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 MAY 31, 2010

                        Commission file number 333-148710


                            SANDFIELD VENTURES CORP.
             (Exact name of registrant as specified in its charter)

                                     Nevada
         (State or other jurisdiction of incorporation or organization)

                         Third Floor, Olde Towne Marina
                       Sandyport, Nassau, Bahamas SP-63777
          (Address of principal executive offices, including zip code)

                                  888-593-0181
                     (Telephone number, including area code)

                            Resident Agents of Nevada
                          711 S. Carson Street, Suite 4
                              Carson City, NV 89701
                     (Name and Address of Agent for Service)

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 last 90 days. YES [X] NO [ ]

Indicate by check mark whether the registrant has submitted electronically and
posted on its corporate Web site, if any, every Interactive Data File required
to be submitted and posted pursuant to Rule 405 of Regulation S-T (ss.232.405 of
this chapter) during the preceding 12 months (or for such shorter period that
the registrant was required to submit and post such files). YES [ ] NO [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting company. See
the definitions of "large accelerated filer, "accelerated filer,"
"non-accelerated filer," and "smaller reporting company" in Rule 12b-2 of the
Exchange Act.

     Large accelerated filer [ ]             Accelerated filer [ ]

     Non-accelerated filer [ ]               Smaller reporting company [X]

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
equity, as of the latest practicable date: 7,000,000 shares as of July 15, 2010


ITEM 1. FINANCIAL STATEMENTS

The un-audited financial statements for the quarter ended May 31, 2010
immediately follow.

                                       2

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                                  Balance Sheet


                                                                     As of              As of
                                                                    May 31,          November 30,
                                                                     2010               2009
                                                                   --------           --------
                                                                                
                                     ASSETS
CURRENT ASSETS
  Cash                                                             $ 15,656           $ 22,937
  Deposits                                                               --              1,400
                                                                   --------           --------
TOTAL CURRENT ASSETS                                                 15,656             24,337
                                                                   --------           --------

      TOTAL ASSETS                                                 $ 15,656           $ 24,337
                                                                   ========           ========

                       LIABILITIES & STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
  Due to a Director                                                $     --           $    500
                                                                   --------           --------
TOTAL CURRENT LIABILITIES                                                --                500
                                                                   --------           --------
      TOTAL LIABILITIES                                                  --                500
                                                                   --------           --------

STOCKHOLDERS' EQUITY
  Common stock, ($0.001 par value, 75,000,000 shares
   authorized; 7,000,000 shares issued and outstanding
   as of May 31, 2010 and November 30, 2009                           7,000              7,000
  Additional paid-in capital                                         68,000             68,000
  Deficit accumulated during exploration stage                      (59,345)           (51,163)
                                                                   --------           --------
TOTAL STOCKHOLDERS' EQUITY                                           15,656             23,837
                                                                   --------           --------

      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                     $ 15,656           $ 24,337
                                                                   ========           ========


                       See Notes to Financial Statements

                                       3

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                             Statement of Operations



                                                                                                          November 5, 2007
                                              Three Months    Three Months     Six Months     Six Months    (inception)
                                                 Ended           Ended           Ended          Ended         through
                                                May 31,         May 31,         May 31,        May 31,        May 31,
                                                 2010            2009            2010           2009           2010
                                              -----------     -----------     -----------    -----------    -----------
                                                                                                  
REVENUES
  Revenues                                    $        --     $        --     $        --    $        --    $        --
                                              -----------     -----------     -----------    -----------    -----------
TOTAL REVENUES                                         --              --              --             --             --

PROFESSIONAL FEES                                   1,400           1,400           4,400          4,300         19,300
MINERAL EXPENDITURES                                   --              --              --             --         24,540
GENERAL & ADMINISTRATIVE EXPENSES                   1,870             459           3,781          2,040         15,505
                                              -----------     -----------     -----------    -----------    -----------
TOTAL GENERAL & ADMINISTRATIVE EXPENSES            (3,270)         (1,859)         (8,181)        (6,340)       (59,345)
                                              -----------     -----------     -----------    -----------    -----------

