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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
Form 10-Q
 
Mark One
x  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2011

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

For the transition period from ______ to _______

Commission File No. 000-53389
 
Double Crown Resources Inc.
(Name of small business issuer in its charter)

Nevada
 
98-0491567
(State or other jurisdiction of incorporation or organization)   (I.R.S. Employer Identification No.)
 
109 H Street, Arcata, California 95521
(Address of principal executive offices)
 
(707) 964-2651
(Issuer’s telephone number)
 
Securities registered pursuant to Section 12(b) of the Act:
Name of each exchange on which registered:
None
 
      
      
Securities registered pursuant to Section 12(g) of the Act:  
Common Stock, $0.001
 
(Title of Class)
 
 
Indicate by checkmark whether the issuer: (1) has 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 past 90 days. Yes x   No o
 
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 (Section 229.405 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 o   No o
 
Indicate by check mark whether the registrant is a large accelerated filed, an accelerated filer, a non-accelerated filer, or a smaller reporting company.
 
Large accelerated filer o                                               Accelerated filer o
 
Non-accelerated filer  o                                                Smaller reporting company x
 
Indicate by checkmark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o  No x
 
Applicable Only to Issuer Involved in Bankruptcy Proceedings During the Preceding Five Years.
 
N/A
 
Indicate by checkmark whether the issuer has filed all documents and reports required to be filed by Section 12, 13 and 15(d) of the Securities Exchange Act of 1934 after the distribution of securities under a plan confirmed by a court.  Yes o  No o
 
Applicable Only to Corporate Registrants
 
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the most practicable date:
 
Class
 
Outstanding as of  November 11, 2011
Common Stock, $0.001
 
 122,049,999



 
 

 
 
DOUBLE CROWN RESOURCES INC.
 
Form 10-Q
 
Part 1.   
FINANCIAL INFORMATION
 
Page
 
         
Item 1.
Financial Statements
    3  
   
Balance Sheets (Unaudited)
    3  
      
Statements of Operations (Unaudited)
    4  
 
Statements of Cash Flows (Unaudited)
    5  
 
Notes to Financial Statements (Unaudited)
    6-14  
Item 2.   
Management’s Discussion and Analysis of Financial Condition and Results of Operations
    15  
Item 3.   
Quantitative and Qualitative Disclosures About Market Risk
    23  
Item 4.
Controls and Procedures
    24  
           
Part II.
OTHER INFORMATION
       
           
Item 1.   
Legal Proceedings
    26  
Item 1A.   
Risk Factors
       
Item 2.  
Unregistered Sales of Equity Securities and Use of Proceeds
    26  
Item 3.   
Defaults Upon Senior Securities
    26  
Item 4    
Removed and Reserved
    26  
Item 5.  
Other Information
    26  
Item 6   
Exhibits
       

 
2

 
 
PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.
 
DOUBLE CROWN RESOURCES, INC.
 
(formerly "Denarii Resources, Inc.")
 
(An Exploration Stage Company)
 
BALANCE SHEETS
 
(unaudited)
 
   
September 30
   
December 31
 
   
2011
   
2010
 
             
ASSETS
           
             
Current assets
           
Cash
  $ 21,643     $ -  
Prepaid stock compensation
    832       -  
Total current assets
  $ 22,476     $ -  
                 
LIABILITIES
               
                 
Current Liabilities
               
Accounts payable
  $ 84,750     $ 83,802  
Accounts payable -  related parties
    401,476       248,080  
Accrued Interest - Related Party
    8,062       -  
Convertible promissory notes - related party (Note 6)
    132,382       132,382  
Convertible debt - related parties (Note 9)
    89,596       6,000  
Convertible debt
    20,000       -  
Total current liabilities
    736,266       470,264  
                 
Mineral prospect obligation (Note 6)
    131,652       -  
Convertible debt - long term portion
    30,000          
                 
Total liabilities
    897,918       470,264  
                 
STOCKHOLDERS' DEFICIT
               
                 
Common stock; 500,000,000 shares authorized at $0.001 par value 122,049,999 and 61,900,000 issued and outstanding at September 30, 2011 and December 31, 2010 respectively
    122,050       61,900  
Common stock payable
    3,900       8,034  
Additional paid-in capital
    985,982       543,915  
Deficit accumulated during exploration
    (1,987,375 )     (1,084,113 )
Total stockholders' deficit
    (875,442 )     (470,264 )
                 
Total liabilities and stockholders' deficit
  $ 22,476     $ -  
 
The accompanying notes are an integral part of these financial statements.
 
 
3

 
 
DOUBLE CROWN RESOURCES, INC.
 
(formerly "Denarii Resources, Inc.")
 
(An Exploration Stage Company)
 
STATEMENTS OF OPERATIONS
 
(unaudited)
 
                           
From inception (March 23, 2006) through
September 30, 2011
 
   
Three months ended
   
Nine months ended
 
   
September 30, 2011
   
September 30, 2010
   
September 30, 2011
   
September 30, 2010
 
                               
                               
REVENUE
  $ -     $ -     $ -     $ -     $ -  
                                         
OPERATING EXPENSES
                                       
Impairment of mineral property acquisition costs
    -       -       60,250       -       70,250  
Impairment of prepaid royalties
    -       595       124,200       595       124,795  
Professional fees
    47,525       77,141       222,147       262,261       956,595  
Office - general expenses
    53,200       3,897       57,535       13,456       82,421  
General expenses - related party
    259,045       31,558       423,616       129,439       698,085  
     Total Operating Expenses
    359,770       113,191       887,748       405,751       1,932,146  
                                         
NET LOSS FROM OPERATIONS
    (359,770 )     (113,191 )     (887,748 )     (405,751 )     (1,932,146 )
OTHER EXPENSE
                                       
Interest Expense
    7,817       -       15,514       -       15,514  
Financing cost - related party
    -       -       -       -       39,715  
     TOTAL OTHER EXPENSE
    7,817       -       15,514       -       55,229  
                                         
NET LOSS BEFORE INCOME TAXES
    (367,587 )     (113,191 )     (903,262 )     (405,751 )     (1,987,375 )
                                         
PROVISION FOR INCOME TAX
    -       -       -       -       -  
                                         
NET LOSS FOR THE PERIOD
  $ (367,587 )   $ (113,191 )   $ (903,262 )   $ (405,751 )   $ (1,987,375 )
                                         
BASIC AND DILUTED (LOSS)
                                       
PER COMMON SHARE
  $ (0.00 )   $ (0.00 )   $ (0.01 )   $ (0.01 )        
                                         
WEIGHTED AVERAGE NUMBER
                                       
OF COMMON SHARES
    86,141,847       61,900,000       75,730,585       61,757,143          
 
The accompanying notes are an integral part of these financial statements.
 
 
4

 
 
DOUBLE CROWN RESOURCES, INC.
(formerly "Denarii Resources, Inc.")
(An Exploration Stage Company)
STATEMENTS OF CASH FLOWS
(unaudited)
 
    Nine months ended     From inception (March 23, 2006) through  
   
September 30, 2011
   
September 30, 2010
   
September 30, 2011
 
                   
OPERATING ACTIVITIES
                 
Net loss
  $ (903,262 )   $ (405,751 )   $ (1,987,375 )
Adjustments to reconcile net loss from operations:
                       
  Shares issued for services
    392,833       140,000       837,167  
  Impairment of mineral property acquisition costs
    60,250       -       60,250  
  Impairment of prepaid royalties
    124,200       -       134,200  
  Beneficial Conversion Feature
    -       -       39,715  
Change in operating assets and liabilities:
                       
  Increase (decrease) in convertible debt for consulting
    83,596       -       83,596  
  decrease (increase) in prepaid expenses
    (832 )     -       (832 )
  Increase (decrease) in A/P and accrued expense
    (4,052 )     -       79,750  
  Increase in accrued interest
    7,452       -       7,452  
  Increase in accrued interest to a related party
    8,062       -       8,062  
  Increase (decrease) in A/P and accrued expense related party
    153,396       265,751       604,858  
Net cash used in operating activities
    (78,357 )     -       (133,157 )
                         
INVESTING ACTIVITIES
                       
Purchase of mineral claim
    -       -       (10,000 )
Net cash used in investing activities
    -       -       (10,000 )
                         
                         
FINANCING ACTIVITIES
                       
Proceeds from subscriptions payable
    45,000       -       45,000  
Proceeds from issuance of common stock
    55,000       -       119,800  
Net cash provided by financing activities
    100,000       -       164,800  
                         
NET INCREASE IN CASH AND CASH EQUIVALENTS
    21,643       -       21,643  
                         
CASH AND CASH EQUIVALENTS
                       
-BEGINNING OF PERIOD
    -       -       -  
                         
CASH AND CASH EQUIVALENTS
                       
-END OF PERIOD
  $ 21,643     $ -     $ 21,643  
                         
SUPPLEMENTAL DISCLOSURE OF NON-CASH
                       
 INVESTING AND FINANCING ACTIVITIES:
                       
Royalty obligation incurred on impaired option
  $ 124,200     $ -     $ 124,200  
Convertible debt issued for mineral property
  $ 50,000     $ -     $ 50,000  
Accounts payable for mineral property
  $ 5,000     $ -     $ 5,000  
Shares payable for mineral property
  $ 5,250     $ -     $ 5,250  
Shares issued for services
  $ 392,833     $ 140,000     $ 837,167  
 
The accompanying notes are an integral part of these financial statements.
 
