---

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

FORM 10-Q

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

For the quarterly period ended FEBRUARY 28, 2009

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

For the transition period from _____to _______

Commission file number: 333-148625

OSPREY VENTURES, INC.
(Exact name of small business issuer in its charter)

Wyoming	26-0665571
(State or other jurisdiction of incorporation or	(I.R.S. Employer Identification No.)
organization)
Unit D, 15th Floor, 8 Hart Avenue
Tsim Sha Tsui, Kowloon, Hong Kong	N/A
(Address of principal executive offices)	(Zip Code)

Issuer’s telephone number: (888) 755-9766

Securities Registered Under Section 12(b) of the Exchange Act: None

Securities Registered Under Section 12(g) of the Exchange Act:
Common Stock, $0.001 par value
(Title of class)

Indicate by check mark 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 [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ X ] No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, a non-accelerated filer or a smaller reporting company.

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

State the number of shares outstanding of each of the issuer’s classes of common equity, as of the latest practicable date: 7,200,000 shares of Common Stock as of April 14, 2009.

Transitional Small Business Format. Yes [ ] No [ X ]

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

---

OSPREY VENTURES, INC.
(An Exploration Stage Company)

FINANCIAL STATEMENTS

For the quarter ended FEBRUARY 28, 2009

BALANCE SHEETS AS OF FEBRUARY 28, 2009 (UNAUDITED), AND MAY 31, 2008.

STATEMENTS OF OPERATIONS FOR THE THREE AND NINE MONTHS ENDED FEBRUARY 28, 2009 (UNAUDITED), AND FEBRUARY 29, 2008 (UNAUDITED), AND THE PERIOD FROM MAY 17, 2006 (INCEPTION), TO FEBRUARY 28, 2009 (UNAUDITED).

STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT) FOR THE PERIOD FROM MAY 17, 2006 (INCEPTION), TO FEBRUARY 28, 2009 (UNAUDITED).

STATEMENTS OF CASH FLOWS FOR THE NINE MONTHS ENDED FEBRUARY 28, 2009 (UNAUDITED), AND FEBRUARY 29, 2008 (UNAUDITED), AND FOR THE PERIOD FROM MAY 17, 2006 (INCEPTION), TO FEBRUARY 28, 2009 (UNAUDITED).

NOTES TO THE FINANCIAL STATEMENTS (UNAUDITED).

---

OSPREY VENTURES, INC.

(An Exploration Stage Company)

BALANCE SHEETS

AS OF FEBRUARY 28, 2009, AND MAY 31, 2008

		February 28, 2009			May 31, 2008
		(Unaudited)
ASSETS
CURRENT ASSETS
Cash	$	117		$	11,609
TOTAL ASSETS	$	117		$	11,609
LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)
CURRENT LIABILITIES
Due to a former officer (Note 3)	$	5,233		$	5,000
Due to an officer and director (Note 3)		1,290			-
Due to a related party (Note 3)		14,929			-
Accounts payable and accrued liabilities		500			13,772
TOTAL LIABILITIES		21,952			18,772
STOCKHOLDERS’ EQUITY (DEFICIT)
Capital stock (Note 6)
Authorized
200,000,000 shares of common stock, $0.001 par value,
Issued and outstanding
7,200,000 shares of common stock		7,200			7,200
Additional paid-in capital		20,100			20,100
Deficit accumulated during the exploration stage		(49,135	)		(34,463	)
Total stockholders’ equity (deficit)		(21,835	)		(7,163	)
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)	$	117		$	11,609

The accompanying notes are an integral part of these financial statements

---

OSPREY VENTURES, INC.

