20

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

                                  FORM  10-QSB

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

          For  the  quarterly  period  ended          August  31,  2002
                                                      -----------------

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

         For  the  transition  period  from                          to

         Commission  File  number               0-26709
                                                -------

                             BROOKMOUNT  EXPLORATIONS  INC.
                             ------------------------------
               (Exact  name  of  registrant  as  specified  in  charter)

          Nevada                                            98-0382063
         ------                                          -----------------
(State  or  other  jurisdiction of                       (I.R.S. Employer
incorporation  or  organization)                        Identification No.)

118  -  3420  Bell  Avenue
Burnaby, British Columbia, Canada                           V3J  1M7
---------------------------------                      ----------------
(Address  of  principal executive offices)                 (Zip Code)

                                             604-308-6152
                          -------------------------------------------
                   Registrant's  telephone  number,  including  area  code

                                              N/A
                    -----------------------------
          (Former  name, address, and fiscal year, if changed since last report)

     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  12  months  (or  for  such shorter period that the
registrant  was  required to file such reports),  Yes [X]   No [  ] and (  ) has
been  subject  to  filing  requirements for the past 90 days.   Yes [X]  No [  ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate  the  number  of  shares outstanding of each of the issuer's classes of
common  stock,  as  of  the  last  practicable  date.

             Class                      Outstanding  as  of  August  31,  2002
          ----------                    --------------------------------------

   Common  Stock,  $0.001  per  share                  9,282,400
                                                       =========


                                      -1-




                                      INDEX







                                                                               Page
                                                                             Number
                                  -------------------------------------------------
PART 1.       FINANCIAL INFORMATION
                                                           
    ITEM 1.   Financial Statements                                              3

              Balance Sheet as at August 31, 2002                               4

              Statement of Operations
                 For the three months ended August 31, 2002 and 2001,
                 for the nine months ended August 31, 2002 and 2001
                 and the period from December 9, 1999 (Date of
                 Inception) to August 31, 2002            . . . . .             5

              Statement of Cash Flows
                 For the nine months ended August 31, 2002 and 2001
                 and the period from December 9, 1999 (Date of
                 Inception) to August 31, 2002            . . . . .             6

              Notes to the Financial Statements. . . . .                        7

    ITEM 2. . Management's Discussion and Analysis of Operation                10

PART 11. . .  OTHER INFORMATION                                                17

    ITEM 1. . LEGAL PROCEEDINGS                                                17

    ITEM 2.   CHANGES IN SECURITIES                                            17

    ITEM 3. . DEFAULTS UPON SENIOR SECURITIES                                  17

    ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF.SECURITIES HOLDERS            17

    ITEM 5.   OTHER INFORMATION                                                17

    ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K                                 17

              SIGNATURES . . . . . . . . . .                              19 - 23





                                      -2-








                         PART 1 - FINANCIAL INFORMATION


                         ITEM 1.   FINANCIAL STATEMENTS



The  accompanying  balance sheet of Brookmount Explorations Inc. (an exploration
stage  company)  at August 31, 2002 and the related statements of operations and
statements  of cash flow for the three and nine months ended August 31, 2002 and
2001  and for the period from December 9, 1999 (date of incorporation) to August
31,  2002  have  been  prepared  by  the Company's management in conformity with
accounting  principles  accepted in the United States of America and they do not
include  all  information  and notes to the financial statements necessary for a
complete  presentation of the financial position, results of operations and cash
flows  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  quarter ended August 31, 2002, are not necessarily
indicative  of the results that can be expected for the year ending November 30,
2002.





                                      -3-






















                          BROOKMOUNT EXPLORATIONS INC.
                         (An Exploration Stage Company)
                                  BALANCE SHEET

                      AUGUST 31, 2002 AND NOVEMBER 30, 2001

                      (Unaudited - Prepared by Management)







                                                                          AUGUST 31,    NOVEMBER 30,
                                                                             2002           2001
                                                                          ----------    ------------
                                                                                 
ASSETS

CURRENT ASSETS

        Cash. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  $        21   $          96
                                                                          ----------       ----------
                    Total Current Assets. . . . . . . . . . . . . . . .           21              96
                                                                          ----------       ----------
                                                                         $        21   $          96
                                                                          ==========       ==========


LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES

         Accounts payable - related parties . . . . . . . . . . . . . .  $     3,580   $       3,235
         Accounts payable . . . . . . . . . . . . . . . . . . . . . . .       10,982           5,923
                                                                            --------       ----------
                    Total Current Liabilities . . . . . . . . . . . . .       14,562           9,158
                                                                             -------       ----------

STOCKHOLDERS' EQUITY

         Common stock
              200,000,000 shares authorized, at $0.001
              par value, 9,282,400 shares issued and outstanding
                                                                               9,282           9,282
         Capital in excess of par value . . . . . . . . . . . . . . . .       36,948          30,198

         Deficit accumulated during the exploration stage . . . . . . .      (60,771)        (48,542)
                                                                            ---------       ---------
                     Total Stockholders' Deficiency . . . . . . . . . .      (14,541)         (9,062)
                                                                            ---------       ---------

                                                                         $        21   $          96
                                                                            =========       =========








    The accompanying notes are an integral part of these financial statements


                                      -4-




                          BROOKMOUNT EXPLORATIONS INC.
                         (An Exploration Stage Company)
                             STATEMENT OF OPERATIONS

