Assets

The Company accounts for long-lived assets under the statements of Financial Accounting Standards Nos. 142 and 144 “Accounting for Goodwill and Other Intangible Assets” and “Accounting for Impairment or Disposal of Long-lived Assets” (“SFAS No. 142 and 144”). In accordance with SFAS No. 142 and 144, long-lived assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. For purposes of evaluating the recoverability of long-lived assets, goodwill and intangible assets, the recoverability test is performed using undiscounted net cash flows related to the long-lived assets.

(G) Income Taxes

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 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 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.

10

RAVEN GOLD CORP.

(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

October 31, 2006

(Stated in US Dollars)

( Unaudited )

Note 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND ORGANIZATION - (Continued)

(H) Loss Per Share

Basic and diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by Financial Accounting Standards No. 128, “Earnings Per Share.” As of October 31, 2006, there were no dilutive securities outstanding.

(I) Business Segments

The Company operates in one segment and therefore segment information is not presented.

(J) Recent Accounting Pronouncements

SFAS 155, Accounting for certain Hybrid Financial Instruments and SFAS 156, Accounting for servicing of Financial Assets were recently issued. SFAS 155 and 156 have no current applicability to the Company and have no effect on the financial statements.

In May 2005, the FASB issued SFAS 154, Accounting Changes and Error Corrections. This Statement replaces APB Opinion No. 20, Accounting Changes, and FASB statement No 3, Reporting Accounting Changes in Interim Financial Statements, and changes the requirements for the accounting for and reporting of a change in accounting principle. This (Expressed in U.S. Dollars) Statement applies to all voluntary changes in accounting principle. It also applies to changes required by an accounting pronouncement in the usual instance that the pronouncement does not include specific transition provisions. SFAS 154 also requires that a change in depreciation, amortization or depletion method for long-lived, non-financial assets be accounted for as a change in accounting estimate effected by a change in accounting principle. This Statement is effective in fiscal years beginning after December 15, 2005. The Company has not yet determined the effect of implementing this standard.

NOTE 2 ACQUISITION OF MINERAL RIGHTS

On April 26, 2005, the Company acquired the mining rights to two claims collectively known as the Big Mike Border Gold property located in the Skeena Mining District of British Columbia, Canada, for a purchase price of $3,000. The Company received rights to all minerals contained in the Big Mike Border Gold property.

11

RAVEN GOLD CORP.

(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

October 31, 2006

(Stated in US Dollars)

( Unaudited )

NOTE  3   LOANS

In May of 2006, the Company received $3,000 in advances from its president. The balance is non-interest bearing and due on demand.

On May 25, 2006 the Company borrowed funds in the amount of $75,000 from Paradisus Investment Corp. The Company wired $75,000 on the same date to Tara Gold Resources Corp. as part of a purchase agreement between Raven Gold Corp. and Tara Gold Resources Corp. for “Las Minitas” property.

On May 26, 2006 the Company borrowed funds in the amount of $75,000 from Paradisus Investment Corp. The Company wired $75,000 on the same date to Tara Gold Resources Corp. as part of a purchase agreement between Raven Gold Corp and Tara Gold Resources Corp for “La Currita” property.

On June 25, 2006 the Company borrowed $50,000 from RPMJ Corporate Communications Ltd. The Company wired $50,000 on the same date to Tara Gold Resources Corp. as part of the purchase agreement between Raven Gold Corp and Tara Gold Resources Corp for “La Currita” property.

On June 27, 2006 the Company borrowed $175,000 from Zander Investment Limited. The Company wired $175,000 on the same date to Tara Gold Resources Corp. as part of the purchase agreement between Raven Gold Corp. and Tara Gold Resources Corp. for “Las Minitas” property.

On July 27, 2006 the Company borrowed $50,000 from Zander Investment Limited. The Company wired $50,000 on the same date to Tara Gold Resources Corp. as part of the purchase agreement between Raven Gold Corp. and Tara Gold Resources Corp for “La Currita “ property.

On August 23, 2006 the Company borrowed $50,000 from Paradisus Investment Corp. The Company wired $50,000 on the same date to Tara Gold Resources Corp. as part of the purchase agreement between Raven Gold Corp. and Tara Gold Resources Corp for “Las Minitas “ property.