NET INCOME (LOSS)                             $    (3,270)    $    (1,859)    $    (8,181)   $    (6,340)   $   (59,345)
                                              ===========     ===========     ===========    ===========    ===========

BASIC EARNING (LOSS) PER SHARE                $     (0.00)    $     (0.00)    $     (0.00)   $     (0.00)
                                              ===========     ===========     ===========    ===========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING                      7,000,000       7,000,000       7,000,000      7,000,000
                                              ===========     ===========     ===========    ===========

                        See Notes to Financial Statements

                                       4

                        SANDFIELD VENTURES CORP.
                     (An Exploration Stage Company)
                        Statement of Cash Flows



                                                                                                 November 5, 2007
                                                                    Six Months     Six Months      (inception)
                                                                      Ended           Ended          through
                                                                     May 31,         May 31,         May 31,
                                                                      2010            2009            2010
                                                                    --------        --------        --------
                                                                                           
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                                 $ (8,181)       $ (6,340)       $(59,345)
  Adjustments to reconcile net loss to net cash
   provided by (used in) operating activities:
  Changes in operating assets and liabilities:
    Deposits                                                           1,400          (4,500)             --
    Accounts Payable                                                      --          (2,850)             --
    Due to a Director                                                   (500)             --              --
                                                                    --------        --------        --------

           NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES        (7,281)        (13,690)        (59,345)

CASH FLOWS FROM INVESTING ACTIVITIES

           NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES            --              --              --

CASH FLOWS FROM FINANCING ACTIVITIES
  Issuance of common stock                                                --              --           7,000
  Additional paid-in capital                                              --              --          68,000
                                                                    --------        --------        --------
           NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES            --              --          75,000
                                                                    --------        --------        --------
           NET INCREASE (DECREASE) IN CASH                            (7,281)        (13,690)         15,656

CASH AT BEGINNING OF PERIOD                                           22,937          50,675              --
                                                                    --------        --------        --------

CASH AT END OF YEAR                                                 $ 15,656        $ 36,985        $ 15,656
                                                                    ========        ========        ========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                          $     --        $     --        $     --
                                                                    ========        ========        ========

  Income Taxes                                                      $     --        $     --        $     --
                                                                    ========        ========        ========

                        See Notes to Financial Statements

                                       5

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2010


NOTE 1. ORGANIZATION AND DESCRIPTION OF BUSINESS

Sandfield  Ventures Corp. (the Company) was  incorporated  under the laws of the
State of Nevada on  November  5, 2007.  The  Company was formed to engage in the
acquisition, exploration and development of natural resource properties.

The  Company  is in the  exploration  stage.  Its  activities  to date have been
limited to capital formation, organization, development of its business plan and
has completed the first two stages of its exploration program.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF ACCOUNTING

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected a November 30, year-end.

BASIC EARNINGS (LOSS) PER SHARE

ASC No. 260, "Earnings Per Share",  specifies the computation,  presentation and
disclosure requirements for earnings (loss) per share for entities with publicly
held common stock. The Company has adopted the provisions of ASC No. 260.

Basic net  earnings  (loss) per share  amounts is computed  by dividing  the net
earnings  (loss) by the weighted  average  number of common shares  outstanding.
Diluted  earnings  (loss)  per share are the same as basic  earnings  (loss) per
share due to the lack of dilutive items in the Company.

CASH EQUIVALENTS

The Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

USE OF ESTIMATES AND ASSUMPTIONS

The preparation of 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. In accordance with ASC No. 250
all adjustments are normal and recurring.

                                       6

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2010


NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

INCOME TAXES

Income taxes are provided in accordance with ASC No. 740,  Accounting for Income
Taxes.  A  deferred  tax  asset  or  liability  is  recorded  for all  temporary
differences   between  financial  and  tax  reporting  and  net  operating  loss
carryforwards. Deferred tax expense (benefit) results from the net change during
the year of deferred tax assets and liabilities.