          FOR THE THREE AND NINE MONTHS ENDED AUGUST 31, 2002 AND 2001,
                       AND FOR THE PERIOD DECEMBER 9, 1999
                     (DATE OF INCEPTION) TO AUGUST 31, 2002

                      (Unaudited - Prepared by Management)








                                                         NINE         NINE
                      THREE MONTHS    THREE MONTHS      MONTHS        MONTHS
                         ENDED           ENDED          ENDED         ENDED       FROM INCEPTION
                       AUGUST 31,      AUGUST 31,     AUGUST 31,    AUGUST 31,    TO AUGUST 31,
                          2002            2001           2002          2001            2002
                     -------------    -----------     ----------    ----------     --------------
                                                                  
REVENUES. . . . . .  $           -   $           -   $         -   $         -   $             -

EXPENSES. . . . . .          4,191           3,961        12,229        12,518            60,771
                         ---------        --------       -------       -------          ---------

NET LOSS. . . . . .  $     ( 4,191)  $     ( 3,961)  $   (12,229)  $   (12,518)  $       (60,771)
                         =========        ========       ========      =======          =========


NET LOSS PER
COMMON SHARE

Basic . . . . . . .  $           -   $           -   $         -   $         -
                         =========       =========     =========     ==========

AVERAGE OUTSTANDING
SHARES

Basic . . . . . . .      9,282,400       9,282,400     9,282,400     9,282,400
                         =========       =========     =========     =========













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


                                      -5-




                          BROOKMOUNT EXPLORATIONS INC.
                         (An Exploration Stage Company)

                           STATEMENT  OF  CASH  FLOWS

   FOR THE NINE MONTHS ENDED AUGUST 31, 2002 AND 2001 AND FOR THE PERIOD FROM
             DECEMBER 9, 1999 (DATE OF INCEPTION) TO AUGUST 31, 2002

                       (Unaudited - Prepared by Management)







                                                     FOR THE NINE    FOR THE NINE    FROM INCEPTION
                                                     MONTHS ENDED    MONTHS ENDED          TO
                                                      AUGUST 31,      AUGUST 31,       AUGUST 31,
                                                         2002            2001             2002
                                                                                    ----------------
                                                                           
CASH FLOWS FROM
     OPERATING ACTIVITIES:

     Net loss. . . . . . . . . . . . . . . . . . .  $     (12,229)  $     (12,518)  $       (60,771)

     Adjustments to reconcile net loss to net cash
          provided by operating activities:

          Change in accounts payable - related
                party. . . . . . . . . . . . . . .            345           2,510             3,580
          Change in accounts payable . . . . . . .          5,059           3,359            10,982
          Capital contributions - expenses . . . .          6,750           6,750            24,750
                                                          -------         -------            -------

             Net Cash Increase (Decrease) from . .
                     Operations. . . . . . . . . .           (75)             101           (21,459)
                                                          -------         -------           --------
CASH FLOWS FROM INVESTING
    ACTIVITIES:                                                 -               -                 -
                                                          -------         -------           --------
CASH FLOWS FROM FINANCING
     ACTIVITIES:

          Proceeds from issuance of common stock .              -               -            21,480
                                                           ------         --------         ---------

     Net Increase in Cash. . . . . . . . . . . . .            (75)            101                21

     Cash at Beginning of Period . . . . . . . . .             96               -                 -
                                                          -------         --------          --------

     CASH AT END OF PERIOD . . . . . . . . . . . .  $          21   $         101   $            21
                                                          =======         =======           ========




SCHEDULE  OF  NONCASH  OPERATING  ACTIVITIES







                                            
    Capital contributions - expenses                    $6,750           $6,750         $24,750
                                                        ======           ======         =======





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


                                      -6-




                          BROOKMOUNT EXPLORATIONS INC.
                         (An Exploration Stage Company)

                        NOTES  TO  FINANCIAL  STATEMENTS

                                 AUGUST 31, 2002

                      (Unaudited - Prepared by Management)

1.     ORGANIZATION

The  Company  was incorporated under the laws of the State of Nevada on December
9,  1999  with  the authorized common shares of 200,000,000 shares at $0.001 par
value.

The  Company  was  organized for the purpose of acquiring and developing mineral
properties.  At  the report date mineral claims, with unknown reserves, had been
acquired.  The  Company  has  not  established  the  existence of a commercially
minable  ore  deposit and therefore has not reached the development stage and is
considered  to  be  in  the  exploration  stage.

Since  its  inception  the  Company  has  completed  Regulation  D  offerings of
9,282,400  shares  of  its  common  capital  stock  for  cash.

2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES

     Accounting  Methods
     -------------------

     The  Company  recognizes income and expenses based on the accrual method of
     accounting.

     Dividend  Policy
     ----------------

     The  Company  has  not yet adopted a policy regarding payment of dividends.

     Income  Taxes
     -------------

     On  August  31,  2002 the Company had a net operating loss carry forward of
     $60,771.  The  tax  benefit of $18,231 from the loss carry forward has been
     fully  offset  by  a  valuation  reserve  because the use of the future tax
     benefit  is  undeterminable  since  the  Company has no operations. The net
     operating  loss  will  expire  in  2022.

     Earnings  (Loss)  Per  Share
     ----------------------------

     Earnings  (loss)  per  share  amounts  are  computed  based on the weighted
     average  number  of  shares  actually  outstanding.