On September 21, 2006 the Company borrowed $100,000 from Coach Capital, LLC. The Company wired $100,000 on the same date to Tara Gold Resources Corp. as part of the purchase agreement between Raven Gold Corp. and Tara Gold Resources Corp for “Las Minitas “ property.

On October 3, 2006 the Company borrowed $200,000 from 1230144 Alberta Ltd., a private corporation.

On October 5, 2006 the Company borrowed $500,000 from Coach Capital, LLC. The Company wired $500,000 on the same date to Tara Gold Resources Corp. as part of the purchase agreement between Raven Gold Corp. and Tara Gold Resources Corp., $75,000 for the “Las Minitas “ and $425,000 for the “la Currita” properties.

On October 12, 2006 the Company borrowed $500,000 from Coach Capital, LLC. The company wired $500,000 on the same date to Tara Gold Resources Corp. to invest in the Start-Up Capital to be repaid from 60% of the net operating revenue derived from “La Currita” property.

NOTE  4   STOCKHOLDERS’ EQUITY

During 2005, the Company issued 6,420,000 shares of common stock to its founders for cash of $6,420 ($0.001 per share)

During 2005, the Company issued 1,004,000 shares of common stock for cash of $50,200 ($0.05 per share).

In August 2006 the Company performed a 5:1 forward split of its common stock for a total of 37,120,000 shares issued and outstanding.

12

RAVEN GOLD CORP.

(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

NOTES TO THE INTERIM FINANCIAL STATEMENTS

October 31, 2006

(Stated in US Dollars)

( Unaudited )

NOTE 4 STOCKHOLDERS’ EQUITY (Continued)

On October 6, 2006 the Company entered into an agreement to acquire certain mineral properties from Tara Gold Resources Corp. Terms of the agreement required the Company to issue 500,000 restricted shares of common stock of the Company. On October 6 the Company issued the required restricted common stock of the Company for a stock subscription price of $100,000 ($0.20 per share).

NOTE 5 GOING CONCERN

As reflected in the accompanying financial statements, the Company is in the exploration stage with no operations and has a negative cash flow from operations of $80,255 from inception and an accumulated deficit during the exploration stages of $92,492 from inception. This raises serious substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company’s ability to raise additional capital and implement its business plan. These financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.

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Item 2. Management's Discussions and Analysis or Plan of Operation

Forward-Looking Statements

Some of the statements contained in this Form 10-QSB that are not historical facts are “forward-looking statements” which can be identified by the use of terminology such as “estimates,” “projects,” “plans,” “believes,” “expects,” “anticipates,” “intends,” or the negative or other variations, or by discussions of strategy that involve risks and uncertainties. We urge you to be cautious of the forward-looking statements, that such statements, which are contained in this Form 10-QSB, reflect our current beliefs with respect to future events and involve known and unknown risks, uncertainties and other factors affecting our operations, market growth, services, products and licenses. No assurances can be given regarding the achievement of future results, as actual results may differ materially as a result of the risks we face, and actual events may differ from the assumptions underlying the statements that have been made regarding anticipated events. Some of the factors that may cause actual results, our performance or achievements, or industry results, to differ materially from those contemplated by such forward-looking statements include without limitation the following:

• our ability to attract and retain management;

• our growth strategies;

• anticipated trends in our business;

• environmental risks;

• exploration and development risks;

• competition;

• the ability of our management team to execute its plans to meet its goals;

• general economic conditions, whether internationally, nationally or in the regional and local market areas in which we are doing business, that may be less favorable than expected; and

• other economic, competitive, governmental, legislative, regulatory, geopolitical and technological factors that may negatively impact our businesses, operations and pricing.

All written and oral forward-looking statements made in connection with this Form 10-QSB that are attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. Given the uncertainties that surround such statements, you are cautioned not to place undue reliance on such forward-looking statements.

Overview

Raven Gold Corp. ("the Company", "we", "us") was incorporated in the state of Nevada on February 9, 2005. On April 26, 2005, the Company entered into a Purchase and Sale Agreement with Gudmund Lovang, an individual residing in North Vancouver British Columbia, whereby he sold to us a 100% undivided right title and interest in one mineral claim located in the Skeena Mining Division of British Columbia, Canada known as the Big Mike mineral property. We acquired this interest in the Big Mike property by paying $3,000 to Mr. Lovang. During the year ended April 30, 2006 the Company decided to discontinue exploration work on the Big Mike mineral project property and consequently the mineral rights were impaired 100%.

