RVNG Raven Gold Corp (CE)

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

FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended January 31, 2011

OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________ to __________

 Nevada 20-2551275
------------------------------- -------------------------------
(State or other jurisdiction of (I.R.S. Employer Identification
 incorporation or organization) Number)

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

Yes [X] No [ ]

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" 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 [ ] No [X]

At March 14, 2011, 35,240,000 shares of the Registrant's Common Stock were outstanding.

ITEM 1. FINANCIAL STATEMENTS

RAVEN GOLD CORP.
(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

Balance Sheets
(Stated in US Dollars)

 January 31, April 30,
 2011 2010
 (Unaudited) (Audited)
 Assets ------------- -------------
Current Assets
 Cash and equivalents $ 158 $ 213
 ------------- -------------
Total current assets $ 158 $ 213
 ------------- -------------
Total assets $ 158 $ 213
 ============= =============

 Liabilities and Stockholders' Deficit

Current Liabilities
 Accounts payable $ 54,596 $ 38,625
 Accounts payable other 13,513 13,323
 Advances from related party 3,100 3,100
 Accrued interest related party 837,505 644,381
 Loans payable related party 2,554,000 2,554,000
 ------------- -------------
Total current liabilities 3,462,714 3,253,429
 ------------- -------------
Total liabilities 3,462,714 3,253,429
 ------------- -------------

 Stockholders' Deficit

Preferred stock, $0.001 par value, 1,000,000
 shares authorized
Common stock, $0.001 par value,500,000,000
 authorized, 35,240,000 shares issued and
 outstanding, respectively 35,240 35,240
Additional paid-in capital 565,907 565,907
Deficit accumulated during the exploration stage (4,063,703) (3,854,363)
 ------------- -------------
Total stockholders' deficit (3,462,556) (3,253,216)
 ------------- -------------
 Total liabilities and stockholders' deficit $ 158 $ 213
 ============= =============

The accompanying notes are an integral part of these financial statements

RAVEN GOLD CORP.
(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

Statements of Operations
(Stated in US Dollars)

(Unaudited)

 From Inception
 February 9,
 Three months ended Nine months ended 2005 to
 January 31, January 31, January 31,
 2011 2010 2011 2010 2011
 ------------- ------------- ------------- ------------- -------------
Expenses
 Exploration
 costs and
 expenses$ - $ - $ - $ - $ 29,750
 General and
 administrative 18 18 54 96 154,512
 Professional
 fees 1,500 5,743 9,000 12,243 220,712
 Listing and
 filing - - 6,736 - 55,565
 Investor
 relations - - - - 35,670
 ------------- ------------- ------------- ------------- -------------
Total
 expenses 1,518 5,761 15,790 12,339 496,209
 ------------- ------------- ------------- ------------- -------------

Loss before
 other income
 and expenses (1,518) (5,761) (15,790) (12,339) (496,209)

Other income
 and (expenses)
 Interest
 expense (64,374) (64,374) (193,124) (193,124) (837,505)
 Foreign currency
 translation
 (loss) (552) (155) (426) (6,101) (1,989)
 Impairment (loss)
 of mineral
 rights - - - - (2,728,000)
 ------------- ------------- ------------- ------------- -------------
Total other
 income
 (expense) (64,926) (64,529) (193,550) (199,225) (3,567,494)
 ------------- ------------- ------------- ------------- -------------

Net loss
 for the
 period $ (66,444) $ (70,290) $ (209,340) $ (211,564) $ (4,063,703)
 ============= ============= ============= ============= =============

Net Loss Per
 Share Basic
 and Diluted
 on continuing
 operations
 $ (0.00) $ (0.00) $ (0.01) $ (0.01)
 ============= ============= ============= =============

Weighted
 average
 number of
 shares
 outstanding
 35,240,000 35,240,000 35,240,000 35,240,000
 ============= ============= ============= =============

The accompanying notes are an integral part of these financial statements

RAVEN GOLD CORP.
(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

Statements of Stockholders' Equity (Deficit) from February 9, 2005 (Date of Inception) to January 31, 2011

(Stated in US Dollars)

(Unaudited)

 Deficit
 Accumulated
 Common Shares Additional During the
 ---------------------- Paid-in Exploration
 Shares Amount Capital Stage Total
 ------------ --------- --------- ------------ ------------
Capital stock
issued for
cash
February 9,
2005:
-at $0.00001 64,200,000 $ 64,200 $(57,780) $ - $ 6,420
-at $0.005 10,040,000 10,040 40,160 - 50,200

Net loss
for the
period
February 9,
2005
(inception)
to April 30,
2005 (7,290) (7,290)
 ------------ --------- --------- ------------ ------------

Balance,
as at
April 30,
2005 74,240,000 74,240 (17,620) (7,290) 49,330

Net loss
for the
year ended
April 30,
2006 (50,917) (50,917)
 ------------ --------- --------- ------------ ------------

Balance,
as at
April 30,
2006 74,240,000 74,240 (17,620) (58,207) (1,587)