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion of all of the deferred
tax assets will be realized.  Deferred tax assets and  liabilities  are adjusted
for the effects of changes in tax laws and rates on the date of enactment.

REVENUE

The Company  records  revenue on the accrual  basis when all goods and  services
have been performed and  delivered,  the amounts are readily  determinable,  and
collection  is  reasonably  assured.  The Company has not  generated any revenue
since its inception.

ADVERTISING

The  Company  will  expense its  advertising  when  incurred.  There has been no
advertising since inception.

NOTE 3. RECENT ACCOUNTING PRONOUCEMENTS

In  February  2010,  the FASB issued  Accounting  Standards  Update  ("ASU") No.
2010-09,  "Amendments to Certain Recognition and Disclosure  Requirements" ("ASU
2010-09"),  which is included in the FASB Accounting Standards Codification (the
"ASC") Topic 855 (Subsequent Events). ASU 2010-09 clarifies that an SEC filer is
required  to evaluate  subsequent  events  through  the date that the  financial
statements  are issued.  ASU 2010-09 is effective upon the issuance of the final
update  and  did  not  have a  significant  impact  on the  Company's  financial
statements.

In January 2010, the FASB issued ASU No. 2010-06,  "Improving  Disclosures about
Fair Value Measurements" ("ASU 2010-06"), which is included in the ASC Topic 820
(Fair Value Measurements and Disclosures).  ASU 2010-06 requires new disclosures
on the amount and  reason for  transfers  in and out of Level 1 and 2 fair value
measurements.  ASU 2010-06 also  requires  disclosure of  activities,  including
purchases,  sales,  issuances,  and  settlements  within  the Level 3 fair value
measurements  and  clarifies  existing  disclosure  requirements  on  levels  of
disaggregation  and  disclosures  about  inputs and  valuation  techniques.  ASU
2010-06 is effective for interim and annual  reporting  periods  beginning after
December 15, 2009. The Company is currently  assessing the impact of adoption of
ASU 2009-14 and does not currently plan to early adopt.

                                       7

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2010


NOTE 3. RECENT ACCOUNTING PRONOUCEMENTS (Continued)

In August 2009 the FASB issued  Accounting  Standards Update ("ASU") No. 2009-05
"Amendments to Certain Recognition and Disclosure Requirements", ("ASU 2009-05")
which  is  included  in  the  ASC  Topic  820  (Fair  Value   Measurements   and
Disclosures). ASU 2009-05 provides clarification that the fair value measurement
of  liabilities  in which a quoted price in an active  market for the  identical
liability is not available  should be developed  based on a valuation  technique
that uses the quoted price of the identical liability when traded as an asset or
quoted prices for similar liabilities when traded as assets or another valuation
technique that is consistent  with the principles of Topic 820. ASU 2009-05 also
clarifies  that there is no  requirement to adjust the fair value related to the
existence of a restriction  that prevents the transfer of the liability and that
both a quoted  price in an active  market  for the  identical  liability  at the
measurement date and the quoted price for the identical liability when traded as
an asset in an active  market  when no  adjustments  to the quoted  price of the
asset  are  required  are  Level 1 fair  value  measurements.  ASU  2009-05  was
effective  for the Company as of October 31, 2009 and did not have a significant
impact on the Company's financial statements.

In June 2009,  the FASB  issued  SFAS No. 168,  "The FASB  Accounting  Standards
Codification and the Hierarchy of Generally Accepted  Accounting  Principles - a
replacement of FASB Statement No. 162" ("SFAS No. 168").  Under SFAS No. 168 the
"FASB Accounting Standards Codification" ("Codification") will become the source
of authoritative U. S. GAAP to be applied by nongovernmental entities. Rules and
interpretive  releases of the Securities and Exchange  Commission  ("SEC") under
authority of federal  securities laws are also sources of authoritative GAAP for
SEC registrants.