On June 1, 2006 the company entered an agreement with Tara Gold Resources Corp for the "Las Minita" property. The Las Minitas Property is located in Sonora, Mexico, approximately 40 air kilometers northwest of the town of Alamos. The property lies at the western edge of the province known as the Sierra Madre Occidental gold-silver belt where a number of successful gold/silver exploration projects are ongoing. Historical information regarding Las Minitas indicates three mineralized zones of interest that contain an estimated of 13,534,398 million tonnes of ore grading 7.58 oz/t silver and 0.0089 oz/t gold. Metallurgical testing indicates that recoveries of 90% for both silver and gold may be achievable by cyanidation alone. The Company will focus its initial efforts on the validation of the previous exploration work that outlined three wide, high-grade, lode-type mineralized bodies: the North, Central, and El Negro zones, with postulated strike lengths of 400, 500, and 700 meters respectively. These three zones are considered to be outstanding precious metal exploration targets and Tara Gold is currently developing a plan to confirm previous findings and conduct a focused sampling and drilling program.

On May 30, 2006 the company entered an agreement with Tara Gold Resources Corp for the "La Currita" property. In this agreement Raven Gold Corp. has the option to earn up to 60% interest in the La Currita Groupings by making certain payments to Tara Gold, issuing 750,000 shares, making all remaining property payments and by spending a minimum of $3.5 million over the next 36 months. In addition to the capital investment on exploration and mill expansion, Raven Gold Corp. is required to expand the La Currita Mill to a minimum of 4,000 tons per month before earning 40% and a minimum of 8,000 tons per month before earning 60% interest. The property includes 4 mines, a 150 ton/day operating floatation mill and stockpiled ore. The La Currita mine was in steady production from 1983 until 1998. A diamond drilling exploration program conducted in 1998 indicated 109,000 tons of 2.59 g/t Au and 200 g/t Ag. La Currita Groupings are located in the Sierra Madre Gold-Silver belt.

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Our financial results depend upon many factors, particularly the price of gold and silver and our ability to market our production. Commodity prices are affected by changes in market demands, which are impacted by overall economic activity, basis differentials and other factors. As a result, we cannot accurately predict future gold and silver prices, and therefore, we cannot determine what effect increases or decreases will have on our capital program, production volumes and future revenues. In addition to production volumes and commodity prices, finding and developing sufficient amounts of gold and silver reserves at economical costs are critical to our long-term success.

Plan of Operation

Our plan of operation for the next twelve months is to complete our efforts on the validation of the previous exploration work with respect to the “Las Minita” and “La Currita” properties.

We have not earned any revenues from the date of our incorporation on February 9, 2005 to October 31, 2006. We do not anticipate earning revenues unless we achieve net operating revenues from our “Las Minita” and “La Currita” properties, which is questionable pending the exploration and mill expansion results.  We have not commenced the exploration stage of our business and can provide no assurance that we will discover gold or mineral findings on the properties, or if such findings are discovered, that we will enter into commercial production.

Results of Operations

Three Months Ended October 31, 2006 Compared to Three Months Ended October 31, 2005

We did not have any revenues for the three months ended October 31, 2006.

We did not incur any exploration expenses during the three months ended October 31, 2006 and 2005, as we have not commenced the exploration stage of our business. As we did not earn any revenues for three months ended October 31, 2006, our cost of revenues for three months ended October 31, 2006 was 0.

Our principal expenses during the three months ended October 31, 2006 were listing and filings fees associated listing, professional, administrate and foreign currency transaction costs. Our listing and filing expenses during the three months ended October 31, 2006 and 2005 increased approximately 962% from $1,805 to $19,165. The primary reasons for the increase were the additional transactions requiring higher filing costs.

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Our professional fees, including legal, accounting and public relations fees, were $6,812 for the three months ended October 31, 2006, as compared to $4,438 during the three months ended October 31, 2005. The primary reason for the increase of $2,374 or 53.5% was due an increase in our investor relations fees for period ended October 31, 2006.

Our general and administrative expenses were $337 for the three months ended October 31, 2006, as compared to $3,050 during the three months ended October 31, 2005. The decreased level of expenses being incurred by the Company arises out of its efforts to reduce overhead expenses and manage administrative costs.

Total expenses for the three months ended October 31, 2006 were $26,314 as compared to $9,293 for the three months ended October 31, 2005, representing an increase in total expenses of $17,021 or 183%. The increase was primarily due to a substantial increase in filing costs incurred by the Company associated with an increased amount of transactions undertaken by the Company.