                                      -7-









                          BROOKMOUNT EXPLORATIONS INC.
                         (An Exploration Stage Company)

                  NOTES  TO  FINANCIAL  STATEMENTS (CONTINUED)

                                 AUGUST 31, 2002

                      (Unaudited - Prepared by Management)

2.   SUMMARY  OF  SIGNIFICANT  ACCOUNTING  POLICIES  -  CONTINUED

     Amortization  of  Capitalized  Mineral  Claims  Costs
     -----------------------------------------------------

     Costs  of  acquisition,  exploration,  carrying,  and  retaining  unproven
     properties  are  expensed  as  incurred.  Costs  incurred  in  proving  and
     developing  a  commercially  minable  ore  reserve ready for production are
     capitalized  and  amortized  over the life of the mineral deposit or over a
     shorter  period  if  the  property is shown to have an impairment in value.
     Expenditures  for  mine  equipment will be capitalized and depreciated over
     their  useful  lives.

     Environmental  Requirements
     ---------------------------

     At the report date environmental requirements related to the mineral claims
     acquired  (Note 3) are unknown and therefore an estimate of any future cost
     cannot  be  made.

     Comprehensive  Income
     ---------------------

     The Company adopted Statement of Financial Accounting Standard No. 130. The
     adoption  of  this standard had no impact on the total stockholder's equity
     on  August  31,  2001.

     Recent  Accounting  Pronouncements
     ----------------------------------

     The  Company  does  not expect that the adoption of other recent accounting
     pronouncements  will  have  a  material impact on its financial statements.

     Financial  Instruments
     ----------------------

     The carrying amounts of financial instruments, including cash, and accounts
     payable  are  considered  by  management to be their estimated fair values.

     Estimates  and  Assumptions
     ---------------------------

     Management uses estimates and assumptions in preparing financial statements
     in  accordance  with  generally  accepted  accounting  principles.  Those
     estimates  and  assumptions  affect  the reported amounts of the assets and
     liabilities,  the  disclosure of contingent assets and liabilities, and the
     reported  revenues  and  expenses.


                                      -8-




                          BROOKMOUNT EXPLORATIONS INC.
                         ( An Exploration Stage Company)

                  NOTES  TO  FINANCIAL  STATEMENTS (CONTINUED)

                                 AUGUST 31, 2002

                      (Unaudited - Prepared by Management)

3.   MINERAL  CLAIM

     The  Company  acquired  five  mineral  claims  located  in Chazel Township,
     Abitibi  West  County in the province of Quebec, with an expiration date of
     January  31,  2002.

     The  claims have not been proven to have a commercially minable ore reserve
     and  therefore  all costs of explorations and retaining the properties have
     been  expensed.

     The  claims  may  be  renewed  by  the  Company by the completion of yearly
     assessment  work  of $6,000 Cdn or by the payment of $6,000 Cdn. The claims
     expired  on  January  31,  2002, but were renewed subsequent to the date of
     this  financial  statement  on  November  14,  2002.

4.   RELATED  PARTY  TRANSACTIONS

     Related  parties  acquired  38%  of  the  common  stock  issued.


5.   GOING  CONCERN

     The  Company  will  need additional working capital to be successful in its
     planned  activities  and  continuation of the Company as a going concern is
     dependent  upon  obtaining additional working capital and the management of
     the  Company  has  developed  a strategy, which it believes will accomplish
     this  objective through additional equity funding, and long term financing,
     which  will  enable  the  Company  to  operate  for  the  coming  year.




                                      -9-







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


FORWARD-LOOKING  STATEMENTS

This  Quarterly  Report  on  Form  10-QSB  contains  statements  that constitute
"forward-looking  statements".   These  statements  appear  in  a such places as
"Management's  Discussion  and  Analysis or Plan of Operation."  Such statements
can  be identified by the use of forward-looking terminology such as "believes,"
"expects," "may," "estimates," "will," "should," "plans" or "anticipates" or the
negative  thereof  or  other variations thereon or comparable terminology, or by
discussions  of  strategy.  Readers  are cautioned that any such forward-looking
statements  are  not  guarantees  of  future performance and involve significant
risks  and uncertainties, and that actual results may vary materially from those
in the forward-looking statements as a result of various factors.  These factors
include  the  effectiveness  of  management's  strategies and decisions, general
economic  and  business  conditions,  new  or  modified  statutory or regulatory
requirements  and  changing  metal  prices  and  market conditions.  This report
identifies other factors that could cause such differences.  No assurance can be
given  that these are all of the factors that could cause actual results to vary
materially  from  the  forward-looking  statements.  In addition, readers should
refer  to  Risk  Factors.

The  attached  financial  statements are stated in United States dollars and are
prepared  using  generally  accepted  accounting principles normally used in the
United  States  of  America.

RISK  FACTORS

 The  Company's  business  is  subject  to  numerous risk factors, including the
following:

1.     PENNY  STOCK  RULES

Under Rule 15g-9, a broker or dealer may not sell a "penny stock" (as defined in
Rule  3a51-1)  to, or effect the purchase of a penny stock by any person unless:

     (1)  such  sale  or  purchase  is  exempt  from  Rule  15g-9;  or

     (2)  prior  to  the  transaction  the broker or dealer has (a) approved the
          person's  account  for transactions in penny stocks in accordance with
          Rule 15g-9 and (b) received from the person a written agreement to the
          transaction setting forth the identity and quantity of the penny stock
          to  be  purchased.