SFAS No. 168 is effective for financial statements issued for interim and annual
periods ending after September 15, 2009. On the effective date, the Codification
will supersede all then-existing non-SEC accounting and reporting standards. All
other  non-grandfathered  non-SEC  accounting  literature  not  included  in the
Codification  will become  non-authoritative.  SFAS No. 168 is effective for the
Company's interim quarterly period beginning July 1, 2009.

In June 2009,  the  Securities  and  Exchange  Commission's  Office of the Chief
Accountant  and Division of Corporation  Finance  announced the release of Staff
Accounting  Bulletin  (SAB) No. 112. This staff  accounting  bulletin  amends or
rescinds portions of the interpretive  guidance included in the Staff Accounting
Bulletin Series in order to make the relevant  interpretive  guidance consistent
with current  authoritative  accounting and auditing guidance and Securities and
Exchange Commission rules and regulations.  Specifically,  the staff is updating
the Series in order to bring  existing  guidance  into  conformity  with  recent
pronouncements by the Financial Accounting Standards Board, namely, Statement of
Financial  Accounting Standards No. 141 (revised 2007),  Business  Combinations,
and  Statement  of  Financial  Accounting  Standards  No.  160,  Non-controlling
Interests  in  Consolidated  Financial  Statements.   The  statements  in  staff
accounting bulletins are not rules or interpretations of the Commission, nor are
they published as bearing the  Commission's  official  approval.  They represent
interpretations  and practices  followed by the Division of Corporation  Finance
and  the  Office  of  the  Chief  Accountant  in  administering  the  disclosure
requirements of the Federal securities laws.

                                       8

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2010


NOTE 3. RECENT ACCOUNTING PRONOUCEMENTS (Continued)

In April  2009,  the  FASB  issued  FSP No.  FAS  107-1  and APB  28-1,  Interim
Disclosures  about Fair Value of  Financial  Instruments.  This FSP amends  FASB
Statement No. 107,  Disclosures  about Fair Value of Financial  Instruments,  to
require  disclosures  about  fair value of  financial  instruments  for  interim
reporting  periods of publicly traded  companies as well as in annual  financial
statements. This FSP also amends APB Opinion No. 28,

Interim  Financial  Reporting,   to  require  those  disclosures  in  summarized
financial  information at interim reporting periods. This FSP shall be effective
for interim  reporting  periods ending after June 15, 2009. The Company does not
have any fair value of financial instruments to disclose.

In April 2009, the FASB issued FSP No. FAS 115-2 and FAS 124-2,  Recognition and
Presentation   of   Other-Than-Temporary   Impairments.   This  FSP  amends  the
other-than-temporary  impairment  guidance in U.S.  GAAP for debt  securities to
make  the  guidance  more  operational  and  to  improve  the  presentation  and
disclosure of other-than-temporary  impairments on debt and equity securities in
the  financial  statements.  The FSP does not  amend  existing  recognition  and
measurement  guidance  related  to  other-than-temporary  impairments  of equity
securities.  The FSP shall be effective for interim and annual reporting periods
ending after June 15, 2009.  The Company  currently  does not have any financial
assets that are other-than-temporarily impaired.

In April  2009,  the FASB  issued FSP No. FAS  141(R)-1,  Accounting  for Assets
Acquired  and  Liabilities  Assumed  in a Business  Combination  That Arise from
Contingencies,  to address some of the application issues under SFAS 141(R). The
FSP deals with the initial recognition and measurement of an asset acquired or a
liability  assumed in a business  combination  that  arises  from a  contingency
provided the asset or liability's  fair value on the date of acquisition  can be
determined.  When the fair value can-not be  determined,  the FSP requires using
the  guidance  under  SFAS  No.  5,  Accounting  for  Contingencies,   and  FASB
Interpretation (FIN) No. 14, Reasonable Estimation of the Amount of a Loss.

This FSP was effective for assets or liabilities  arising from  contingencies in
business  combinations  for which the acquisition date is on or after January 1,
2009.  The adoption of this FSP has not had a material  impact on our  financial
position,  results of operations,  or cash flows during the six months ended May
31, 2010.