Our net loss for the three months ended October 31, 2006 was $27,607 compared to a net loss of $9,293 for three months ended October 31, 2005, an increase of $18,314, or 197%. The net loss increase was primarily due to the listing and filing expenses incurred by us in satisfying requirements of being a reporting company.

Six Months Ended October 31, 2006 Compared to Six Months Ended October 31, 2005

We did not have any revenues for the six months ended October 31, 2006.

We did not incur any exploration expenses during the six months ended October 31, 2006 and 2005, as we have not commenced the exploration stage of our business. As we did not earn any revenues for six months ended October 31, 2006, our cost of revenues for six months ended October 31, 2006 were 0.

Our principal expenses during the six months ended October 31, 2006 were listing and filings fees associated primarily composed of professional fees, administrative and investor relation costs. Our listing and filing expenses during the six months ended October 31, 2006 and 2005 increased approximately 622.16% from $2,712 to $19,585. The primary reasons for the increase were the more transactions undertaken by the Company requiring higher compliance and filing costs.

Our professional fees, including legal, accounting and public relations fees, were $13,039 for the six months ended October 31, 2006, as compared to $7,452 during the six months ended October 31, 2005. The primary reason for the increase of $5,587 or 74.97% was the investor relations fee of $5,000.

Our general and administrative expenses were $368 for the six months ended October 31, 2006, as compared to $6,140 during the six months ended October 31, 2005. The decreased level of expenses being incurred by the Company is attributed to our efforts to reduce general and administrative costs and a better management of costs.

Total expenses for the six months ended October 31, 2006 were $32,992 as compared to $16,304 for the six months ended October 31, 2005, representing an increase in total expenses of $16,688 or 102.35%. The increase was primarily due to higher listing, filing and investor relations costs.

Our net loss for the six months ended October 31, 2006 was $34,285 compared to a net loss of $16,313 for six months ended October 31, 2005, an increase of $17,972, or 102%. The net loss increase was primarily due to an increase in professional, listing and filing fees.

Liquidity and Capital Resources

Our total current assets as of October 31, 2006 were $186,592, including $176,465 in cash as compared with $1,370 in total current assets as of April 30, 2005, which included cash of $0. Additionally, we had a shareholders deficiency in the amount of $35,872 as of October 31, 2006 as compared to shareholders’ deficiency of $1,587 as of April 30, 2005. We have historically incurred losses and have financed our operations through loans and from the proceeds of the corporation selling shares of our common stock privately.

The number of common shares outstanding increased from 7,424,000 to 37,120,000 as of October 31, 2006. This increase was primarily a result of a 5-for-1 forward stock split of the Company’s common stock which was we effected in August of 2006.

We had $23,678 of negative cashflow (cash outflow) from operating activities for the six months ended on October 31, 2006, compared to a negative cash flow of $19,805 for the six months ended October 31, 2005, an increase in cash outflow of approximately 19.5% or $3,873.

We had $1,778,100 of cash inflow from financing activities during the six months ended October 31, 2006, as compared to no cash flow from financing activities for the six months ended October 31, 2005, attributable to issuance of promissory notes payable.

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We had $1,575,000 cash outflow from investing activities for the six months ended on October 31, 2006, and we did not have any cash outflow from investing activities during the six months ended on October 31, 2005.

The on-going negative cash flow from operations raises substantial doubt about the Company's ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan.

The Company has not realized any revenues since inception, and for the six month period ended October 31, 2006, and it is presently operating at an ongoing deficit.

We have not attained profitable operations and will require additional funding in order to cover the anticipated professional fees and general administrative expenses and to proceed with the anticipated investigation to identify and purchase new mineral properties worthy of exploration or any other business opportunities that may become available to the company. The Company anticipates that additional funding will be required in the form of equity financing from the sale of the company's common stock. However, the Company cannot provide investors with any assurance that it will be able to raise sufficient funding from the sale of its common stock to fund the purchase and the development of any future projects. The Company believes that debt financing will not be an alternative for funding future corporate programs. The Company does not have any arrangements in place for any future equity financings.

Off Balance Sheet Arrangements

We do not have any off balance sheet arrangements that are reasonably likely to have a current or future effect on our financial condition, revenues, results of operations, liquidity or capital expenditures.