(An Exploration Stage Company)

STATEMENTS OF OPERATIONS

FOR THE THREE AND NINE MONTHS ENDED FEBRUARY 28, 2009, AND FEBRUARY 29, 2008,

AND THE PERIOD FROM MAY 17, 2006 (INCEPTION), TO FEBRUARY 28, 2009

(Unaudited)

		Three Months			Three Months			Nine Months			Nine Months			May 17, 2006,
		Ended			Ended			Ended			Ended			(inception) to
		February 28,			February 29,			February 28,			February 29,			February 28,
		2009			2008			2009			2008			2009
REVENUE	$	-		$	-		$	-		$	-		$	-
Total revenue		-			-			-			-			-
EXPENSES
Bank charges		32			39			120			143			540
Loss on currency exchange		(1,495	)		-			438			309			792
Interest expense on promissory note		242			-			367			-			412
Contributed administrative support		-			-			-			100			300
Office		-			1,557			119			1,657			3,913
Organizational costs		-			-			-			-			300
Professional fees		906			2,638			9,195			9,638			31,909
Corporate services		-			-			-			5,000			5,000
Public relations		-			-			-			-			790
Registration and filing fees		-			-			3,143			-			3,143
Travel and meals		-			-			-			-			746
Management fees		1,290			-			1,290			-			1,290
Total expenses		975			4,234			14,672			16,847			49,135
NET LOSS FOR THE PERIOD	$	(975	)	$	(4,234	)	$	(14,672	)	$	(16,847	)	$	(49,135	)
BASIC AND DILUTED LOSS
PER COMMON SHARE	$	(0.001	)	$	(0.001	)	$	(0.002	)	$	(0.002	)
WEIGHTED AVERAGE
NUMBER OF BASIC AND
DILUTED COMMON SHARES		7,200,000			7,200,000			7,200,000			7,200,000
OUTSTANDING

The accompanying notes are an integral part of these financial statements

---

OSPREY VENTURES, INC.

(An Exploration Stage Company)

STATEMENT OF STOCKHOLDERS’ EQUITY (DEFICIT)

FOR THE PERIOD FROM MAY 17, 2006 (INCEPTION), TO FEBRUARY 28, 2009 (UNAUDITED)

													Deficit
	(Note 6 )												Accumulated
	Common Stock						Additional			Share			During the
	Number of						Paid-in			Subscription			Exploration
	shares			Amount			Capital			Receivable			Stage			Total
Common stock issued for cash at
$0.001 per share
- May 31, 2006 (note 3)	5,000,000		$	5,000		$	-		$	-		$	-		$	-
- Share Subscription receivable	-			-			-			(5,000	)		-			-
Net loss for the period ended
May 31, 2006	-			-			-			-			(300	)		(300	)
Balance, May 31, 2006	5,000,000			5,000			-			(5,000	)		(300	)		(300	)
Share Subscription Received	-			-			-			5,000			-			5,000
March 23, 2007, common stock sold in
private placement offering ($0.01/
share) (note 6)	2,200,000			2,200			19,800			-			-			22,000
Net loss for the year ended
May 31, 2007	-			-			200			-			(12,102	)		(11,902	)
Balance May 31, 2007	7,200,000			7,200			20,000			-			(12,402	)		14,798
Contributed administrative support	-			-			100			-			-			100
Net loss for the year ended
May 31, 2008	-			-			-			-			(22,061	)		(22,061	)
Balance May 31, 2008	7,200,000			7,200			20,100			-			(34,463	)		(7,163	)
Net loss for the nine month period ended
February 28, 2009 (unaudited)	-			-			-			-			(14,672	)		(14,672	)
	7,200,000		$	7,200		$	20,100		$	-		$	(49,135	)	$	(21,835	)

The accompanying notes are an integral part of these financial statements

---

OSPREY VENTURES, INC.

(An Exploration Stage Company)

STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED FEBRUARY 28, 2009, AND FEBRUARY 29, 2008,

AND FOR THE PERIOD FROM INCEPTION TO FEBRUARY 28, 2009

(Unaudited)

