This Quarterly Report on Form 10-Q contains forward-looking statements regarding our business, financial condition, results of operations and prospects. Words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions or variations of such words are intended to identify forward-looking statements, but are not deemed to represent an all-inclusive means of identifying forward-looking statements as denoted in this Quarterly Report on Form 10-Q. Additionally, statements concerning future matters are forward-looking statements.

Although forward-looking statements in this Quarterly Report on Form 10-Q reflect the good faith judgment of our management, such statements can only be based on facts and factors currently known by us. Consequently, forward-looking statements are inherently subject to risks and uncertainties and actual results and outcomes may differ materially from the results and outcomes discussed in or anticipated by the forward-looking statements. We caution the reader that numerous important factors, including those factors discussed in our Annual Report on Form 10-KSB/A for the fiscal year ended December 31, 2007, which are incorporated herein by reference, could affect the our actual results and could cause our actual consolidated results to differ materially from those expressed in any forward-looking statement made by, or on behalf of, U S Canadian Minerals. Readers are urged not to place undue reliance on these forward-looking statements, which speak only as of the date of this Quarterly Report on Form 10-Q. We file reports with the Securities and Exchange Commission (the "SEC" or "Commission"). Our website address is www.uscanadianminerals.com. You can also read and copy any materials we file with the SEC at the SEC's Public Reference Room at 450 Fifth Street, NW, Washington, DC 20549. You can obtain additional information about the operation of the Public Reference Room by calling the SEC at 1-800-SEC-0330. In addition, the SEC maintains an internet site (www.sec.gov) that contains reports, proxy and information statements, and other information regarding issuers that file electronically with the SEC, including us.

We undertake no obligation to revise or update any forward-looking statements in order to reflect any event or circumstance that may arise after the date of this Quarterly Report on Form 10-Q. Readers are urged to carefully review and consider the various disclosures made throughout the entirety of this Annual Report, which attempt to advise interested parties of the risks and factors that may affect our business, financial condition, results of operations and prospects.

As used in this Quarterly Report, the terms "we," "us," "our," "the Corporation", "the Company" and "U S Canadian" means U S Canadian Minerals Inc unless otherwise indicated.

Business of Issuer

U.S. Canadian Minerals is headquartered in Blaine, WA. On its own and through Joint Ventures, the Company is looking to expand mining properties throughout North and South America. The Company has the following projects, which have progressed to varying degrees.

COD Mine

On May 11, 2004, the Company entered into a joint venture agreement with El Capitan Precious Metals Inc. to acquire 80% ownership of the COD minesite and claims located in Kingman Arizona. The Company was required to contribute 720,000 shares of its common stock to acquire this 80% interest in the minesite. This joint venture agreement entitles El Capitan Precious Metals Inc to receive 20%.of net profit.

The COD claims comprise 13 BLM non patented Lode claims on Federal land. Each claim is of 20 acres each for a total of 260 acres. The annual fee is $125 for each 20 acre claim for a total annual claim fee of $1625. The claims are located in the Cerbat Mountains outside of Kingman, Arizona. Specifically they are located in Section 28, Township 23 North, Range 17 West, of Gila and Salt River Base and Meridian, approximately ten miles north of Kingman, Arizona. Kingman is located in the far northwest corner of Arizona along Interstate 40, U.S. Route 66 and Arizona Route 93.

The minesite can be reached by taking the Stockton Hill Road exit off of Interstate 40 north to a distance of approximately ten miles. Continue on Stockton Hill Road to a subdivision road extending west. Follow the subdivision road to the second southern extension road. From this point there is a rough dirt road to the mine site which requires a truck, two or four wheel drive to access the mine site. Both the Chief Executive Officer and the Chief Financial Officer have visited the site on more than one occasion. As well the Company has had a Geologist, "Qualified Person" as defined in NI 43-101 visit the property on more than one occasion.

Below are the claim names, book and page numbers and BLM A.M.C. numbers.