The  United States Securities and Exchange Commission (the "Commission") adopted
regulations  that generally define a penny stock to be any equity security other
than  a  security excluded from such definition by Rule 3a51-1.  Such exemptions
include, but are not limited to (a) an equity security issued by an  issuer that
has  (i) net tangible assets of at least  $2,000,000, if such issuer has been in
continuous  operations  for at least three years; (ii) net tangible assets of at
least  $5,000,000, if such issuer has been in continuous operation for less than
three years;  or (iii)  average revenue of at least $6,000,000 for the preceding


                                      -10-




three  years;  (b)  except  for purposes of Section 7(b) of the Exchange Act and
Rule  419,  any  security  that has a price of $5.00 or more; and (c) a security
that  is  authorized  or  approved for authorization upon notice of issuance for
quotation  on  the National Association of Securities Dealers ("NASD") Automated
Quotation  System  ("NASDAQ").  It  is likely the Company's common stock will be
subject  to  the regulations on penny stocks; consequently, the market liquidity
for  its  common  stock may be adversely affected by such regulations.  This, in
turn,  will  affect  shareholders  ability  to  sell  their  shares.

2.     TRADING  MARKET  FOR  THE  COMPANY'S  SHARES

There is no current trading market for shares of the Company's common stock (the
"Shares")  and there can be no assurance that a trading market will develop, or,
if  such  a trading market does develop, that it will be sustained.  The Shares,
to  the  extent that a market develops for the Shares at all, will likely appear
in  what  is  customarily  known  as  the  "pink  sheets"  or  on  the  NASD
over-the-counter Bulletin Board (the "OTCBB"), which may limit the marketability
and  liquidity  of  the  Shares.

To  date,  neither  the  Company  nor anyone acting on behalf of the Company has
taken  any affirmative steps to request or encourage any broker/dealer to act as
a  market  maker  for  the  Company's  common  stock.  The  Company  has  had no
discussions  or  understandings,  with  any  "market  makers"  regarding  the
participation of any such market maker in the future trading  market, if any, in
the  Company's  common  stock.

3.     POTENTIAL  FUTURE  RULE  144  SALES

Of  the  200,000,000  shares of the Company's common stock authorized, there are
presently  3,500,000  shares  issued  and  outstanding  which  are  "restricted
securities" as that term is defined under the Securities Act of 1933, as amended
(the  "Securities  Act"),  and in the future may be sold in compliance with Rule
144  of  the  Act,  or pursuant to a Registration Statement filed under the Act.
Rule 144 provides, in essence, that a person holding restricted securities for a
period of 1 year may sell those securities in unsolicited brokerage transactions
or  in  transactions  with  a  market  maker,  in  an  amount equal to 1% of the
outstanding common stock every 3 months. Additionally, Rule 144 requires that an
issuer  of  securities  make available adequate current public  information with
respect to the issuer. Such information deemed available if the issuer satisfies
the  reporting  requirements  of Sections 13 or 15(d) of the Exchange Act and of
Rule  15c2-11 thereunder.  Rule 144 also permits, under certain circumstances, a
sale of shares by a person who is not an affiliate of ours and who has satisfied
a 2 year holding period without any quantity limitation and whether or not there
is adequate current public information available. Investors should be aware that
sales  under  Rule  144, or pursuant to a registration statement filed under the
Securities  Act,  may  have  a  depressive  effect  on  the  market price of the
Company's  common  stock  in  any  market  that  may  develop  for  such shares.

4.     POSSIBLE  ISSUANCE  OF  ADDITIONAL  SHARES

The  Company's  Certificate  of  Incorporation,  authorizes  the  issuance  of
200,000,000  shares  of  common stock.  The Company's Board of Directors has the
power to issue any or all of such additional shares without stockholder approval
for  such consideration as it determines.  Management presently anticipates that
it  may  choose  to  issue  a  substantial but as yet undetermined amount of the
Company's  shares  in  connection  with  some  form  of  future  financing.


                                      -11-




5.     RISK  ASSOCIATED  WITH  OPERATIONS  IN  FOREIGN  COUNTRIES

 The  Company's  business plan is to seek to acquire further mineral properties.
Management's  discretion is unrestricted, and the Company may participate in any
acquisition of a mineral property that may in the opinion of management meet the
Company's  business  objectives.  The  Company  has not limited the scope of its
search  to  a particular  region or country.  The Company has acquired a mineral
property  outside  the  United States and may acquire further properties outside
the  United States.  Accordingly, by acquiring the Brookmount claim in a foreign
jurisdiction,  the  Company's operations may be adversely affected to the extent
of  the  existence  of  unstable economic, social and/or political conditions in
such  foreign  regions  and  countries.

6.     TIME  SPENT  BY  THE OFFICERS AND DIRECTORS ON THE AFFAIRS OF THE COMPANY

The Company's officers and directors devote only a limited amount of time to the
Company's  business  activities.  At  this time it is difficult to determine the
number  of  hours each director and officer will devote to the activities of the
Company.