In April 2009, the FASB issued FSP No. FAS 157-4,  "Determining  Fair Value When
the Volume and Level of Activity for the Asset or Liability  Have  Significantly
Decreased and Identifying  Transactions That Are Not Orderly" ("FSP FAS 157-4").
FSP FAS 157-4 provides  guidance on estimating  fair value when market  activity
has  decreased   and  on   identifying   transactions   that  are  not  orderly.
Additionally,  entities are  required to disclose in interim and annual  periods
the inputs and  valuation  techniques  used to measure  fair value.  This FSP is
effective for interim and annual periods ending after June 15, 2009. The Company
does not expect the adoption of FSP FAS 157-4 will have a material impact on its
financial condition or results of operation.

                                       9

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2010


NOTE 3. RECENT ACCOUNTING PRONOUCEMENTS (Continued)

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.

NOTE 4. GOING CONCERN

The  accompanying  financial  statements are presented on a going concern basis.
The Company had no  operations  during the period from November 5, 2007 (date of
inception) to May 31, 2010 and generated a net loss of $59,345.  This  condition
raises  substantial  doubt  about the  Company's  ability to continue as a going
concern.  The  Company is  currently  in the  exploration  stage and has minimal
expenses,  however,  management  believes  that the  company's  current  cash of
$15,656 is  sufficient  to cover the  expenses  they will incur  during the next
twelve months in a limited  operations  scenario or until they raise  additional
funding.

NOTE 5. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common.

                                       10

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2010


NOTE 6. RELATED PARTY TRANSACTIONS

The Company neither owns nor leases any real or personal property.  Between June
1, 2009 and August 31, 2009 the Company  paid a director  $300 per month for use
of office space and  services.  Starting  September 1, 2009 the Company has been
paying a director $500 per month for use of office space and services.

The sole officer and director of the Company may, in the future, become involved
in other business opportunities as they become available, he may face a conflict
in  selecting  between  the Company and his other  business  opportunities.  The
Company has not formulated a policy for the resolution of such conflicts.

NOTE 7. INCOME TAXES

                                                     As of May 31,
                                                         2010
                                                       --------
            Deferred tax assets:
              Net operating tax carryforwards          $ 59,345
              Tax rate                                       34%
                                                       --------
              Gross deferred tax assets                  20,177
              Valuation allowance                       (20,177)
                                                       --------

              Net deferred tax assets                  $      0
                                                       ========

Realization of deferred tax assets is dependent upon  sufficient  future taxable
income during the period that deductible temporary differences and carryforwards
are expected to be available to reduce  taxable  income.  As the  achievement of
required  future taxable income is uncertain,  the Company  recorded a valuation
allowance.

NOTE 8. NET OPERATING LOSSES

As of May 31,  2010,  the  Company has a net  operating  loss  carryforwards  of
approximately $59,345. Net operating loss carryforward expires twenty years from
the date the loss was incurred.

NOTE 9. STOCK TRANSACTIONS

Transactions,  other than employees' stock issuance,  are in accordance with ASC
No. 505.  Thus  issuances  shall be accounted for based on the fair value of the
consideration  received.  Transactions  with  employees'  stock  issuance are in
accordance with ASC No. 718. These issuances shall be accounted for based on the
fair  value  of the  consideration  received  or the fair  value  of the  equity
instruments issued, or whichever is more readily determinable.

                                       11

                            SANDFIELD VENTURES CORP.
                         (An Exploration Stage Company)
                          Notes to Financial Statements
                                  May 31, 2010


NOTE 9. STOCK TRANSACTIONS (Continued)

On November 5, 2007,  the Company  issued a total of 3,000,000  shares of common
stock to Mark Holcombe for cash in the amount of $0.005 per share for a total of
$15,000.

On July 23, 2008, the Company issued a total of 4,000,000 shares of common stock
to 27  unrelated  shareholders  for cash in the amount of $0.015 per share for a
total of $60,000 pursuant to the Compay's SB-2 registration statement.