 
5

 
 
DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

Double Crown Resources, Inc. (Formerly “Denarii Resources, Inc.”) ("Double Crown Resources" or the "Company") was organized under the laws of the State of Nevada on March 23, 2006 to explore mining claims and property in North America.

The preparation of the financial statements in conformity with generally accepted accounting principles in the United States of America 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. These are condensed notes and should be read in conjunction with the audited financial statements from the year ending December 31, 2010.

On March 16, 2010 Stuart Carnie resigned as an officer and director. On March 19, 2010 Dennis Lorrig was appointed as an officer and director.

On June 16, 2010 the Company entered into an agreement to acquire an 80% interest in Touchstone Precious Metals Inc. On October 29, 2010 the company filed an 8K disclosing that the Company has rescinded the Acquisition Agreement with Touchstone Precious Metals Inc. and Touchstone Venture Ltd.

On July 29, 2010 Dennis Lorrig and Robert Malasek resigned as officers and directors.

On July 29, 2011 Mr. David Figueiredo was appointed as an officer and director.

On August 9, 2011 Dr. Stewart Jackson resigned from his position as officer and director.

Basis of Presentation

In the opinion of management, the accompanying balance sheets and related interim statements of income, cash flows, and stockholders' equity include all adjustments, consisting only of normal recurring items, necessary for their fair presentation in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP"). Preparing financial statements requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue, and expenses. Actual results and outcomes may differ from management's estimates and assumptions.
 
Interim results are not necessarily indicative of results for a full year. The information included in this Form l0-Q should be read in conjunction with information included in the Form 10-K.

 
6

 
 
DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
NOTE 2 - GOING CONCERN

The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. However, the Company has accumulated a loss, this raises substantial doubt about the Company's ability to continue as a going concern. The financial statements do not include any adjustments that might result from this uncertainty.

As shown in the accompanying interim financial statements, the Company has incurred a net loss of $1,987,375 for the period from March 23, 2006 (inception) to September 30, 2011 and has not generated any revenues. The future of the Company is dependent upon its ability to obtain financing and upon future profitable operations from the development of acquisitions. Management has plans to seek additional capital through a private placement and public offering of its common stock. The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts of and classification of liabilities that might be necessary in the event the Company cannot continue in existence.

NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Cash and cash equivalents

The Company considers highly liquid financial instruments purchased with a maturity of three months or less to be cash equivalents.

Per Share Data

Net loss per common share is computed by dividing net loss by the weighted average common shares outstanding during the period as defined by Financial Accounting Standards, ASC Topic 260, "Earnings per Share". Basic earnings per common share (“EPS”) calculations are determined by dividing net income by the weighted average number of shares of common stock outstanding during the year. Diluted earnings per common share calculations are determined by dividing net income by the weighted average number of common shares and dilutive common share equivalents outstanding. During periods when common stock equivalents, if any, are anti-dilutive they are not considered in the computation.

Fair value of financial instruments
 
The carrying value of cash equivalents and accrued expenses approximates fair value due to the short period of time to maturity.

 
7

 
 
DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
NOTE 3 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - (CONTINUED)

Stock-based compensation

The Company records stock based compensation in accordance with the guidance in ASC Topic 718 which requires the Company to recognize expenses related to the fair value of its employee stock option awards. This eliminates accounting for share-based compensation transactions using the intrinsic value and requires instead that such transactions be accounted for using a fair-value-based method. The Company recognizes the cost of all share-based awards on a graded vesting basis over the vesting period of the award.

ASC 505, "Compensation-Stock Compensation", establishes standards for the accounting for transactions in which an entity exchanges its equity instruments to non employees for goods or services. Under this transition method, stock compensation expense includes compensation expense for all stock-based compensation awards granted on or after January 1, 2006, based on the grant-date fair value estimated in accordance with the provisions of ASC 505.

Recent Accounting Pronouncements

The Company has evaluated all of the recent accounting pronouncements through the filing date of these financial statements and feels that none of them will have a material effect on the Company’s interim financial statements.

NOTE 4 - RECLASSIFICATIONS

The Company reclassified $21,000 and $42,000 from Management and administration fees - related party, $7,500 and $15,000 from Rent - related party, and $14,698 and $27,645 from Travel - related party; $0 and $31,501 from professional fees to General expenses - related party for the three and six months ended June 30, 2011, respectively to correctly classify the related party figures presented in the current statement of operations. The reclassifications had no effect on the Company’s financial condition, results of operation, or cash flows.

NOTE 5 – RESTATEMENT

Upon review of the joint venture contract dated December 9, 2010 between the Company and Guyanex Minerals Corp, management has decided that the contract was recorded incorrectly during the period March 31, 2011 by prior management. The contract has expired as the execution date of May 30, 2011 has come and gone with no action. Furthermore, at no time before May 30, 2011 was the future sacrifice of $5,000,000 associated with this contract probable. Therefore, it is current management’s intent to remove this liability and associated adjustments and file restated financials as of March 31, 2011 and for the three month period ended March 31, 2011 and the period from inception (March 31, 2006) through March 31, 2011.

 
8

 
 
DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
NOTE 5 – RESTATEMENT - (CONTINUED)

Accordingly, the financial statements issued for the first quarter ended March 31, 2011 can no longer be relied upon.

In accordance with the agreement described above, the Company recorded a $5,000,000 asset which was fully impaired and expensed as part of "Impairment of mineral property acquisition costs". As part of this same transaction, the Company also recorded and presented an "Agreement payable" of $5,000,000 on the balance sheet as of March 31, 2011. The net result of this transaction as presented for the three months ended March 31, 2011 was a liability of $5,000,000 and impairment expense in the same amount.

The financial statements presented as of September 30, 2011 and for the six and three months ended September 30, 2011 and the period from inception (March 31, 2006) through September 30, 2011 have been properly adjusted to exclude this transaction.

NOTE 6 – CONVERTIBLE DEBT

Mineral Prospect Obligation

Effective on February 9, 2011 the company entered into an agreement between the Company and Richard and Gloria Kwiatowski . The Option provides for the development  of 136 claim units covering a series of nickel-colbalt-gold-platinum group element prospects, which prospects are located 35 kilometers northwest of Thunder Bay, Ontario (the “Prospects”). The Prospects are owned 100% by Kwiatowski as tenants in common. The Company intends to work on the Prospects, including drilling, for three types of geological conceptual targets: (i) shebandowan type high grade nickel-cobalt-gold-platinum sulphide deposits; (ii) disseminated nickel sulphides of Mount Keith type with bulk tonnage potential; and (iii) gold mineralization within an extensive conglomerate unit of potential open-pit bult tonnage configuration.
 
In accordance with the terms and provisions of the Option: (i) upon execution of certain documentation and transfer of title, the Company will pay $5,000 and issue 250,000 shares of common stock to the Kwiatowski; (ii) at the end of year one, the Company will pay to Kwiatowski a further $20,000 either in half cash and half shares or all shares at the option of the Kwiatowski; (iii) at the end of year two, the Company will pay to Kwiatowski a further $30,000 either in half cash and half shares or all shares at the option of the Kwiatowskiwill; (iv) each anniversary thereafter, the Company shall pay to Kwiatowski $25,000 as advance royalty payment until the sum of $200,000 has been paid; (v) the Company shall further make payment to Kwiatowski of 3% NSR royalty on all production from the Prospects, which royalty may be purchased by the Company as to 1.5% of the 3% for the sum of $1,500,000 in increments of $500,000 per 0.5% NSR; and (vi) the Company shall commit to expenditures of $200,000 on the Prospects. If the Kwiatowski’s were to convert the debt of $20,000 and $30,000, this would result in the issuance of 8,333,333 additional shares of common stock.
 
 
9

 
 
DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
NOTE 6 – CONVERTIBLE DEBT – (CONTINUED)

The prepaid royalty of $124,200 has been analyzed for impairment and has been fully impaired.