7.     INEXPERIENCE  OF  MANAGEMENT

It is possible that due to the Company's management's inexperience in managing a
public  company,  it  will  be unable to effectively manage the expansion of its
operations,  that  its  systems,  procedures or controls will not be adequate to
support  its  operations  or  that  the  Company's  management will be unable to
achieve  the  rapid  execution necessary to fully exploit the market opportunity
for  its products and services. Any inability to manage growth effectively could
hinder  the  Company's  future  success.

8.     CONFLICT  OF  INTEREST

Certain  officers and directors are engaged in various business ventures.  Thus,
there  may  be  conflicts  of  interest  in  the  allocation of time between the
Company's business and such other businesses. These activities may conflict with
the  interests  of  the  Company. As a result of their other interests, they may
personally  benefit  from  decisions or recommendations made with respect to the
business of the Company. Whereas conflicts may arise, management is aware of its
fiduciary  duty  to  the  Company  and will act in good faith and endeavor on an
equitable basis to resolve any conflicts which may arise, on an equitable basis.

9.     NO  DECLARATION  OF  DIVIDENDS  SINCE  INCEPTION

The  Company  has  not paid any dividends and does not contemplate or anticipate
paying  any  dividends  on  its  common  stock  in  the  foreseeable  future.


                                      -12-




10.     NO  OPERATING  HISTORY  OR  REVENUE  FROM  THE  BROOKMOUNT  CLAIM

The  Company  has  had  no  operating  history  and has generated no revenues or
earnings  from  the  Brookmount claim.  The Company has no significant assets or
financial  resources.  The  Company  will,  in all likelihood, sustain operating
expenses  without  corresponding  revenues.  This  may  result  in  the  Company
incurring  a  net  operating  loss  which  will  increase continuously until the
Brookmount  claim proves to have an ore body and is commercially viable.   There
is  no  assurance  that  the  Company  can  identify such ore body on its claim.

11.     LACK  OF  DIVERSIFICATION

The  Company's  proposed  operations, even if successful, will in all likelihood
result  in  the  Company  engaging  in  the exploration of the Brookmount claim.
Consequently,  the  Company's activities will be limited to those engaged in the
exploration  of  the Brookmount claim or another property in the future it might
acquire.  The  Company's  inability to diversify its activities into a number of
areas  may  subject  the  Company  to  economic  fluctuations  within the mining
industry  and  therefore  increase  the  risks  associated  with  the  Company's
operations.

12.     THE  COMPANY'S  MINERAL  PROPERTY  CONTAINS  NO  PROVEN  RESERVES

The  property  in  which  the  Company  holds  a  right  to  minerals thereon is
considered to be in the exploration stage only and does not contain a known body
of  commercial  ore.  Failure  to  locate  ore reserves may adversely affect the
economic  viability  of  the  Brookmount  claim  and  the  Company's  operation.

13.     TITLE  TO  THE  PROERTY

It  is possible that the Company's title to the Brookmount claim in which it has
the  mineral  rights  will  be  challenged  by  third  parties.

The  Company  has  not obtained title insurance for the Brookmount claim.  It is
possible  that  the title to the Brookmount claim may be challenged or impugned.

14.     COMPETITION  IN  THE  MINERAL  INDUSTRY

The  Company  faces  intense  competition  in  its industry, which may adversely
affect its ability to participate in certain agreements with other parties.  The
mineral resources industry is intensely competitive and the Company must compete
with  many  companies  that  have  greater  financial  resources  and  technical
facilities  than  itself.  Significant competition exists for the limited number
of mineral acquisition opportunities available in the Abitibi West County mining
region  of  Quebec  where  the  Brookmount claim is located. As a result of this
competition,  the  Company's  ability  to  acquire  additional attractive mining
property  interests  on  terms  it  consider  acceptable  may  be  impaired.

The  Company will require supplies to explore the Brookmount claim.  Competition
might  be  at  a  level  where  the Company is unable to acquire the supplies it


                                      -13-




requires  when  required.  It might have to suspend its exploration plans if the
Company  does  not  have  access  to all of the supplies and materials it needs.

15.     MINERAL  PRICES  FLUCTUATE  BEYOND  THE  CONTROL  OF  THE  COMPANY

The mining industry in general is intensely competitive and it is possible that,
even  if  commercial quantities of mineral resources are developed, a profitable
market  will  not exist for their sale. Factors beyond the Company's control may
affect  the  marketability  of  any minerals discovered. It is possible that the
price  of  gold  will  not remain stable. Significant price movements over short
periods  of  time  may  be  affected  by  numerous  factors beyond the Company's
control,  including international economic and political trends, expectations of
inflation,  currency  exchange  fluctuations  (specifically,  the  U.S.  dollar
relative to other currencies), interest rates and global or regional consumption
patterns, speculative activities and increased production due to improved mining
and production methods. The effect of these factors on the price of minerals and
therefore  the  economic  viability of any of the Company's exploration projects
cannot  accurately  be  predicted.

16.     ENVIRONMENTAL  REGULATIONS

All  phases  of  the  Company's  operations  in  Quebec  will  be  subject  to
environmental regulations. Environmental legislation in Quebec are evolving in a
manner  which  will  require stricter standards and enforcement, increased fines
and  penalties  for  non-compliance, more stringent environmental assessments of
proposed  projects  and  a  heightened  degree  of  responsibility  for
companies  and  their  officers,  directors  and  employees. It is possible that
future  changes  in environmental regulation will adversely affect the Company's
operations  as  compliance  will  be  more  burdensome  and  costly.