								Cumulative results of
		Nine Months			Nine Months			operations May 17,
		Ended			Ended			2006 (inception), to
		February 28, 2009			February 29, 2008			February 28, 2009
CASH FLOWS FROM OPERATING ACTIVITIES
Net loss for the period	$	(14,672	)	$	(16,847	)	$	(49,135	)
Adjustments to reconcile net loss to net cash used in
operating activities
- contributed administrative expense		-			100			300
Changes in:
- due to a related party		1,290			-			1,290
- accounts payable and accrued liabilities		(12,859	)		3,500			913
NET CASH USED IN OPERATING
ACTIVITIES		(26,241	)		(13,247	)		(46,632	)
CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from issuance of common stock		-			-			27,000
Proceeds from issuance of notes payable		14,749			-			19,749
NET CASH PROVIDED BY FINANCING
ACTIVITIES		14,749			-			46,749
NET INCREASE (DECREASE) IN CASH		(11,492	)		(13,247	)		117
CASH, BEGINNING OF PERIOD		11,609			23,198			-
CASH, END OF PERIOD	$	117		$	9,951		$	117

The accompanying notes are an integral part of these financial statements

---

OSPREY VENTURES, INC.

(An Exploration Stage Company)

Notes to the Interim Financial Statements

February 28, 2009

NOTE 1: BASIS OF PRESENTATION

The condensed financial statements presented herein have been prepared by the Company in accordance with the accounting policies in its audited financial statements for the period ended May 31, 2008, as filed with the S.E.C. on Form S-1 and should be read in conjunction with the notes thereto. The Company is in the exploration stage. In April 2007 the Company entered into an Option to Purchase and Royalty Agreement to acquire a 25% interest in a mining property, with no known reserves, known as the Gao Feng property, in Jiangxi Province, China. (see Note 4).

In the opinion of management, all adjustments (consisting only of normal recurring adjustments) which are necessary to provide a fair presentation of operating results for the interim period presented have been made. The results of operations for the periods presented are not necessarily indicative of the results to be expected for the year.

The Company is considered an exploration stage company as it has not generated revenues from its operations.

NOTE 2 – GOING CONCERN

These financial statements have been prepared in conformity with generally accepted accounting principles in the United States of America with the assumption that the Company will be able to realize its assets and discharge its liabilities in the normal course of business rather than through a process of forced liquidation.

The Company’s significant operating losses raise substantial doubt about its ability to continue as a going concern. Inherent in the Company’s business are various risks and uncertainties, including its limited operating history, historical operating losses, dependence upon strategic alliances, and the historical success rate of mineral exploration.

As shown in the accompanying financial statements, the Company has incurred an accumulated deficit of $49,135 for the period from May 17, 2006 (inception), to February 28, 2009, and has no revenue. The Company’s future success is primarily dependent upon the existence of gold or other precious minerals on properties for which it owns a working interest or an option to acquire an interest. No minerals have yet been discovered on the properties. The Company’s success will also be dependent upon its ability to raise sufficient capital to fund its exploration programs and, if gold is discovered, to exploit the discovery on a timely and cost-effective basis.

---

OSPREY VENTURES, INC.

(An Exploration Stage Company)

Notes to the Interim Financial Statements

February 28, 2009

NOTE 3 – RELATED PARTY TRANSACTIONS

Officers contributed administrative services to the Company for all periods to May 31, 2008. The time and effort was recorded in the accompanying financial statements based on the prevailing rates for such services, which equaled $50 per hour based on the level of services performed. The services are reported as contributed administrative support with a corresponding credit to additional paid-in capital. No contributed administrative costs have been incurred in the current year to date.

In 2006 the Company issued a total of 5,000,000 shares of its restricted common stock to two directors (2,500,000 to each) for $5,000 ($0.001/share) .

On March 25, 2008, the Company’s former secretary loaned the Company $5,000 in exchange for a promissory note. The note carries a five percent (5%) interest rate and matures in June 2009. Accrued interest payable on the note was $233 at February 28, 2009.

On September 13, 2008, the two founding directors resigned all positions with the Company and sold their shares to two new directors at cost.

On December 1, 2008, the Company entered into a line of credit with a related party to assist the Company in the payment of its debts. The line or credit / promissory note bears interest at the rate of 7.5% per annum and is repayable in full on December 1, 2009. The payable amount under the note, including accrued interest was $14,929 at February 28, 2009.