This liability is presented at the present value of expected future cash flow requirements.

Interest on the discounted royalty claim has been accreted at 12%. Accreted interest was $3,726 and $0 as of September 30, 2011 and December 31, 2010 respectively.
 
Convertible Promissory Notes – Related Party
 
In the year ended December 31, 2010 the company entered into a five-year consulting agreement dated October 1, 2010 with Dr. Stewart Jackson (“Jackson”), pursuant to which Jackson, as the chief executive officer and a member of the Board of Directors, will provide certain consulting services to the Company including, but not limited to, contact with precious metal assets for acquisition in North America. Jackson shall be entitled to monthly compensation of $2,000 representing aggregate compensation of $120,000. The compensation may be paid by cash or issuance of shares of common stock priced at the ten-day average each month. As of September 30, 2011 the future obligation based on the contract to Mr. Jackson has been recognized and accrued at its present value using a 12% discount rate over fifty-one months. This resulted in a $79,596 increase in consulting fees for the nine months ended September 30, 2011 and a convertible debt in the same amount as of September 30, 2011.

In addition to the $79,596 above, another $10,000 is accrued for past services at June 30, 2011, for a total convertible debt of $89,596. If converted, approximately 7,466,334 new shares would be issued.

NOTE 7 – CONVERTIBLE PROMISSORY NOTE RELATED PARTY

The Company has recorded $407,684 due to Falco Investments, Inc. as of September 30, 2011, of which $132,382 has been reported as convertible debt, $271,331 as accounts payable related party and $8,062 as accrued interest.

Falco Investments Inc. had agreed to waive all interest and accrued interest up to March 31, 2011. Interest on the convertible debt has been accrued at 12% for the quarters ended June 30, 2011 and September 30, 2011. Accrued interest was $8,062 and $0 as of September 30, 2011 and December 31, 2010 respectively.

Effective on October 21, 2010 the company entered into a series of convertible promissory notes in various principal amounts with Falco Investments Inc. (the “Creditor”). The aggregate amount represented in principal loaned to the Corporation from the Creditor is $132,382.

 
10

 
 
DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
NOTE 7 – CONVERTIBLE PROMISSORY NOTE RELATED PARTY – (CONTINUED)

In accordance with the terms and provisions of the Convertible Promissory Notes, the Convertible Promissory Notes are unsecured, shall bear interest at the rate of 12% compounded annually on the principal amount commencing on the date of the respective quarterly period. Each Convertible Promissory Note is convertible at the election of the Creditor into shares of the
Corporation’s common stock at the rate of $0.01 per share (which conversion price is a 20% discount from the trading price of the Company’s common stock on the OTC Bulletin Board on October 21, 2010).

The Company has recognized $39,715 in beneficial conversion feature costs in connection with this convertible note. If the total $132,382 is converted the share capital issued will increase be 13,238,200 common shares.

Falco believes that the Company is obligated to reissue $271,331 of their total debt as notes convertible at about 80% of the fair value of the stock, but the Company has not yet done so. If fully converted, approximately 27,133,109 new shares would be issued.

Please refer to footnote 10 for further debts and obligations to Falco.

NOTE 8 – STOCKHOLDERS' DEFICIT

Authorized

On April 25, 2011, the Company increased its authorized capital structure from one hundred million shares (100,000,000) of common stock to five hundred million shares (500,000,000) of common stock.

On February 23, 2011, the Company issued 1,700,000 shares for the conversion of accounts payable valued at $25,000. The cost per share was $0.0147. These shares were previously recorded as Common stock payables.

On February 23, 2011, the Company issued 2,000,000 shares for the conversion of advances from a related party valued at $40,000. The cost per share was $0.02. These shares were previously recorded as Common stock payables.

On March 16, 2011, the company issued 4,333,333 shares for services valued at $94,334. The cost per share was $0.021772. These shares were previously recorded as Common stock payables.

On March 16, 2011, the company issued 1,888,889 shares for services valued at $113,333. The cost per share was $0.02.

 
11

 
 
DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
NOTE 8 – STOCKHOLDERS' DEFICIT- (CONTINUED)

On March 31, 2011, the company has authorized 250,000 shares issuable in accordance with the terms of the option agreement relating to the Bateman Proposal valued at $5,250. The cost per share is $0.021.

On May 05, 2011, the company has authorized 1,000,000 shares issuable in a private placement to Rita McPeck for cash in the amount of $15,000. The cost per share is $0.015.

On May 09, 2011, the company issued 300,000 shares for services valued at $4,500. The cost per share was $0.015.

On June 23, 2011, the company has authorized 466,666 shares issuable in a private placement to Alison Barrett and Benjamin Woita for cash in the amount of $7,000. The cost per share is $0.015.

On June 27, 2011, the company has authorized 300,000 shares issuable pursuant to a consulting agreement with Glen Soler, a related party for consulting services. The cost per share is $0.012.

On June 30, 2011, the company has authorized 500,000 shares issuable in a private placement to Foxton Holdings for cash in the amount of $5,000. The cost per share is $0.010.

On July 24, 2011 the company issued 500,000 shares to Foxton Holdings as authorized in the note dated June 30, 2011 above.

On August 8, 2011 the company issued 250,000 shares in accordance with the terms of the Bateman proposal as authorized in the note dated March 31, 2011 above.

On August 12, 2011 the company issued 2,000,000 shares for debt valued at $50,200. These shares were issued at $0.0251 per share.

On September 13, 2011 the company re-negotiated the issuance of the 1,000,000 shares authorized in the note dated May 05, 2011 above. The share issue price was negotiated down to $0.005 from $0.015. On August 20, 2011 the company issued 3,000,000 shares for this private placement.

On September 13, 2011 the company re negotiated the issuance of the 466,666 shares authorized in the note dated June 23, 2011 above. The share issue price was negotiated down to $0.005 from $0.015. On August 20, 2011 the company issued 1,400,000 shares for this private placement.

On September 19, 2011 the company issued 28,000,000 shares to the board of directors and additional key parties for services rendered in the amount of $221,200. These shares were issued at the share price of $0.0079.
 
 
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DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
Stock Warrants

The following is a summary of warrants balance as of December 31, 2010 and activity during the nine month period ended September 30, 2011:

   
Number of Shares
   
Weighted Average Exercise Price
 
Balance, December 31, 2010
    -       -  
                 
Warrants granted and      assumed
    1,966,666       0.04  
Warrants expired
    -       -  
Warrants canceled
    -       -  
Warrants exercised
    -       -  
                 
Balance, September 30, 2011
     1,966,666       0.04  

All warrants outstanding as of September 30, 2011 are exercisable. The warrants issued during 2011 were issued as part of a series of common stock subscriptions for cash.

All warrants have been issued as a cost of issue as part of a unit that included a warrant and a share. The value of the warrants issued has no effect on the financial statements.

The company has authorized 500,000,000 common shares with a par value of $0.001. As of September 30, 2010 there were a total of 122,049,999 shares issued and outstanding and 3,900,000 shares authorized for issuance but not yet issued and outstanding (common stock payable). If all convertible debts and warrants were exercised, approximately 29,037,844 additional shares would be issued.

NOTE 9 – CONSULTING AGREEMENT – RELATED PARTY

In the year ended December 31, 2010 the company entered into a one-year consulting agreement dated October 1, 2010 with David Figueiredo (“Figueiredo”), and Steve Claus ("Claus") pursuant to which Figueiredo and Claus, as members of the Board of Directors, will provide certain consulting services to the Company including, but not limited to, contact with precious metal assets for acquisition in North America. Figueiredo and Claus shall be entitled to monthly compensation of $4,000 and $2,000, respectively representing aggregate compensation of $72,000. The current debt of $54,000 is unsecured, non-interest bearing and due on demand.

 
13

 
 
DOUBLE CROWN RESOURCES, INC
(Formerly “Denarii Resources, Inc.”)
(An Exploration Stage Company)
Notes to Financial Statements
September 30, 2011
 
NOTE 10 – COMMITMENTS AND CONTINGENCIES

As of June 15, 2011 the old management signed a resolution approving the issuance of convertible promissory notes in the amount of $271,331 to Falco Investments Inc. New management believes that the old management was not acting in the best interest of the company when they authorized these expenses and subsequently approved the issuance of the convertible debts.  The Company has recorded the balance of $407,684 due to Falco Investments Inc. of which $132,382 has been reported as convertible debt, $271,331 as accounts payable related party and $3,971 as accrued interest. The Company has decided to contest the current balance claimed to be due to Falco. It is current management’s opinion that these amounts due are frivolous. No additional liabilities were recorded for the period ending September 30, 2011 as new management does not believe that it is probable that the Company will pay or convert these debts.