Brookmount  Mineral  Claim
--------------------------

The Company owns one mineral property known as the "Brookmount" claim located in
Chazel Township near Rouyn-Noranda, north western Quebec, Canada.  The claim was
staked  on December 20, 1999 by George Fournier.  The Company owns the rights to
the  minerals  on  the  Brookmount  property  until November 14, 2004.  The land
itself  is  owned  by  the  Province  of  Quebec  (known  as  the  "Crown").

The  Company retained J.G. Burns, P. Geo., of Timmins, Ontario, to summarize the
geology  and  mineral potential on its mineral claim near Rouyn-Noranda, Quebec.
His  report  is  dated February 23, 2000. The mineral claim was recorded 100% in
the name of Brookmount on December 20, 1999 and subsequently registered with the
Ministry  of  Mines  for  Quebec.  The claim expired on January 31, 2002 and was
re-staked  on  November  14,  2002  with  the  numbers  1105191  to  1105195.

The  claims  cover  approximately  500  acres located within Chazel Township, 45
miles  north  north  east  from  the city of Rouyn-Noranda, Quebec.  Five claims
located  in  Lots 50-54, Range III, Chazel Township, Abitibi West County, Quebec
comprise  the  property.  Assessment  work  of  $6,000  must be submitted to the
Ministry  of  Mines  by September 15, 2004 or 60 days prior to the claims expiry
date  of  November  14,  2004.  There  has  been no exploration work done on the
property  since  the  claim  was  staked  on  December  20,  1999.


                                      -14-




Liquidity  and  Capital  Resources
----------------------------------

As at August 31, 2002, the Company had assets of $21 and liabilities of $14,562.
The  liabilities  of  $14,562  consist of amounts due to directors of $3,580 and
accounts  payable  of  $10,982, including amounts for accounting and auditing of
$6,800, transfer agent, $2,398, Edgar filing fees of $1,100 and miscellaneous of
$684.

During  the  year  to  date,  the  Company  has incurred the following expenses:







            Expenditures                              Amount
                                      
      Accounting and audit.       i                   $2,850
      Bank charges. . . . .                               50
      Edgar filings . . .     .  ii                      500
      Legal fees. . . . . .     iii                      345
      Management fees . .    .  iv                     4,500
      Office. . . . . . . .      v                       251
      Rent. . . . . . . .    .  vi                     1,800
      Telephone . . . .    . .  vii                      450
      Transfer agent's fees    viii                    1,483
                                                      ------

             Total expenses                         $ 12,229
                                                     ========





i.    The Company accrues $500 in fees to its auditors, Sellers and Andersen LLC
for  the  review  of this Form 10-QSB.  It has accrued $1,500 for three quarters
during  this current fiscal year.  In addition, the Company has accrued $450 for
the accountant to prepare the applicable working papers and other information to
be  submitted  to  the  auditors  for  their review of this Form 10-QSB.  It has
accrued  $1,350  for  three  quarters.

ii.    The  Company  has  accrued $200 for the November 31, 2001 10-KSB and $100
each  for  the  February,  May  and  August  2002  Form10-QSB  filings on Edgar.

iii.    The  Company  has  accrued  $345 payable to a director for legal fees he
paid  on  behalf  of  the  Company  for  an attorney to review certain corporate
documents.

iv.    The  Company  does  not  compensate  its  directors  for the service they
perform  for  the  Company  since  it  does  not  have  adequate funds to do so.
Nevertheless,  management  realizes  that  it  should  give  recognition  to the
services  performed by the directors and officers and therefore has accrued $500
per  month.  This  amount  has  been  expensed  in  the  current period with the
offsetting  credit  being  allocated  to "Capital in Excess of Par Value" on the
balance  sheet.  The  Company will not, in the future, be responsible for paying
either  cash  or  settling  this  debt  by  way  of  shares.

v.    Faxing,  photocopying  and  courier  expenses.

vi.    The  Company does not incur any rental expense since it uses the personal
residence  of its President.  Similar to management fees, rent expense should be


                                      -15-




reflected  as an operating expense.  Therefore, the Company has accrued $200 per
month  as  an  expense  with  an  offsetting credit to "Capital in Excess of Par
Value".

vii.    The  Company  does  not  have  its  own  telephone  number  but uses the
telephone  number  of  its  President.  Similar to management fees and rent, the
Company  accrues  an  amount  of  $50  per  month  to  represent the charges for
telephone  with  an  offsetting  entry  to  "Capital  in  Excess  of Par Value".

viii.    During  the  period  the  Company  renewed  its annual billing from the
Nevada  Agency  & Trust Company for acting as transfer agent for the year in the
amount  of $1,200.  The Company has also accrued interest charges of $283 on the
balance  payable.

The  Company  estimates  the  following  funds  will be required during the next
twelve  months  to  meet  its  obligations:







                                     Requirements for  Current Accounts     Required funds for
       Expenditures                   Twelve Months        Payable            Twelve Months
---------------------------  -----------------  -------------------------    --------------
                                                                        
Accounting and audit. . . .   1     $    5,600         $     6,800           $       12,400
Bank charges. . . . . . . .                100                   -                      100
Exploration and filing fees   2            533                   -                      533
Filing fees . . . . . . . .   3            760               1,100                    1,860
Office. . . . . . . . . . .   4            200                 684                      884
Transfer agent's fees . . .   5          1,600               2,398                    3,998
                                         -------------------------  --------------  -------

Estimated expenses. . . . .  $           8,793        $     10,982           $       19,775
                                =================  =========================  ==============





No recognition has been given to management fees, rent or telephone since at the
present  time  these  expenses  are  not  cash  oriented.