Stock issued
for investment
in Joint Venture
at $0.50/share
October 26,
2006 1,000,000 1,000 499,000 - 500,000

Net loss
for the
year ended
April 30,
2007 (154,581) (154,581)
 ------------ --------- --------- ------------ ------------

Balance,
as at
April 30,
2007 75,240,000 75,240 481,380 (212,788) 343,832

Surrender of
stock March 30,
2008 (40,000,000) (40,000) 40,000 - -

Net loss
for the
year ended
April 30,
2008 (3,083,184) (3,083,184)
 ------------ --------- --------- ------------ ------------

Balance,
as at
April 30,
2008 35,240,000 35,240 521,380 (3,295,972) (2,739,352)

Net loss
for the
year ended
April 30,
2009 (282,197) (282,197)
 ------------ --------- --------- ------------ ------------

Balance,
as at
April 30,
2009 35,240,000 35,240 521,380 (3,578,169) (3,021,549)

Contribution
of capital 44,527 44,527

Net loss
for the
year (276,194) (276,194)
 ------------ --------- --------- ------------ ------------

Balance,
as at
April 30,
2010 35,240,000 $ 35,240 $565,907 $(3,854,363) $(3,253,216)

Net loss for
the period
ended
January 31,
2011 (209,340) (209,340)
 ------------ --------- --------- ------------ ------------

Balance as
at October 31,
2010 35,240,000 $ 35,240 $565,907 $(4,063,703) $(3,462,556)
 ============ ========= ========= ============ ============

The accompanying notes are an integral part of these financial statements

RAVEN GOLD CORP.
(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

STATEMENTS OF CASH FLOWS
(Stated in US Dollars)

(Unaudited)

 From Inception
 February 9,
 Nine months ended 2005 to
 January 31, January 31,
 2011 2010 2011
 ------------- ------------- -------------
Operating Activities
Net loss for the period $ (209,340) $ (211,564) $ (4,063,703)
Adjustments to reconcile net
loss to net cash used in
operating activities:
 Increase (decrease) in accounts
 payable and expenses 16,161 (26,154) 68,109
 Increase in accrued interest 193,124 193,124 837,505
 Impairment of mineral properties - - 2,725,000
 ------------- ------------- -------------
Cash used in operating activities (55) (44,594) (433,089)
 ------------- ------------- -------------

Investing Activities
 Purchase of mineral rights - - (2,225,000)
 ------------- ------------- -------------
Cash used in investing activities - - (2,225,000)
 ------------- ------------- -------------

Financing Activities
 Contribution of capital - 44,527 44,527
 Issuance of common stock - - 56,620
 Issuance of promissory
 notes payable - - 2,554,000
 Due to related party - - 3,100
 ------------- ------------- -------------
Cash from financing activities - 44,527 2,658,247
 ------------- ------------- -------------

Increase (decrease) in cash
 during the period (55) (67) 158

Cash, beginning of the period 213 287 -
 ------------- ------------- -------------

Cash, end of the period $ 158 $ 220 $ 158
 ============= ============= =============

The accompanying notes are an integral part of these financial statements

RAVEN GOLD CORP.
(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

Condensed Notes to the Financial Statements January 31, 2011

(Stated in US Dollars)

(Unaudited)

Note 1 Nature of Operations and Going Concern

RAVEN GOLD CORP. ("the Company") was incorporated under the name "Riverbank Resources Inc." under the laws of the State of Nevada on February 9, 2005. Subsequently, the company changed its name to Raven Gold Corp.

These interim financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America applicable to a going concern, which assumes that the Company will be able to meet its obligations and continue its operations for its next twelve months. Realization values may be substantially different from carrying values as shown and these financial statements do not give effect to adjustments that would be necessary to the carrying values and classification of assets and liabilities should the Company be unable to continue as a going concern. The continuation of the Company as a going concern is dependent upon the Company's ability to generate future profitable operations and/or to obtain the necessary financing to meet its obligations and repay its liabilities arising from normal business operations when they come due. Management has no formal plan in place to address this concern but considers that the Company will be able to obtain additional funds by equity financing and/or related party advances, however there is no assurance of additional funding being available. The Company had not yet achieved profitable operations, has accumulated losses of $4,063,703 since inception and a working capital deficiency of $3,462,556 and $3,253,216 as of January 31, 2011 and April 30, 2010 respectively. These factors raise substantial doubt regarding the Company's ability to continue as a going concern.

Note 2 Summary of Significant Accounting Policies

Management has evaluated all recent accounting pronouncements up to the issuance of these financial statements and has concluded that none will have a material impact on the financial position of the Company.

RAVEN GOLD CORP.
(formerly Riverbank Resources Inc.)