NOTE 11 – SUBSEQUENT EVENTS

On September 23, 2011 the board of directors approved the name change to Double Crown Resources, Inc. to better reflect its current business operations and planed new programs of exploration.

The Company has evaluated subsequent events through the filing date of these financial statements and has disclosed any such events that are material to the financial statements.
 
 
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

FORWARD LOOKING STATEMENTS.

The information in this discussion contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These forward-looking statements involve risks and uncertainties, including statements regarding Denarii Resources Inc.'s (the "Company") capital needs, business strategy and expectations. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expect", "plan”,” intend", "anticipate", "believe", "estimate", "predict", "potential" or "continue", the negative of such terms or other comparable terminology. Actual events or results may differ materially. In evaluating these statements, you should consider various factors, including the risks outlined below, and, from time to time, in other reports the Company files with the SEC.  These factors may cause the Company's actual results to differ materially from any forward-looking statement. The Company disclaims any obligation to publicly update these statements, or disclose any difference between its actual results and those reflected in these statements.  The information constitutes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.

As used in this Quarterly Report, the terms "we," "us," "our," and "our Company" mean Double Crown Resources Inc. unless otherwise indicated.  All dollar amounts in this Quarterly Report are in U.S. dollars unless otherwise stated.

OVERVIEW

Double Crown Resources Inc. was organized under the laws of the State of Nevada on March 23, 2006, to explore mining claims and property in North America.

We are an exploration stage company and we have not realized any revenues to date.  We do not have sufficient capital to enable us to commence and complete our exploration program. We will require financing in order to conduct the exploration programs.

RECENT CORPORATE DEVELOPMENTS

Amendment to Articles of Incorporation – Name Change

On September 23, 2011, our Board of Directors, pursuant to written consent, authorized and approved the change of our name from “Denarii Resources Inc’ to “Double Crown Resources Inc” (the “Name Change”) to better reflect our current business operations and planned new programs of exploration. Previously, our business operations had been limited to gold and mineral exploration/development of selected properties in North, South and Latin America.  We will continue with this segment of our business plan. We will also pursue new programs of exploration, development and marketing of key mineral, oil, gas and other resources, which are in high demand from today's industrial market. There will also be expansion into the solar energy sector. The Board of Directors anticipates that these new ventures will add significantly to our potential for long term revenue and profit.

Our shareholders of record as of September 23, 2011, pursuant to written consent, approved and authorized the Name Change.

On October 4, 2011, we filed an amendment to its articles of incorporation with the Nevada Secretary of State changing its name from “Denarii Resources Inc.” to “Double Crown Resources Inc.”
 
 
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Amendment to Articles of Incorporation – Authorized Capital

On April 25, 2011, our Board of Directors and shareholders holding a majority of the total issued and outstanding shares of our common stock approved an increase in our authorized capital to five hundred million (500,000,000) shares of common stock, par value $0.001 (the “Increase in Authorized Capital”). Therefore, on May 23, 2011, we filed an amendment to our articles of incorporation with the Nevada Secretary of State regarding the Increase in Authorized Capital (the “Amendment”).

The Board of Directors considered certain factors regarding the Increase in Authorized Capital including, among others, the following: (i) establishing a proper market value for the Company and its shares and increasing the potential marketability of its common stock; and (ii) increasing the opportunities for the Company to engage in successful financing arrangements with a proper market cap.

The amendment will not affect the number of our issued and outstanding common shares.

CURRENT BUSINESS OPERATIONS

McNab Property

We have a mineral property, known as the McNab Molybdenum Property (the “McNab Property”). The McNab Property is comprised of one mineral claim containing 1 cell claim units totaling 251.11 hectares;
 
BC Tenure #   Work Due Date   Units   Total Area (Hectares)
831929       12   251.11
 
The McNab Property is located near the headwaters of McNab Creek, approximately 40 km northwest of Vancouver, BC.  Access to the property is presently via water or helicopter.  The McNab Property consists of 251.11 hectares of mineral title, valid until August 20, 2010.  The property is held in the name of Stan Ford on behalf of the company pending completion of the company’s application for a British Columbia Miners License. The McNab Property can be reached directly from Vancouver 40 km via helicopter.  Alternatively, water transportation or float plane can be used to reach the logging camp at tidewater, and then by road 10 km to the McNab Property.  Arrangements can be made to rent a truck from the logging company to allow road access to the property.

A proposed work program includes construction of a control grid, geological mapping and rock sampling of surface showings, a soil and silt geochemical sampling program, IP geophysical survey, and rock trenching.  Based on a compilation of these results, a diamond drill program will be designed to explore and define the potential resources.

Phase 1: Reconnaissance geological mapping, prospecting and rock sampling, helicopter transportation.
Phase 2:  Detailed geological mapping and rock sampling, grid construction, soil and silt geochemical survey, IP survey, establish drill and trenching targets.
Phase 3:  1000 metres of diamond drilling including geological
 
 
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Our business plan is to proceed with the exploration of our molybdenum property to determine whether there is any potential for molybdenum on the property that comprises our mineral claims. We have decided to proceed with the three phases of a staged exploration program recommended by the geological report. We anticipate that these phases of the recommended geological exploration program will cost approximately $25,000.00, $100,000 and $175,000 respectively. We had $0 in cash reserves as of the period ended December 31, 2010. The lack of cash has kept us from conducting any exploration work on the property. We will commence Phase 1 of the exploration program once we receive funding. Phase 2 and 3 will commence after completion of the Phase 1 program. As such, we anticipate that we will incur the following expenses over the next twelve months:
 
>>  $25,000.00 in connection with the completion of Phase 1 of our recommended geological work program;
 
>>  $100,000.00 in connection with the completion of Phase 2 of our recommended geological work program;
 
>>  $175,000 for Phase 3 of our recommended geological work program; and
 
>>  $10,000 for operating expenses, including professional legal and accounting expenses associated with compliance with the periodic reporting requirements after we become a reporting issuer under the Securities Exchange Act of 1934.
 
If we determine not to proceed with further exploration of our mineral claims due to a determination that the results of our initial geological program do not warrant further exploration or due to an inability to finance further exploration, we plan to pursue the acquisition of an interest in other mineral claims. We anticipate that any future acquisition would involve the acquisition of an option to earn an interest in a mineral claim as we anticipate that we would not have sufficient cash to purchase a mineral claim of sufficient merit to warrant exploration. This means that we might offer shares of our stock to obtain an option on a property. Once we obtain an option, we would then pursue finding the funds necessary to explore the mineral claim by one or more of the following means: engaging in an offering of our stock; engaging in borrowing; or locating a joint venture partner or partners.
 
Guyana Prospect
 
Effective on February 28, 2011, we entered into that certain extension of a letter agreement to form a joint venture dated December 9, 2010 (the “Letter Agreement”) with Guyanex Minerals Corp. (“GMC”). The Letter Agreement provided for the development of the gold mining concessions owned by Guyanex Minerals Incorporation (“GMI”), which is the owner of a 100% interest in those certain gold mining concessions located in the Republic of Guyana, including three concessions along the Guyani River (collectively, known as the “Prospect”).  In accordance with the terms and provisions of the Letter Agreement: (i) we were to purchase an undivided 50% equity interest in the Prospects by providing a payment of $5,000,000 prior to January 31, 2011 to be held in escrow (the “Option Purchase Price”); (ii) upon payment of the $5,000,000 by us, GMI was going to issue to us 1,000 common shares representing the 50% equity interest in GMI; and (iii) any capital requirements above the Option Purchase Price were to be paid on a 50-50 basis by us and GMC (the “Capital Requirements”).
 
 
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In accordance with the extension of the Letter Agreement, we and GMC agreed to a payment date of May 31, 2011 for the Option Purchase Price. As of the date of this Quarterly Report, the payment was never made.
 
As of November 7, 2011, our Board of Directors determined that pursuing the purchase of the interest in GMC and incurring the Capital Requirements associated with the gold mining concessions is not in our best interests or in the nest interests of our shareholders.  Therefore, we and GMC have entered into that certain rescission agreement (the “Rescission Agreement”), pursuant to which we are released from any further obligations or duties thereunder.  Moreover, it was previously determined that at no time prior to May 31, 2011 was the future sacrifice of $5,000,000 associated with the Letter Agreement probable and, therefore, it is our intent to remove this liability from our financial statements and make corresponding adjustments. Therefore, our Quarterly Report on Form 10-Q for the three month period ended March 31, 2011 will be restated.
 