                                   COD PROPERTY



                                  COUNTY RECORDER



CLAIM NAME  BOOK NOS. PAGE    BLM A.M.C. NUMBERS
JAYNE       841       806-807 175025
LIM         841       808-809 175026
ERIC        841       810-811 175015
MARC        841       812-813 175030
O.J.B.      841       814-815 175033
GOLDEN MOON 841       816-817 175024
RICO        841       834-835 175039



NOON NO. 1       841 832-833 175032
WHITE EAGLE      841 850-851 175044
WHITE EAGLE NO.2 841 852-853 175045
REUBE            841 848-849 175035
UNIT             841 846-847 175043
RENO             841 844-845 175034

In the immediate area of the C.O.D. minesite and the other associated mines, the predominant rock is a fairly course microcline granite, probably of the Precambrian Era. This is associated with dark, fine-grained chlorite schist, in which the schistocity strikes North 20° West. There is a major jointing system which somewhat parallels the COD. Rico vein. This system is faulted with dikes and sills of altered basalt which prevails in the valley floor to the south and east.

In the immediate area of the mineite, the chlorite schist is prevalent with the Precambrian granites being exposed on the ridge lines flanking the granite gneiss and microcline granite. The major mineralization within the claim group is contained within polymetallic quartz veins exposed along northwest trending faults. The first major fault system is evidenced by the COD Rico vein which strikes North 80° West and dips in the area of the minesite at 85° to 80° to the northeast. Evidence of the fault movement is the slickenside which exists predominantly on the footwall side of the vein structure. The vein systems are well defined with little extension of the mineralization into the foot or hanging wall sections. However, cross-fracture patterning and faulting striking with the schistocity and plating have resulted in considerable brecciation and the formation of high-grade ore shoots into the wall rocks.

Examination of the vein material reflects a banding of mineralization in an inconsistent patterning with the ore values being clearly identifiable. The major areas and concentrations of high-grade mineralization are directly associated with the cross-faulting systems and fracture zones within the vein systems. The gangue minerals within the vein systems are quartz, with some calcite, calcium, carbonates and siderite. The ore minerals contained within the vein systems are gold, silver, pyrite, arsenopyrite, chalcopyrite, galena, bomite, covellite, chalcocite, anglesite, sphalerite, argentite, cerussite and smithsonite.

The mineralization is early to mid tertiary and possibly related to the laramide orogeny and appears to be associated with an unexposed pluton beneath the Ithica Peak quartz monzonite of Laramide age. The mineralization with these vein systems is both hypene and supergene with supergene action resulting in sporadic oxide zones above the 400-foot level.

The White Eagle vein system which is the second major vein system strikes North 46° West to North 58° West and dips at approximately 87° to the south. The White Eagle vein system is composed of three parallel structures, less than 15 feet apart in most areas along its strike length. These veins roughly parallel the schistocity, The multiple vein systems of the White Eagle with an approximate width of 35 feet are indicative of a probable shear associated with the northwesterly trend,

Between the COD Rico vein and the White Eagle vein, there exist four known parallel structures. One of the structures which runs through the Unit mining claim strikes North 85° West and dips at approximately 71° to the northeast, No information exists on the balance of the structure; however, the Unit system had significant amounts of Ruby silver in the dumps.

To date, the C.O.D. mine site has been worked by previous operators, by an incline shaft(78°-80°) to the 600-foot level and a winze that has been sunk to the 740-foot level. Major levels have been worked on the 400-, 500- and 600-foot levels.

The mine site was worked principally by a main shaft (No. 1) about 400 foot depth
and by drifts and stopes on and between two main and two subordinate levels aggregating about 2,500 feet of underground work.

From the second, or 300-foot level to the surface, the ore, except some of the low grade, has been mostly stopped out for a distance of about 400 feet on either side of the shaft, especially on the east side beyond which good ore is reported. The second level extends to a point 900 feet west of the main shaft where connection with the surface is contemplated by a new double compartment shaft (No. 2) which is now 96 feet in depth and on completion is to be used as a main working shaft of the mine. At about 1,200 feet west of this shaft, a third shaft (No. 3) is sunk to the depth of 60 feet.