(An Exploration Stage Company)

Condensed Notes to the Financial Statements January 31, 2011

(Stated in US Dollars)

(Unaudited)

Note 3 Loans Related Party

The Company's outstanding loans related party and accrued interest related party are summarized as follows:

 Loans Related Party Accrued interest
 Jan. 31, April 30, Jan. 31, April 30,
 2011 2010 2011 2010
 ---------- ---------- ---------- ----------
1230144 Alberta Ltd. $ 200,000 $ 200,000 $ 65,370 $ 50,247
Coach Capital, LLC 1,879,000 1,879,000 599,628 457,545
Paradisus Investment Corp. 200,000 200,000 68,986 53,863
RPMJ Corporate Communications Ltd. 50,000 50,000 18,822 15,041
Zander Investment Limited 225,000 225,000 84,699 67,685
 ---------- ---------- ---------- ----------
 $2,554,000 $2,554,000 $ 837,505 $ 644,381

At January 31, 2011 the Company had promissory notes outstanding totaling $2,554,000 which are unsecured, bear interest at 10% per annum and are due on demand. These notes are due from companies who are shareholders of the Company.

Interest expense related to the related party loans was $193,124 for the nine months ended January 31, 2011.

Note 4 Accounts Payable Other

At January 31, 2011 the Company has accounts payable other outstanding of $13,513, which were for legal services intended for the Company. The Company disputes these legal services, intends to defend itself against such claim for legal services and has not received any communication with the legal supplier of such services.

Note 5 Subsequent Events

The Company has determined that there were no subsequent events up to and including the date of the issuance of these financial statements that warrant disclosure or recognition in the financial statements.

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

Overview

Liquidity and Capital Resources

At January 31, 2011 the Company had a working capital deficiency of $3,462,556 as compared to $3,253,216 as at April 30, 2010. The total assets of the Company were $158 at January 31, 2011, compared to total cash assets of $213 at April 30, 2010, consisting of cash.

At January 31, 2011 the total current liabilities of the Company increased to $3,462,714 from $3,253,429 at April 30, 2010. This increase in current liabilities was due to an increase from accounts payable and accrued interest.

The Company had a negative cash flow of $55 from operating activities for the nine months ended January 31, 2011 ($44,594 - 2009) a decrease of cash outflow of $44,539 resulting from an increase in accounts payable and accrued interest payable.

Cash inflow from financing activities was $Nil for the nine months ended January 31, 2011 ($44,527 - 2009) attributable to the renunciation by consultants to the Company for payment due to the consultants by the Company and a non-repayable payment for an accounts payable due by the Company.

Total Company had a deficit in the amount of $4,063,703 as of January 31, 2011 ($3,854,363 - at April 30, 2010). Historically the Company has incurred losses and has financed operations through loans and from the proceeds of the corporation selling shares of our common stock privately.

The number of common shares outstanding at January 31, 2011 was 35,240,000 (35,240,000 - at April 30, 2010).

At January 31, 2011 there was no bank debt.

Results of Operations

Revenues

The Company has not realized any revenues since inception. The Company is presently operating at an ongoing deficit.

Expenses and loss from operations

For the three months ended January 31, 2011 operating expenses were $1,518 compared to $5,761 for the three months ended January 31, 2010. This decrease of $4,243 was due to a decrease in professional fees and general and administrative expenses.

The Company posted a net loss of $66,444 for the three months ended January 31, 2011, compared to a net loss of $70,290 for the three months ended January 31, 2010. From inception (February 9, 2005) to January 31, 2011, the Company incurred a total net loss of $4,063,703. The principal components of the losses from inception were professional fees of $220,7127, administrative expenses of $154,512, exploration costs of $29,750, listing and filing costs of $55,565, investor relation expenses of $35,670, interest expense of $837,505, impairment loss of mineral rights of $2,728,000 and foreign translation loss of $1,989.

Off-Balance Sheet Arrangements

There are no 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.

Going Concern

The Company has not attained profitable operations and is dependent upon obtaining financing to pursue its business objectives. For these reasons, the Company's auditors stated in their report on the Company's audited financial statements that they have substantial doubt the Company will be able to continue as a going concern without further financing.

The Company may continue to rely on equity sales of the common shares in order to continue to fund the Company's business operations. Issuances of additional shares will result in dilution to existing stockholders. There is no assurance that the Company will achieve any additional sales of the equity securities or arrange for debt or other financing to fund planned business activities.

Item 3. Controls and Procedures

For the nine months ended January 31, 2011, there were no changes in our internal control over financial reporting that occurred that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II

Item 1. Legal Proceedings.

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

Item 1A. Risk Factors

Not applicable.

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

None.

Item 3. Defaults upon Senior Securities.

None.

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

None.

Item 5. Other Information.

None.

Item 6. Exhibits

Exhibit No. Description of Exhibit
----------- ----------------------
 31.1 Rule 13a-14 Certification of Chief Executive Officer and
 Chief Financial Officer

 32.1 Section 1350 Certification of Chief Executive Officer and
 Chief Financial Officer

SIGNATURES

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

RAVEN GOLD CORP.

By: /s/ Mike Wood
 -----------------------------------------
 Mike Wood
 President and Chief Executive Officer
 (acting principal financial officer)

Date: March 14, 2011
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