Bateman Property Option
 
Effective on February 9, 2011, we entered into that certain Bateman Property Option (the “Option”) between with Richard and Gloria Kwiatkowski (collectively, the “Kwiatkowski”). The Option provides for the development of 136 claim units covering a series of nickel-colbalt-gold-platinum group element prospects, which prospects are located 35 kilometers northwest of Thunder Bay, Ontario (the “Prospects”). The Prospects are owned 100% by Kwiatkowski as tenants in common. We intend to work on the Prospects, including drilling, for three types of geological conceptual targets: (i) shebandowan type high grade nickel-cobalt-gold-platinum sulphide deposits; (ii) disseminated nickel sulphides of Mount Keith type with bulk tonnage potential; and (iii) gold mineralization within an extensive conglomerate unit of potential open-pit bult tonnage configuration.
 
In accordance with the terms and provisions of the Option: (i) upon execution of certain documentation and transfer of title, we will pay $5,000 and issue 250,000 shares of common stock to the Kwiatkowski; (ii) at the end of year one, we will pay to Kwiatkowski a further $20,000 either in half cash and half shares or all shares at the option of the Kwiatkowski; (iii) at the end of year two, we will pay to Kwiatkowski a further $30,000 either in half cash and half shares or all shares at the option of the Kwiatkowski will; (iv) each anniversary thereafter, we shall pay to Kwiatkowski $25,000 as advance royalty payment until the sum of $200,000 has been paid; (v) we shall further make payment to Kwiatkowski of 3% NSR royalty on all production from the Prospects, which royalty may be purchased by us as to 1.5% of the 3% for the sum of $1,500,000 in increments of $500,000  per 0.5% NSR; and (vi) we shall commit to expenditures of $200,000 on the Prospects.
 
On July 19, 2011, we paid $4,000 and incurred an additional $1,000 payable to purchase the Option. The prepaid royalty of $124,200 has been analyzed for impairment and fully impaired on the financials.
 
RESULTS OF OPERATIONS

Nine Month Period Ended September 30, 2011 Compared to Nine Month Period Ended September 30, 2010

Our net loss for the nine month period ended September 30, 2011 was ($903,262) compared to a net loss of ($405,751) during the nine month period ended September 30, 2010, an increase of $497,511. During the nine month periods ended September 30, 2011 and 2010, we did not generate any revenue.
 
 
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During the nine month period ended September 30, 2011, we incurred operating expenses of $887,748 compared to $405,751 incurred during the nine month period ended September 30, 2010. The increase in operating expenses was primarily attributable to an increase in the following items: (i) impairment of mineral property acquisition $60,250 (2010 $-0-) (ii) professional fees of $222,147 (2010: $262,261); (iii) impairment of prepaid royalties of $124,200 (2010: $595); (iv) general expenses – related party of $423,616 (2010: $129,439); and (v) office expenses – related party of $57,535 (2010: $13,456).

Operating expenses incurred during the nine month period ended September 30, 2011 compared to the nine month period ended September 30, 2010 increased primarily due to impairment of mineral property acquisition costs and impairment of prepaid royalties and professional fees relating to an increase in the scope and scale of our business operations. General and administrative expenses generally include corporate overhead, financial and administrative contracted services, marketing and consulting costs.

Our net loss from operations during the nine month period ended September 30, 2011 was ($887,748) compared to a net loss from operations during the nine month period ended September 390, 2010 of ($405,751).

During the nine month period ended September 30, 2011, interest expense of $15,514 (2010: $-0-) was incurred.

Thus, our net loss during the nine month period ended September 30, 2011 was ($903,262) or ($0.01) per share compared to a net loss of ($405,751) or ($0.01) per share during the nine month period ended September 30, 2010. The weighted average number of shares outstanding was 75,730,585 for the nine month period ended September 30, 2011 compared to 61,757,143 for the nine month period ended September 30, 2010.

Three Month Period Ended September 30, 2011 Compared to Three Month Period Ended September 30, 2010

Our net loss for the three month period ended September 30, 2011 was ($367,587) compared to a net loss of ($113,191) during the three month period ended September 30, 2010, an increase of $254,396. During the three month periods ended September 30, 2011 and 2010, we did not generate any revenue.

During the three month period ended September 30, 2011, we incurred operating expenses of $359,770 compared to $113,191 incurred during the three month period ended September 30, 2010. The increase in operating expenses was primarily attributable to the following items: (i) general expenses – related party of $259,045 (2010: $31,558); (ii) office – general expenses of $53,200 (2010: $3,897) and (iii) Professional Fees of $47,525 (2010: $77,141).

Operating expenses incurred during the three month period ended September 30, 2011 compared to the three month period ended September 30, 2010 increased primarily due to the increase in professional fees relating to an increase in the scope and scale of our business operations.

Our net loss from operations during the three month period ended September 30, 2011 was ($359,770) compared to a net loss from operations during the three month period ended September 30, 2010 of ($113,191).

During the three month period ended September 30, 2011, interest expense of $7,817 (2010: $-0-) was incurred.
 
 
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Thus, our net loss during the three month period ended September 30, 2011 was ($367,587) or $0.00 per share compared to a net loss of ($113,191) or $0.00 per share during the three month period ended September 30, 2010. The weighted average number of shares outstanding was 86,141,847 for the three month period ended September 30, 2011 compared to 61,900,000 for the three month period ended September 30, 2010.

We anticipate that we will not earn revenues until such time as we have entered into commercial production, if any, of our mineral properties. We are presently in the exploration stage of our business and we can provide no assurance that we will discover commercially exploitable levels of mineral resources on our properties, or if such resources are discovered, that we will enter into commercial production of our mineral properties.

LIQUIDITY AND CAPITAL RESOURCES
 
Nine Month Period Ended September 30, 2011

As of September 30, 2011, our current assets were $22,476 and our current liabilities were $736,266, which resulted in a working capital deficit of $713,790. As of September 30, 2011, current assets were comprised of $21,643 in cash and $832 in prepaid stock compensation. As of September 30, 2011, our current liabilities consisted of: (i) $84,750 in accounts payable; (ii) $401,476 in accounts payable – related parties; (iii) $8,062 in accrued interest – related party; (iv) $132,382 in convertible promissory notes – related party; (v) $89,596 in convertible debt – related parties; and (vi) convertible debt of $20,000.

As of September 30, 2011, our total assets were $22,476 comprised of current assets. Our total assets for fiscal year ended December 31, 2010 were $-0-.

As of September 30, 2011, our total liabilities were $897,918 comprised of: (i) current liabilities of $736,266; (ii) mineral prospect obligation of $131,652; and (iii) convertible debt – long term portion of $30,000

Stockholders’ deficit increased from ($470,264) as of December 31, 2010 to ($875,442) as of September 30, 2011 primarily due to the deficit accumulated during exploration.

Cash Flows from Operating Activities

We have not generated positive cash flows from operating activities. For the nine month period ended September 30, 2011, net cash flows used in operating activities was $78,357 compared to $-0- used during the nine month period ended September 30, 2010. Net cash flows used in operating activities consisted primarily of a net loss of ($903,262) (2010: $405,751), which was adjusted by: (i) $60,250 (2010: $-0-) in impairment of mineral property acquisition costs; (ii) $392,833 (2010: $140,000) in shares issued for services; and (iii) $124,200 (2010: $-0-) in impairment of prepaid royalties. Net cash flows from operating activities was further changed by an increase in: (i) convertible debt for consulting of $83,596 (2010: $-0-); (ii) prepaid expenses of $832 (2010: $-0-); (iii) accrued interest of $7,452 (2010: $-0-); (iv) accrued interest to related party of $8,062 (2010: $-0-); and (v) accounts payable and accrued expense related party of $153,396 (2010: $265,751). Net cash flows from operating activities was further changed by a decease in accounts payable and accrued expenses of $4,052 (2010: $0).

Cash Flows from Investing Activities

For the nine month periods ended September 30, 2011 and June 30, 2010, net cash flows used in investing activities was $-0- .
 
 
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Cash Flows from Financing Activities

For the nine month period ended September 30, 2011, net cash flows provided by financing activities was $100,000 consisting of $45,000 in proceeds from subscriptions payable and $55,000 in proceeds from issuances of common stock. For the nine month period ended September 30, 2010, net cash flows provided by financing activities was $-0-.

PLAN OF OPERATION AND FUNDING

Based on our current operating plan, we do not expect to generate revenue that is sufficient to cover our expenses for at least the next year. In addition, we do not have sufficient cash and cash equivalents to execute our operations for the next year. We will need to obtain additional financing to operate our business for the next twelve months. We will raise the capital necessary to fund our business through a private placement and public offering of our common stock. Additional financing, whether through public or private equity or debt financing, arrangements with shareholders or other sources to fund operations, may not be available, or if available, may be on terms unacceptable to us. Our ability to maintain sufficient liquidity is dependent on our ability to raise additional capital. If we issue additional equity securities to raise funds, the ownership percentage of our existing shareholders would be reduced. New investors may demand rights, preferences or privileges senior to those of existing holders of our common stock. Debt incurred by us would be senior to equity in the ability of debt holders to make claims on our assets. The terms of any debt issued could impose restrictions on our operations.  If adequate funds are not available to satisfy either short or long-term capital requirements, our operations and liquidity could be materially adversely affected and we could be forced to cease operations.