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CRITICAL ACCOUNTING POLICIES

We have identified the policies outlined below as critical to our business operations. The list is not intended to be a comprehensive list of all of our accounting policies. In many cases, the accounting treatment of a particular transaction is specifically dictated by accounting principles generally accepted in the United States, with no need for management's judgment in their application. The impact and any associated risks related to these policies on our business operations are discussed throughout Management's Plan of Operations where such policies affect our reported and expected financial results. Note that our preparation of the financial statements requires us to make estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of our financial statements, and the reported amounts of revenue and expenses during the reporting period. There can be no assurance that actual results will not differ from those estimates.

Mineral Interest

Pursuant to SFAS No. 141 and SFAS No. 142, as amended by EITF 04-02, mineral interest associated with other than owned properties are classified as tangible assets. The mineral rights will be amortized using the units-of-production method when production at each project commences.

Long-lived Assets

The Company accounts for long-lived assets under the statements of Financial Accounting Standards Nos. 142 and 144 “Accounting for Goodwill and Other Intangible Assets” and “Accounting for Impairment or Disposal of Long-lived Assets” (“SFAS No. 142 and 144”). In accordance with SFAS No. 142 and 144, long-lived assets held and used by the Company are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. For purposes of evaluating the recoverability of long-lived assets, goodwill and intangible assets, the recoverability test is performed using undiscounted net cash flows related to the long-lived assets.

Income Taxes

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 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 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.

Going Concern

As reflected in the accompanying financial statements, the Company is in the exploration stage and has not commenced the exploration stage of its business and has a negative cash flow from operations of $80,255 from inception. This raises substantial doubt about its ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Company's ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.

Management believes that actions presently being taken to obtain additional funding and implement its strategic plans provide the opportunity for the Company to continue as a going concern.

We currently do not have enough cash to satisfy our minimum cash requirements for the next twelve months. In addition, we will require additional funds to expand operations.

Recent Accounting Pronouncements

Statement of Financial Accounting Standards ("SFAS") No. 151, "Inventory Costs - an amendment of ARB No. 43, Chapter 4"" SFAS No. 152, "Accounting for Real Estate Time-Sharing Transactions - an amendment of FASB Statements No. 66 and 67," SFAS No. 153, "Exchanges of Non-monetary Assets - an amendment of APB Opinion No. 29," and SFAS No. 123 (revised 2004), "Share-Based Payment," were recently issued. SFAS No. 151, 152, 153 and 123 (revised 2004) have no current applicability to the Company and have no effect on the financial statements.

SFAS 155, Accounting for certain Hybrid Financial Instruments and SFAS 156, Accounting for servicing of Financial Assets were recently issued. SFAS 155 and 156 have no current applicability to the Company and have no effect on the financial statements.

In May 2005, the FASB issued SFAS 154, Accounting Changes and Error Corrections. This Statement replaces APB Opinion No. 20, Accounting Changes, and FASB statement No 3, Reporting Accounting Changes in Interim Financial Statements, and changes the requirements for the accounting for and reporting of a change in accounting principle. This (Expressed in U.S. Dollars) Statement applies to all voluntary changes in accounting principle. It also applies to changes required by an accounting pronouncement in the usual instance that the pronouncement does not include specific transition provisions. SFAS 154 also requires that a change in depreciation, amortization or depletion method for long-lived, non-financial assets be accounted for as a change in accounting estimate effected by a change in accounting principle. This Statement is effective in fiscal years beginning after December 15, 2005. The Company has not yet determined the effect of implementing this standard.

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Item 3. Controls and Procedures

Our management, which includes our Chief Executive Officer and our Chief Financial Officer, have conducted an evaluation of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-14(c) promulgated under the Securities and Exchange Act of 1934, as amended) as of a date (the "Evaluation Date") as of the end of the period covered by this report. Based upon that evaluation, our management has concluded that our disclosure controls and procedures are effective for timely gathering, analyzing and disclosing the information we are required to disclose in our reports filed under the Securities Exchange Act of 1934, as amended. There have been no significant changes made in our internal controls or in other factors that could significantly affect our internal controls subsequent to the end of the period covered by this report based on such evaluation.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not currently a party to, nor is any of its property currently the subject of, any pending legal proceeding. None of the Company's directors, officers or affiliates is involved in a proceeding adverse to the Company's business or has a material interest adverse to the Company's business.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

On October 6, 2006 the Company issued 500,000 restricted shares of common stock to Tara Gold Resources Corp. (“Tara Gold”) in consideration of $100,000, $0.20 per share, pursuant to the agreement signed with Tara Gold on equal date under which the Company acquired certain mineral properties.