1.    Presently  the  Company  accrues  $500 for its accountant ($450 for August
2002)  and $500 for its auditors to review the Form 10-QSB.  For the Form 10-KSB
the  Company  accrues  $750  for  its accountant to prepare the required working
papers  and $1,900 for the auditors to examine the year-end financial statements
and to render a report thereon.  During the current period no payments were made
to  the  auditors  or  accountants.

2.    The  Company will have to paid $533 for re-staking the Brookmount claim in
the  fall.

3.    The  Company  charges  $200 for the filing of its Form 10-KSB and $100 for
each  of its 10-QSB's.  In addition, the State of Nevada charges $260 for filing
the  list  of  directors  and  officers  each  year.

4.    Estimated  cost  of  photocopying,  faxing  and  courier.

5.    Each year, the Company is charged a fee of $1,200 by its transfer agent to
act  on  its behalf.  In addition, there will be interest of $400 accrued on the
outstanding  balance.


                                      -16-




If directors and officers no longer supply the required funds to the Company  to
meet the above noted financial obligations and to re-stake the Brookmount claim,
there  is  the  possibility that the Company will eventually cease to be a going
concern.

The  Company  does  not  anticipate  acquiring  any  significant  assets  in the
foreseeable  future.

At present, the directors devote time to the affairs of the Company as required.
There  are  no  plans  to  hire  any  employees  at  this  time.

Results  of  Operations
-----------------------

To  date  the  Company  has  had  no  operations.

PART  11.     OTHER  INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS

Management  is  not  aware  of  any  legal  proceedings  contemplated  by  any
governmental  authority  or any other party involving the Company or its mineral
claim.   No director, officer or affiliate of the Company is (i) a party adverse
to  the Company in any legal proceedings, or (ii) has an adverse interest to the
Company  in  any legal proceedings.   Management is not aware of any other legal
proceedings  pending  or  that  have  been threatened against the Company or its
mineral  claim.

ITEM  2.     CHANGES  IN  SECURITIES  AND  USE  OF  PROCEEDS

There  has  been  no  change  in  securities  since the Company fiscal year end.

ITEM  3.     DEFAULT  UPON  SENIOR  SECURITIES

No  report  is  required.

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

No  matters  were  submitted  to the security holders during the current period.

ITEM  5.     OTHER  INFORMATION

Not  applicable.

ITEM  6.     EXHIBITS,  REPORTS  ON  FORM  8-K  AND SECTION 14 OF THE SECURITIES
EXCHANGE  ACT  OF  1934,  AS  AMENDED.

     1.   Certificate  of  Incorporation,  Articles of Incorporation and By-laws

     1.1  Certificate  of  Incorporation  (incorporated  by  reference  from the
          Company's  Registration  Statement on Form 10-SB filed on December 27,
          2000).

     1.2  Articles  of  Incorporation  (incorporated  by  reference  from  the
          Company's  Registration  Statement on Form 10-SB filed on December 27,
          2000).


                                      -17-




     1.3  By  laws  (incorporated  by  reference from the Company's Registration
          Statement  on  Form  10-SB  filed  on  December  27,  2000).












                                      -18-








                                   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.

                           BROOKMOUNT EXPLORATIONS INC.
                                   (Registrant)

June 18, 2003

                           By:     /s/  "Vic Stilwell"
                           ---     -------------------
                                       Vic Stilwell
                                  President and Director



June 18, 2003

                           By:     /s/ "Norman Goodson
                           ---     -------------------
                                     Norman Goodson
                             Secretary Treasurer and Director








                                      -19-






                            CERTIFICATION PURSUANT TO
                SECTION 301 (A) OF THE SARBANES-OXLEY ACT OF 2002

I,  Vic  Stilwell,  certify  that:

1.   I  have  received  this  quarterly  report  of  Form  10-QSB  of Brookmount
     Explorations  Inc.,  the  registrant;

2.   Based  on  my  knowledge, this quarterly report does not contain any untrue
     statements of a material fact or omit to state a material fact necessary to
     make  the  statement  made,  in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  quarterly  report.

3.   Based  on  my  knowledge,  the  financial  statements, other than financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  registrant  as  of,  and for, the periods presented in this
     quarterly  report;

4.   The  registrant's  other  certifying  officer  and  I  are  responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules 13a-14 and 15d-14) for the registrant and we have:

a.   designed  such  disclosure  controls and procedures to ensure that material
     information  relating to the registrant is made know to us by others within
     those  entities,  particularly  during  the  period in which this quarterly
     report  is  being  prepared;

b.   evaluated  the  effectiveness  of  the registrant's disclosure controls and
     procedures  as  of  a  date within 90 days prior to the filing date of this
     quarterly  report  (the  "Evaluation  Date");  and

c.   presented  in  this  quarterly report our conclusion about effectiveness of
     the  disclosure  controls  and procedures based on our evaluation as of the
     Evaluation  Date;

5.   The  registrant's  other  certifying officer and I have disclosed, based on
     our  most  recent  evaluation,  to  the  registrant's  auditors  and  the
     registrant's  board  of  directors:

a.   all  significant  deficiencies  in  the  design  or  operation  of internal
     controls  which  could adversely affect the registrant's ability to record,
     process,  summarize  and  report financial data and have identified for the
     registrant's  auditors  any  material  weaknesses  in internal control; and

b.   any  fraud,  whether  or  not  material,  that involves management or other
     employees  who  have  a  significant  role  in  the  registrant's  internal
     controls;  and

6.   The  registrant's  other  certifying  officer  and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  factors  that  could significantly affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any  corrective  actions  with  regards  to  significant  deficiencies  and
     material  weaknesses.