MATERIAL COMMITMENTS

Convertible Promissory Notes

We have recorded $407,684 due to Falco Investments, Inc. (“Falco”) as of September 30, 2011, of which $132,382 has been reported as convertible debt, $271,331 as accounts payable related party and $8,062 as accrued interest.

From approximately the first quarter of 2009 through the third quarter of 2010, Falco agreed to advance to us by way of certain loans the aggregate amount of $324,313.49 (collectively, the “Loan”). The Loan was evidenced by those certain respective convertible promissory notes dated October 21, 2010 in the principal amounts as set forth below:
 
Date of Quarterly Period   Principal Amount  
June 30, 2009   $ 64,607.37  
September 30, 2009      67,774.88  
December 31, 2009      38,635.21  
March 31, 2010      60,186.33  
June 30, 2010     38,708.53  
September 30, 2010     54,401.22  
 
Subsequently, the Board of Directors determined that there were insufficient shares in the authorized capital to issue in the event that Falco should decide to convert all of the Convertible Notes and, therefore, we agreed with Falco to rescind certain of the Convertible Notes and to re-enter into new convertible notes subsequent to us filing an amendment to our articles of incorporation increasing the authorized capital structure as follows: (i) promissory note dated December 31, 2009 in the principal amount of $38,635.21; (ii) promissory note dated March 31, 2010 in the principal amount of $60,186.33; (iii) promissory note dated June 30, 2010 in the principal amount of $38,708.53; and (iv) promissory note dated September 30, 2010 in the principal amount of $54,401.22 (collectively, the “Rescinded Convertible Notes”).
 
 
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Therefore, the two remaining convertible notes were: (i) promissory note dated June 30, 2009 in the principal amount of $64,607.37; and (ii) promissory note dated September 30, 2009 in the principal amount of $67,774.88, thus aggregating $132.382.25.  We further agreed with Falco that no interest shall bear or accrue on the two remaining convertible notes until January 1, 2011 and that commencing January 1, 2011, the two remaining convertible notes shall bear interest at the rate of 12% per annum.

Subsequently, the Board of Directors authorized the issuance of new convertible notes for the Rescinded Convertible Notes in addition to two further notes: (i) December 31, 2010 in the amount of $33,642.82; and (ii) March 31, 2011 in the amount of $45,756.98. However, new management has determined that the new convertible notes should not be issued. Therefore, as of September 30, 2011, the financial statements reflect an aggregate of $132,382.25 in convertible debt due and owing to Falco and $8,062 in accrued interest on the convertible debt owed to Falco.

Payable to Related Party

During the nine month period ended September 30, 2011, our officers advanced $79,396 to pay for operating expenses. As of September 30, 2011, the total amount of accounts payable to a related party total $322,476. The advances are unsecured, non-interest bearing and due on demand.

Consulting Agreement

Dr. Stewart Jackson. On October 1, 2010, we had entered into a five year consultant agreement with Dr. Stewart Jackson, our prior President/Chief Executive Officer and member of the Board of Directors (the “Jackson Consultant Agreement”). In accordance with the terms and provisions of the Jackson Consultant Agreement, Dr. Jackson agreed to provide certain consulting services to us regarding contact with precious metal assets for acquisition in North America and we agreed to pay Dr. Jackson monthly compensation of $2,000. As of the date of this Quarterly Report, the amount due and owing to Dr. Jackson under the Jackson Consultant Agreement is $120,000, which may be converted into common stock at a per share price based on the ten-day average of each month. Therefore, this resulted in a $79,596 increase in consulting fees for the three and six months ended June 30, 2011 and a convertible debt in the same amount as of June 30, 2011.  In addition to the $79,596, a further $10,000 is accrued for past services at June 30, 2011 for a total convertible debt of $89,596. In converted, approximately 7,466,334 shares of common stock would be issued

On August 9, 2011, Dr. Jackson resigned from his position as a member of the Board of Directors and the President/Chief Executive Officer stating that an additional $24,662 in management fees and amounts previously advanced by him to us to cover general operating  costs is due and owing.

David Figueiredo.  On October 1, 2010, we entered into a one-year consulting agreement with David Figueiredo, our current President/Chief Executive Officer and member of the Board of Directors (the “Figueiredo Consultant Agreement”).  In accordance with the terms and provisions of the Figueiredo Consultant Agreement, Mr. Figueiredo agreed to provide certain consulting services to us including, but not limited to, contact with precious metal assets for acquisition in North America, and we agreed to pay monthly compensation of $4,000. Therefore, as of the date of this Quarterly Report, we owe to Mr. Figueiredo an aggregate $48,000.  The amount due and owing to Mr. Figueiredo under the Figueiredo Consultant Agreement may be converted into common stock at a per share price based on the ten-day average of each month.
 
 
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Steve Claus.  On October 1, 2010, we entered into a one-year consulting agreement with Steve Claus (the “Claus Consultant Agreement”).  In accordance with the terms and provisions of the Claus Consultant Agreement, Mr. Claus agreed to provide certain consulting services to us including, but not limited to, contact with precious metal assets for acquisition in North America, and we agreed to pay monthly compensation of $2,000. Therefore, as of the date of this Quarterly Report, we owe to Mr. Claus an aggregate $24,000. The amount due and owing to Mr. Claus under the Claus Consultant Agreement may be converted into common stock at a per share price based on the ten-day average of each month.
 
PURCHASE OF SIGNIFICANT EQUIPMENT

We do not intend to purchase any significant equipment during the next twelve months.

OFF-BALANCE SHEET ARRANGEMENTS

We have no significant off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to stockholders.

GOING CONCERN

The independent auditors' report accompanying our December 31, 2010 and December 31, 2009 financial statements contains an explanatory paragraph expressing substantial doubt about our ability to continue as a going concern. The financial statements have been prepared assuming that we will continue as a going concern, which contemplates that we will realize our assets and satisfy our liabilities and commitments in the ordinary course of business.

ITEM III. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk represents the risk of loss that may impact our financial position, results of operations or cash flows due to adverse change in foreign currency and interest rates. 
 
Exchange Rate
 
Our reporting currency is United States Dollars (“USD”).  In the event we acquire any properties outside of the United States, the fluctuation of exchange rates may have positive or negative impacts on our results of operations. However, since all of our properties are currently located within the United States, any potential revenue and expenses will be denominated in U.S. Dollar, and the net income effect of appreciation and devaluation of the currency against the U.S. Dollar would be limited to our costs of acquisition of property.
 
Interest Rate
 
Interest rates in the United States are generally stable. Any potential future loans will relate mainly to acquisition of properties and will be mainly short-term. However our debt may be likely to rise in connection with expansion and if interest rates were to rise at the same time, this could become a significant impact on our operating and financing activities. We have not entered into derivative contracts either to hedge existing risks for speculative purposes.
 
 
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ITEM IV. CONTROLS AND PROCEDURES

FINANCIAL DISCLOSURE CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures  

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms, and that such information is accumulated and communicated to our management, including our president/chief executive officer and our secretary, treasurer/chief financial officer to allow for timely decisions regarding required disclosure.
 
As of September 30, 2011, we carried out an evaluation, under the supervision and with the participation of our president/chief executive officer and our chief financial officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on the foregoing, our president/chief executive officer and chief financial officer concluded that our disclosure controls and procedures were not effective in providing reasonable assurance in the reliability of our financial reports as of the end of the period covered by this quarterly report.  Effectiveness of disclosure controls was primarily a function of our current scale and scope of operations which are relatively non-complex with a limited volume of transactions and capital resources.

The matters involving internal disclosure controls and procedures that our management considered to be material weaknesses under the standards of the Public Company Accounting Oversight Board were:

1.  
Lack of a functioning audit committee due to a lack of a majority of independent members and a lack of a majority of outside directors on our board of directors, resulting in ineffective oversight in the establishment and monitoring of required internal controls and procedures;

2.  
Inadequate segregation of duties consistent with control objectives; and

3.  
Ineffective controls over period end financial disclosure and reporting processes.

The aforementioned material weaknesses were identified by our Chief Executive Officer in connection with the review of our financial statements as of September 30, 2011.