As of May 31, 2010, the Company had 7,000,000  shares of common stock issued and
outstanding.

NOTE 10. STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of May 31, 2010:

Common stock, $ 0.001 par value: 75,000,000 shares authorized;  7,000,000 shares
issued and outstanding.

                                       12

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

FORWARD LOOKING STATEMENTS

This report contains forward-looking statements that involve risk and
uncertainties. We use words such as "anticipate", "believe", "plan", "expect",
"future", "intend", and similar expressions to identify such forward-looking
statements. Investors should be aware that all forward-looking statements
contained within this filing are good faith estimates of management as of the
date of this filing and actual results may differ materially from historical
results or our predictions of future results.

RESULTS OF OPERATIONS

We are still in our exploration stage and have generated no revenues to date.

We incurred operating expenses of $3,270 and $1,859 for the three months ended
May 31, 2010 and 2009. These expenses consisted of general operating expenses
and professional fees incurred in connection with the day to day operation of
our business and the preparation and filing of our required reports with the
U.S. Securities and Exchange Commission.

Our net loss from inception (November 5, 2007) through May 31, 2010 was $59,345,
of this amount $24,540 were exploration expenditures.

We have sold $75,000 in equity securities to date. We sold $15,000 in equity
securities to our officer and director and $60,000 to independent investors.

The following table provides selected financial data about our company for the
quarter ended May 31, 2010.

                     Balance Sheet Data:           5/31/10
                     -------------------           -------

                     Cash                          $15,656
                     Total assets                  $15,656
                     Total liabilities             $     0
                     Shareholders' equity          $15,656

LIQUIDITY AND CAPITAL RESOURCES

Our cash balance at May 31, 2010 was $15,656. Management believes the current
funds available to the company will fund our operations for the next twelve
months. We are an exploration stage company and have generated no revenue to
date.

PLAN OF OPERATION

Phase 1 of the exploration program on the claims held by the company was
completed in April 2008. We received the results from the geologist and he
recommended that a fill-in sampling (Phase 1A) take place before the Phase 2

                                       13

work was considered. This program entailed sampling about the anomalous,
coincident concentrations of samples from Phase 1. The program required taking a
similar number of samples as taken in Phase 1, but in a more detailed fashion
about the anomalies. The cost for this program was $10,500. The fieldwork was
completed and we received the results.

Based upon the geologist's recommendations we have abandoned further exploration
on the property.

Our plan of operation for the next twelve months is to secure another property
on which we will carry out a new exploration program. Total expenditures over
the next 12 months are expected to be approximately $15,000.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any 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 investors.

ITEM 4. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is accumulated and communicated to our management, including our
principal executive and financial officer, recorded, processed, summarized and
reported within the time periods specified in SEC rules and forms relating to
our company, particularly during the period when this report was being prepared.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING

There have been no changes in our internal control over financial reporting that
occurred during the last fiscal quarter ended May 31, 2010 that have materially
affected, or are reasonably likely to materially affect, our internal control
over financial reporting.

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                           PART II. OTHER INFORMATION

ITEM 6. EXHIBITS

The following exhibits are included with this quarterly filing:

Exhibit No.              Description
-----------              -----------
   3.1        Articles of Incorporation*
   3.2        Bylaws*
  31          Sec. 302 Certification of Principal Executive & Financial Officer
  32          Sec. 906 Certification of Principal Executive & Financial Officer

----------
*    Document is incorporated by reference and can be found in its entirety in
     our Registration Statement on Form SB-2, SEC File Number 333-148710, at the
     Securities and Exchange Commission website at www.sec.gov.

                                   SIGNATURES

Pursuant to the requirements 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.

July 15, 2010                 Sandfield Ventures Corp.


                              /s/ Mark Holcombe
                              --------------------------------------------------
                              By: Mark Holcombe
                              (Chief Executive Officer, Chief Financial Officer,
                              Principal Accounting Officer, President,
                              Secretary, Treasurer & Sole Director)

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