June 18, 2003
                                           /s/  "Vic  Stilwell"
                                   ----------------------------
                                 Vic  Stilwell,  President  and  Director


                                      -20-




                            PRESIDENT'S CERTIFICATION

                             CERTIFICATE PURSUANT TO
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In  connection  with  the  Quarterly  Report  on  the  Form 10-QSB of Brookmount
Explorations  Inc.  for the nine months ended August 31, 2002, as filed with the
Securities  and  Exchange  Commission  on  the  date  hereof,  I,  Vic Stilwell,
President  and Director, certify, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant  to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of
his  knowledge  and  belief:

1.   The Quarterly Report fully complies with the requirements of Section 13 (a)
     or  15  (d)  of  the  Securities  and Exchange Act of 1934, as amended; and

2.   The  information contained in this Quarterly Report fairly presents, in all
     material  respects, the financial condition and results of operation of the
     Company.

June 18, 2003

                                         /s/  "Vic  Stilwell"
                                       ----------------------
                                             Vic  Stilwell
                                       President  and  Director













                                      -21-








                            CERTIFICATION PURSUANT TO
                SECTION 301 (A) OF THE SARBANES-OXLEY ACT OF 2002

I,  Norman  Goodson,  certify  that:

1.   I  have  received  this  quarterly  report  of  Form  10-QSB  of Brookmount
     Explorations  Inc.,  the  registrant;

2.   Based  on  my  knowledge, this quarterly report does not contain any untrue
     statements of a material fact or omit to state a material fact necessary to
     make  the  statement  made,  in light of the circumstances under which such
     statements  were made, not misleading with respect to the period covered by
     this  quarterly  report.

3.   Based  on  my  knowledge,  the  financial  statements, other than financial
     information  included  in  this  quarterly  report,  fairly  present in all
     material  respects  the financial condition, results of operations and cash
     flows  of  the  registrant  as  of,  and for, the periods presented in this
     quarterly  report;

4.   The  registrant's  other  certifying  officer  and  I  are  responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in  Exchange  Act  Rules 13a-14 and 15d-14) for the registrant and we have:

a.   designed  such  disclosure  controls and procedures to ensure that material
     information  relating to the registrant is made know to us by others within
     those  entities,  particularly  during  the  period in which this quarterly
     report  is  being  prepared;

b.   evaluated  the  effectiveness  of  the registrant's disclosure controls and
     procedures  as  of  a  date within 90 days prior to the filing date of this
     quarterly  report  (the  "Evaluation  Date");  and

c.   presented  in  this  quarterly report our conclusion about effectiveness of
     the  disclosure  controls  and procedures based on our evaluation as of the
     Evaluation  Date;

5.   The  registrant's  other  certifying officer and I have disclosed, based on
     our  most  recent  evaluation,  to  the  registrant's  auditors  and  the
     registrant's  board  of  directors:

a.   all  significant  deficiencies  in  the  design  or  operation  of internal
     controls  which  could adversely affect the registrant's ability to record,
     process,  summarize  and  report financial data and have identified for the
     registrant's  auditors  any  material  weaknesses  in internal control; and

b.   any  fraud,  whether  or  not  material,  that involves management or other
     employees  who  have  a  significant  role  in  the  registrant's  internal
     controls;  and

6.   The  registrant's  other  certifying  officer  and I have indicated in this
     quarterly  report whether or not there were significant changes in internal
     controls  or  in  other  factors  that  could significantly affect internal
     controls  subsequent  to  the date of our most recent evaluation, including
     any  corrective  actions  with  regards  to  significant  deficiencies  and
     material  weaknesses.

June 18, 2003
                                          /s/  "Norman  Goodson"
                                        ------------------------
                                 Norman  Goodson,  Secretary  Treasurer  and
                                                Director


                                      -22-





                       SECRETARY TREASURER'S CERTIFICATION

                             CERTIFICATE PURSUANT TO
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002


In  connection  with  the  Quarterly  Report  on  the  Form 10-QSB of Brookmount
Explorations  Inc.  for the nine months ended August 31, 2002, as filed with the
Securities  and  Exchange  Commission  on  the  date  hereof, I, Norman Goodson,
Secretary  Treasurer  and Director, certify, pursuant to 18 U.S.C. Section 1350,
as  adopted  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to
the  best  of  his  knowledge  and  belief:

1.   The Quarterly Report fully complies with the requirements of Section 13 (a)
     or  15  (d)  of  the  Securities  and Exchange Act of 1934, as amended; and

2.   The  information contained in this Quarterly Report fairly presents, in all
     material  respects, the financial condition and results of operation of the
     Company.

June 18, 2003

                                            /s/  "Norman  Goodson"
                                     -----------------------------
                                               Norman  Goodson
                                      Secretary  Treasurer  and  Director







                                      -23-