Management believes that the material weaknesses set forth in items (2) and (3) above did not have an effect on our financial results. However, management believes that the lack of a functioning audit committee and the lack of a majority of outside directors on our board of directors results in ineffective oversight in the establishment and monitoring of required internal controls and procedures, which could result in a material misstatement in our financial statements in future periods.
 
 
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Management’s Remediation Initiatives

In an effort to remediate the identified material weaknesses and other deficiencies and enhance our internal controls, we have initiated, or plan to initiate, the following series of measures:

1.  
We plan to form an audit committee, which we expect to be partially, if not fully, implemented by December 31, 2011.

2.  
We are seeking to add additional personnel, who may be appointed to our board of directors as outside members and/or serve in a capacity to allow us to better segregate job responsibilities.

3.  
We have developed internal control procedures over financial disclosure and reporting.  However, these procedures are, and will continue to be, ineffective without additional personnel.

Changes in internal controls over financial reporting

There was no change in our internal controls over financial reporting that occurred during the period covered by this report, which has materially affected, or is reasonably likely to materially affect, our internal controls over financial reporting.

AUDIT COMMITTEE

Our Board of Directors has established an audit committee. Effective August 12, 2011, Glen Soler and Jerry Drew have been appointed as members of the Audit Committee.  Both are independent members of the Audit Committee. The audit committee's primary function is to provide advice with respect to our financial matters and to assist our Board of Directors in fulfilling its oversight responsibilities regarding finance, accounting, and legal compliance. The audit committee's primary duties and responsibilities is: (i) serve as an independent and objective party to monitor our financial reporting process and internal control system; (ii) review and appraise the audit efforts of our independent accountants; (iii) evaluate our quarterly financial performance as well as its compliance with laws and regulations; (iv) oversee management's establishment and enforcement of financial policies and business practices; and (v) provide an open avenue of communication among the independent accountants, management and our Board of Directors.
 
 
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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

On August 11, 2011, we received a notice of civil claim (the “Civil Claim”) filed in the Supreme Court of British Columbia, case no. S-115321, between Falco Investments Inc., as Plaintiff, vs. Denarii Resources Inc., as defendant. The Civil Claim alleges that Falco Investments Inc. (“Falco”) entered into a consultant agreement with us on April 1, 2009 confirmed in writing on October 1, 2010 (the “Agreement”). The Civil Claim further alleges that for services rendered pursuant to the Agreement, we would pay Falco the sum of $7,000 monthly and reimburse all expenses incurred by Falco in carrying out the duties under the Agreement. The Civil Claim further alleges that collateral to the Agreement, we agreed with Falco that amounts owed to Falco under the Agreement would bear interest at the date of 12% per annum and such aggregate amounts due and owing would be convertible into shares of our common stock at the rate of $0.01 per share. As of the date of this Quarterly Report, we have not filed our response to the Civil Claim. We intend to aggressively pursue any and all available defenses.

Other than the Civil Claim, we are not a party to any material legal proceedings and to our knowledge; no such proceedings are threatened or contemplated.

ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS.

SHARES ISSUED FOR SERVICES RENDERED

On March 16, 2011, we issued an aggregate of 4,333,333 shares of our restricted common stock valued at $94,334 at a per share price of $0.02 for services rendered. On March 16, 2011, we issued an aggregate 1,888,889 shares of our restricted common stock valued at $113,333 at a per share price of $0.02 for services rendered. On May 9, 2011, we issued an aggregate 300,000 shares of our restricted common stock valued at $4,500 at a per share price of $0.015 for services rendered. The shares were issued to United States residents and non-United States residents in reliance on Section 4(2) and Regulation D or Regulation S of the United States Securities Act of 1933, as amended (the “Securities Act”). The shares of common stock have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The shareholders acknowledged that the securities to be issued have not been registered under the Securities Act, that they understood the economic risk of an investment in the securities, and that they had the opportunity to ask questions of and receive answers from our management concerning any and all matters related to acquisition of the securities.

SHARES ISSUED FOR CONVERSION

On February 23, 2011, we issued an aggregate of 1,700,000 shares of our restricted common stock for conversion of accounts payable valued at $25,000. The conversion price per share was $0.0147. On February 23, 2011, we issued an aggregate of 2,000,000 shares of our restricted common stock for conversion of advances from a related party valued at $40,000. The conversion price per share was $0.02.  The shares were issued to United States residents and non-United States residents in reliance on Section 4(2) and Regulation D or Regulation S of the Securities Act. The shares of common stock have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The shareholders acknowledged that the securities to be issued have not been registered under the Securities Act, that they understood the economic risk of an investment in the securities, and that they had the opportunity to ask questions of and receive answers from our management concerning any and all matters related to acquisition of the securities
 
 
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BATEMAN PROPERTY

On March 31, 2011, we authorized the issuance of 250,000 shares of restricted common stock in accordance with the terms and provisions of the Bateman Option valued at $5,250 at a per share price of $0.021. The shares were issued to a United States resident in reliance on Section 4(2) and Regulation D of the Securities Act. The shares of common stock have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The shareholders acknowledged that the securities to be issued have not been registered under the Securities Act, that they understood the economic risk of an investment in the securities, and that they had the opportunity to ask questions of and receive answers from our management concerning any and all matters related to acquisition of the securities.
 
PRIVATE PLACEMENTS

May 5, 2011

On May 5, 2011, we authorized the issuance of 1,000,000 shares of our restricted common stock pursuant to a private placement for consideration of $15,000. The per share price was $0.015. The shares were issued to United States residents and non-United States residents in reliance on Section 4(2) and Regulation D or Regulation S of the Securities Act. The shares of common stock have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The shareholders acknowledged that the securities to be issued have not been registered under the Securities Act, that they understood the economic risk of an investment in the securities, and that they had the opportunity to ask questions of and receive answers from our management concerning any and all matters related to acquisition of the securities.

August 12, 2011

Effective on August 12, 2011, the Board of Directors of the Company authorized the issuance of an aggregate 12,800,000 shares of its restricted common stock to ten investors, one of which was its Chief Executive Officer/President, at a per share price of $0.005. The shares of common stock were issued to the investors in reliance on Regulation D, Rule 506, promulgated under the Securities Act. The shares of common stock have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The investors acknowledged that the securities to be issued have not been registered under the Securities Act, that they understood the economic risk of an investment in the securities, and that they had the opportunity to ask questions of and receive answers from the Company’s management concerning any and all matters related to acquisition of the securities.

September 13, 2011

Effective on September 13, 2011, our Board of Directors authorized the issuance of an aggregate 8,400,000 shares of our restricted common stock to six investors at a per share price of $0.005. The shares of common stock were issued to the investors in reliance on Regulation D, Rule 506, promulgated under the Securities Act. The shares of common stock have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The investors acknowledged that the securities to be issued have not been registered under the Securities Act, that they understood the economic risk of an investment in the securities, and that they had the opportunity to ask questions of and receive answers from the Company’s management concerning any and all matters related to acquisition of the securities.
 
 
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EXECUTIVE COMPENSATION

Effective September 15, 2011, our Board of Directors authorized the issuance of an aggregate 22,000,000 shares of our restricted common stock to certain of our executive officers and directors as referenced below at a per share price of $0.005. Effective September 15, 2011, the Board of Directors also authorized a further 6,000,000 shares of its restricted common stock to two consultants. The shares of common stock were issued to the investors in reliance on Regulation D, Rule 506, promulgated under the Securities Act. The shares of common stock have not been registered under the Securities Act or under any state securities laws and may not be offered or sold without registration with the United States Securities and Exchange Commission or an applicable exemption from the registration requirements. The investors acknowledged that the securities to be issued have not been registered under the Securities Act, that they understood the economic risk of an investment in the securities, and that they had the opportunity to ask questions of and receive answers from the Company’s management concerning any and all matters related to acquisition of the securities.
 
Therefore, as of the date of this Quarterly Report, there are 122,049,999 shares of common stock issued and outstanding.
 
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

ITEM 4. Removed and Reserved

ITEM 5. OTHER INFORMATION.

DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS
 
Effective on July 9, 2011, our Board of Directors accepted the consent of J. Paul Murphy as a member of our Board of Directors.

Effective July 29, 2011, our Board of Directors accepted the resignation of Dr. Stewart Jackson as our President/Chief Executive Officer and a member of the Board of Directors. Dr. Jackson will remain an integral part of the management team engaged as a consultant to assist in bringing our properties into production.

Effective July 29, 2011, our Board of Directors accepted the consent of David Figueiredo as a member of our Board of Directors and as our President/Chief Executive Officer.

Effective August 2, 2011, our Board of Directors accepted the consent of Tricia Oakley as our Secretary.