At the mine site there is currently no electricity, nearest electricity is approximately 1 mile away. In the past a generator was used. There is water in the main shaft at approximately the 100 foot level but no separate well or piped in water. A permit would be required to utilize water from the current underground shaft and tunnels. There is a main building which in the past served as an office and employee site. There is a water tank and a fuel tank. There is a temple above the main shaft but no winch. There is a rod mill and jaw crusher. The crushing line is on a concrete pad upon which is a steel beam covered structure

Management lacks technical training and experience with exploring for, starting, and/or operating a mine; and that with no direct training or experience in these areas, management may not be fully aware of many of the specific requirements related to working within this industry. Management's decisions and choices may not take into account standard engineering or managerial approaches mineral exploration Companies commonly use; and our operations, earnings, and ultimate financial success could suffer due to management's lack of experience in this industry.

A map of the claims and a map of the geographical locale are found in Exhibits. On May 30, 2009 a geological report was delivered to the Company by Duncan Bain P. Geo. Duncan Bain is a qualified person as defined by NI 43-101 requirements. The report he delivered is titled "REPORT ON PRELIMINARY EXPLORATION C.O.D. AU-AG PROJECT KINGMAN AREA, ARIZONA". The entire report is available on the Company website www.uscanadianmin.com

No minerals were produced during the three months ended June 30, 2009.

RESULTS OF OPERATIONS

The Company has achieved no significant revenue or profits to date, and the Company anticipates that it will continue to incur net losses for the foreseeable future. The Company incurred a net loss of approximately $287,273 for the six months ended June 30, 2009, compared with a net loss of $405,350 for the six months ended June 30, 2008. The larger loss in 2008 was due to the costs incurred in bringing the Company's securities filings current and expenses incurred seeking new mineral projects. The loss in 2009 was due to due to costs of auditors, accountants, filings and exploration and general expenses.

The Company's 2009 activities were financed primarily through loans from management

Liquidity and Capital Resources

Since its inception the Company has had limited operating capital, and has relied heavily on debt and equity financing.

The financial statements as of and for the period ended on June 30, 2009 expressed their substantial doubt as to the Company's ability to continue as a going concern. Without additional capital, it is unlikely that the Company can continue as a going concern. The Company plans to raise operating capital via debt and equity offerings. However, there are no assurances that such offerings will be successful or sufficient to fund the operations of the Company. In the event the offerings are insufficient, the Company has not formulated a plan to continue as a going concern. Moreover, if such offerings are successful, they may result in substantial dilution to the existing shareholders.

Write down of Property Assets, Mineral Rights and Investment Assets

In the 2nd Quarter of 2009 there were no write downs or impairments of value of property assets, mineral rights or investment assets.

Off Balance Sheet Arrangements

As of June 30, 2009, there were no off balance sheet arrangements.

Going Concern

As shown in the accompanying financial statements, we have incurred a net loss of $22,706,195 since inception. To achieve profitable operations, we require additional capital for obtaining producing mineral properties through either the purchase of producing mines or successful exploration activity. Our management believes that sufficient funding will be available to meet our business objectives including anticipated cash needs for working capital and is currently evaluating several financing options. However, there can be no assurance that we will be able to obtain sufficient funds to continue and, if successful, to commence the sale of our projects. As a result of the foregoing, there exists substantial doubt about our ability to continue as a going concern.

Critical Accounting Policies

Basis of Presentation

These financial statements and related notes are presented in accordance with accounting principles generally accepted in the United States, and are expressed in US dollars. The Company's fiscal year-end is December 31. The Company has not realized revenues from its intended operations as of June 30, 2009 and is classified as a development stage enterprise.

Revenue recognition

The Company will recognize revenue from the performance of its services and/or sale of its products in accordance with Securities and Exchange Commission Staff Bulletin No. 104 ("SAB 104"), "Revenue Recognition in Financial Statements". Revenue will be recognized only when the price is fixed or determinable, persuasive evidence of an arrangement exists, the service is provided, and collectability is assured. The Company had revenues of $-0- during the quarter ended June 30, 2009.

Use of Estimates - The preparation of these financial statements in conformity with generally accepted accounting principles in the United States 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. The Company regularly evaluates estimates and assumptions related to valuation allowances on accounts receivable and inventory, valuation and amortization policies on property and equipment, and

valuation allowances on deferred income tax losses. The Company bases its estimates and assumptions on current facts, historical experience and various other factors that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the accrual of costs and expenses that are not readily apparent from other sources. The actual results experienced by the Company may differ materially and adversely from the Company's estimates. To the extent there are material differences between the estimates and the actual results, future results of operations will be affected.