Item 3. Defaults Upon Senior Securities

None

Item 4. Submission of Matters to a Vote of Security Holders

None

Item 5. Other Information

Resignation of Gary Haukeland as Chief Financial Officer.

On October 17, 2006, Gary Haukeland resigned as the Chief Financial Officer of the Company.

Appointment of Bashir Virji as Chief Financial Officer

On October 17, 2006, our board of directors appointed Bashir Virji as Chief Financial Officer of the Company. Mr. Virji does not have any family relationship with any director, executive officer or person nominated or chosen by the Company to become a director or executive officer.

Bashir Virji .   Mr. Virji became our Chief Financial Officer on October 17, 2006. Prior to joining the Company, Mr. Virji was controller at Point of View Developments, a major land developer and condominium builder in North America based in Calgary, Canada. From 2005 to 2006 Mr. Virji was a manager at Fairman Law, a chartered Accounting practice in London, UK. From 2003 to 2004, Mr. Virji served as the Chief Financial Officer at Genesis Land Development Corp., a major land developer in Alberta, Canada and a TSX listed company based in Calgary, Canada. From 1993 to 2002, Mr. Virji served as the Chief Financial Officer at VECO Canada Ltd, an engineering, procurement and construction company in the energy sector based in Calgary. Canada. Mr. Virji originally secured his Chartered Accountant designation in the UK in the late seventies and his Canadian designation in the mid-eighties.

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Item 6. Exhibits and Report on Form 8-K

3(i)1	Articles of Incorporation of Raven Gold Corp. (1)
3(i)(2)	Certificate of Amendment to the Articles of Incorporation of Raven Gold Corp. (the "Company"), filed with the Secretary of the State of Nevada on August 11, 2006, changing the name of the Company from Riverbank Resources Corp. to Raven Gold Corp. (2)
3(i)(3)	Certificate of Amendment to the Articles of Incorporation of Raven Gold Corp. (the "Company"), filed with the Secretary of the State of Nevada on August 17, 2006, effecting a 5-for-1 forward stock split of the Company’s common stock. (2)
3(ii)	By-laws of Raven Gold Inc (formerly Riverbank Resources Corp.) (1)
10.1	Agreement between Amermin S.A. de C.V and Tara Gold Resources Corp. (3)
10.2	Agreement between Las Minitas Groupings and Tara Gold Resources Corporation. (3)
16.1	Letter from Webb & Company, P.A. dated September 19, 2006. (4)
16.1	Letter from Webb & Company, P.A. dated September 27, 2006. (5)
31.1	Certification of Periodic Financial Reports by Blair Naughty in satisfaction of Section 302 of the Sarbanes-Oxley Act of 2002. *
31.2	Certification of Periodic Financial Reports by Bashir Virji in satisfaction of Section 302 of the Sarbanes-Oxley Act of 2002. *
32.1	Certification of Periodic Financial Reports by Blair Naughty in satisfaction of Section 906 of the Sarbanes-Oxley Act of 2002 and 18 U.S.C. Section 1350. *
32.2	Certification of Periodic Financial Reports by Bashir Virji in satisfaction of Section 906 of the Sarbanes-Oxley Act of 2002 and 18 U.S.C. Section 1350. *

* Filed Herewith

(1) Incorporated by reference to the Company’s Registration Statement filed on Form SB-2 with the SEC on June 18, 2005.

(2) Shall be filed by via an amendment.

(3) Incorporated by reference to the Company’s Current Report filed on Form 8-K with the SEC on September 22, 2006.

(4) Incorporated by reference to the Company’s Current Report filed on Form 8-K with the SEC on September 20, 2006.

(5) Incorporated by reference to the Company’s Current Report filed on Form 8-K with the SEC on September 29, 2006.

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SIGNATURES

   Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	RAVEN GOLD CORP.
Date: June 25, 2007	By:	/s/ Blair Naughty
		Blair Naughty
		Chief Executive Officer and President

Date: June 25, 2007	By:	/s/  Bashir Virji
		Bashir Virji
		Chief Financial Officer, acting Principal Financial Officer, and acting Principal Accounting Officer

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