Effective on April 14, 2011, our Board of Directors accepted the consent of Jerry Drew as a member of our Board of Directors.

Therefore, as of the date of this Quarterly Report, the Board of Directors consists of Jerry Drew, Glenn Soler, Paul Murphy and David Figueiredo.
 
 
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Biography

J. Paul Murphy.  During the past fifty years, Mr. Murphy has been involved in the investment business working for a variety of companies, such as Barkley & Crawford (Toronto, Ontario) and Gardner Watson as a co-manager of the underwriting department. Mr. Murphy was also employed at Brawley Cathers, Watt-Carmichael and Brant Securities as an account executive. In 1992, Mr. Murphy and partners developed Skymore Resources Inc., which eventually evolved into Aurico Gold Incorporation. Mr. Murphy is currently a consultant resourcing and/or developing properties.

David Figueiredo.  During the past thirty years, Mr. Figueiredo has been involved with a chain of video stores in Northern California, which he started as a sole proprietor in 1983 and remains in operation today. Mr. Figueiredo also has been involved in the acquisition of distressed properties and the development of small shopping centers. He was part of the original team of investors in one of the first legal casinos in Mexico City, Los Palmas, which was opened in 2006 and remains in successful operations today. Mr. Figueiredo graduated from Humboldt State University with a degree in physical education in 1981and was part of the Humboldt State University’s legendary long distance running program. Subsequently, Mr. Figueiredo coached long distance runners for over twenty-five years at the high school level and in 1999 won the Division II California State Championship.

Jerry Drew.  During the past thirty years, Mr. Drew has been involved in business development and marketing. Currently, Mr. Drew owns and operates Jerold S. Drew Painting where he is solely responsible for the purchase of job materials, estimation of projects, supervisions of projects and completion. He also owns and operates Spencer Vineyards in Redwood Valley, California, which grows high quality Petite Syrah and Pinot Noir grapes. Mr. Drew’s marketing experience started in the early 1980s where he was employed with J.D. Barton Company, which distribute lighting fixtures to major electrical wholesalers in the Sacramento Valley and throughout northern California. During the 1980s, Mr. Drew also developed a marketing plan for Mendocino Mineral Water. Subsequently, Mr. Drew started Jerold S. Drew Painting, which has remained in profitable business for the past thirty years.

Mr. Drew earned his degree from California State University, Sacramento, in Business Management. For approximately twenty years, Mr. Drew was also the high school head cross country and track coach at Ukiah Unified School District until 2004 where his athletes were league, section, state and national champions.

Tricia Oakley.  During the past thirty years, Ms. Oakley has been employed as a legal secretary. Her experience ranges from corporate/environmental issues to estate planning, trusts and probate. Since 1997, Ms. Oakley has operated her own business providing secretarial services to attorneys practicing in a wide variety of law fields. Ms. Oakley currently assists attorneys who are practicing corporate, pro bono non-profit, family law and trusts. Ms. Oakley attended Empire College, School of Business, and obtained her Legal Secretarial Sciences degree in 1979.

Executive Consultant Agreements
 
Effective on September 15, 2011 (the “Effective Date”), we entered into certain verbal one-year agreements with certain of our executive officers and directors regarding performance of respective duties and executive compensation as follows:
 
1.  
David Figueiredo, Chief Executive Officer/President and a member of the Board of Directors. The Board of Directors authorized in a special meeting held on September 15, 2011 an executive arrangement with Mr. Figueiredo (the “Figueiredo Agreement”). Pursuant to the Figueiredo Agreement: (i) Mr. Figueiredo shall perform certain duties including, but not limited to, interactions with the media, coordinating legal services and seeking, identifying and consummating the acquisition of properties; and (ii) we shall issue to Mr. Figueiredo an aggregate of 6,000,000 shares of our restricted common stock at a per share price of $0.005.
 
2.  
Jerry Drew, member of the Board of Directors. The Board of Directors authorized in a special meeting held on September 15, 2011 an executive arrangement with Mr. Drew (the “Drew Agreement”). Pursuant to the Drew Agreement: (i) Mr. Drew shall perform certain duties including, but not limited to, assisting the Chief Executive Officer/President, identifying and interacting with investors, overseeing and monitoring our operational expenses and seeking and identifying properties for acquisition; and (ii) we shall issue to Mr. Drew an aggregate of 5,000,000 shares of our restricted common stock at a per share price of $0.005.
 
 
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3.  
Glenn Soler, member of the Board of Directors. The Board of Directors authorized in a special meeting held on September 15, 2011 an executive arrangement with Mr. Soler (the “Soler Agreement”). Pursuant to the Soler Agreement: (i) Mr. Soler shall perform certain duties including, but not limited to, providing consulting and managerial services, identifying and interacting with investors and seeking and identifying properties for acquisition; and (ii) we shall issue to Mr. Soler an aggregate of 4,000,000 shares of our restricted common stock at a per share price of $0.005.
 
4.  
Tricia Oakley, Secretary. The Board of Directors authorized in a special meeting held on September 15, 2011 an executive arrangement with Ms. Oakley (the “Oakley Agreement”). Pursuant to the Oakley Agreement: (i) Ms. Oakley shall perform certain duties including, but not limited to, providing administrative support to the Chief Executive Officer/President and all members of the Board of Directors; and (ii) we shall issue to Ms. Oakley an aggregate of 3,000,000 shares of our restricted common stock at a per share price of $0.005.
 
Murphy Consultant Agreement
 
Effective on September 8, 2011 (the “Effective Date”), we entered into that certain consultant three-year agreement with J. Paul Murphy, one of our directors (the “Murphy Agreement”). In accordance with the terms and provisions of the Murphy Agreement: (i) Mr. Murphy shall perform certain duties including, but not limited to, assisting in financings and identifying potential investors and seeking and identifying properties for acquisition; (ii) we shall pay to Mr. Murphy a retainer fee of $10,000; and (iii) we shall issue to Mr. Murphy an aggregate of 4,000,000 shares of our restricted common stock at a per share price of $0.005.
 
Rescission of Murphy Agreement
 
As of November 7, 2011, we entered into that certain rescission agreement with Mr. Murphy (the “Murphy Rescission Agreement”), pursuant to which we are released from our required payment to Mr. Murphy of $10,000.  Mr. Murphy has been included in the general executive compensation packages approved by the Board of Directors September 15, 2011 referenced above pursuant to which Mr. Murphy has been issued 4,000,000 shares of our restricted common stock. Mr. Murphy will continue to provide services to us including assistance in financings and identification of potential investors and properties for acquisition.
 
 
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ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
 
Exhibit Number    Description of Exhibit
     
3.1   Articles of Incorporation (1)
     
3.1.2    Amendment to Articles of Incorporation (3)
     
3.2   Bylaws (1)
     
10.1   Consultant Agreement between Denarii Resources Inc. and Paul Murphy dated September 8, 2011. (4)
     
31.1   Certification of Chief Executive Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act.
     
31.2    Certification of Chief Financial Officer Pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act.
     
32.1   Certification of Chief Executive Officer and Chief Financial Officer Under Section 1350 as Adopted Pursuant to Section 906 0f the Sarbanes-Oxley Act of 2002.
 
101.INS **
 
XBRL Instance Document
     
101.SCH **
 
XBRL Taxonomy Extension Schema Document
     
101.CAL **
 
XBRL Taxonomy Extension Calculation Linkbase Document
     
101.DEF **
 
XBRL Taxonomy Extension Definition Linkbase Document
     
101.LAB **
 
XBRL Taxonomy Extension Label Linkbase Document
     
101.PRE **
 
XBRL Taxonomy Extension Presentation Linkbase Document
____________
(1)  Filed with the Securities and Exchange Commission as an exhibit to our Form SB-1 Registration Statement originally filed on March 23, 2006.

(2)  Filed as an exhibit to the Current Report filed on November 7, 2010 with the Securities and Exchange Commission.

(3) Filed as an exhibit to the Current Report filed on November __, 2011 with the Securities and Exchange Commission.

(4) Filed as an exhibit to the Current Report filed on September __, 2011 with the Securities and Exchange Commission.
 
** XBRL (Extensible Business Reporting Language) information is furnished and not filed or a part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise is not subject to liability under these sections.
 
 
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SIGNATURES
 
DOUBLE CROWN RESOURCES INC.
 
SIGNATURES
 
Pursuant to the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
  DOUBLE CROWN RESOURCES INC.  
       
Dated: November 15, 2011  
By:
/s/ DAVID FIGUEIREDO  
    David Figueiredo, President/Chief  
   
Executive Officer
 
 
 
Dated: November 15, 2011
By:
/s/ DAVID FIGUEIREDO  
   
David Figueiredo,
Chief Financial Officer
 
 
 
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