On January 1, 2009, the Company entered into a Management Services Agreement with its President and Director to provide certain financial and administrative management services for the Company at a rate of Hong Kong $5,000 per month for a one year period payable on the first of each month. Accrued and payable on the contract was $1,290 at February 28, 2009.

NOTE 4 – OPTION ON MINERAL PROPERTY – UNPROVEN MINERAL INTERESTS

In April 2007 the Company entered into an Option to Purchase and Royalty Agreement, as amended May 15, 2008, to acquire a 25% interest in a mining property with no known reserves, in Jiangxi Province, China.

As of February 28, 2009, the Company had not incurred any costs in regards to the option or the property.

Under the terms of the Option Agreement, the Company is required to:

---

OSPREY VENTURES, INC.

(An Exploration Stage Company)

Notes to the Interim Financial Statements

February 28, 2009

NOTE 4 – OPTION ON MINERAL PROPERTY – UNPROVEN MINERAL INTERESTS (continued)

A.

Make option exploration expenditures as follows:

	B.	Make annual payments of $25,000, commencing May 31, 2011, as long as the Company holds any interest in the claim as prepayment of the net smelter royalty.
	C.	Issue 1,000,000 shares of Osprey Ventures, Inc. upon completion of a phase I exploration program as recommended by a geologist.
	D.	Osprey may acquire an additional 26% of the right, title and interest, by the payment of US $25,000 and by incurring an additional US $100,000 in exploration expenditures on the Property on or before May 31, 2011.
	E.	In addition to the above terms, the optionor is to retain a three percent net smelter royalty. Osprey has a right to purchase one-half of the Royalty by paying to the optionor the sum of US $500,000 per Royalty percentage point.

NOTE 5 – INCOME TAXES

The Company has adopted FASB No. 109 and FIN No. 48 for reporting purposes. As of May 31, 2008, the Company had net operating loss carry forwards of approximately $34,463 that may be available to reduce future years’ taxable income and will expire beginning in 2027. Availability of loss usage is subject to change of ownership limitations under Internal Revenue Code 382. Future tax benefits which may arise as a result of these losses have not been recognized in these financial statements, as their realization is determined not likely to occur and accordingly, the Company has recorded a valuation allowance for the future tax loss carry-forwards.

NOTE 6 – CAPITAL STOCK

	a)	Common Stock
		In 2006 the Company issued 5,000,000 of its common stock at a price of $0.001 per share for proceeds of $5,000. The offering was made pursuant to section 4(2) of the United States Securities Act of 1933, as amended.
		In 2007 the Company offered for sale 3,000,000 shares of its common stock at a price of $0.01 per share. The Company sold 2,200,000 shares for net proceeds of $22,000. The

---

OSPREY VENTURES, INC.

(An Exploration Stage Company)

Notes to the Interim Financial Statements

February 28, 2009

NOTE 6 – CAPITAL STOCK (continued)

		offering was made pursuant to Rule 903 of Regulation S of the United States Securities Act of 1933, as amended.
	b)	Stock Options
		The Company does not have a stock option plan and no options or rights to acquire options have been granted.

NOTE 7 – REGISTRATION STATEMENT – PROSPECTUS OFFERING

In November 2008 the Company filed a Form S-1 registration statement with the Securities and Exchange Commission whereby the Company is offering a minimum of 1,000,000 and a maximum of 2,000,000 common shares on a best efforts basis at a price of $0.05 per share.

In addition, the registration statement is qualifying the resale of up to 2,200,000 previously issued shares whereby certain selling shareholders are offering 2,200,000 shares on a best efforts basis at a price of $0.05 per share. The registration statement became effective on September 18, 2008.

---

2

Item 2. Management’s Discussion and Analysis or Plan of Operation.

Cautionary Statement Regarding Forward-Looking Statements

This quarterly report contains forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future financial performance. Some discussions in this report may contain forward-looking statements that involve risk and uncertainty. A number of important factors could cause our actual results to differ materially from those expressed in any forward-looking statements made by us in this report. Forward-looking statements are often identified by words like: “believe”, “expect”, “estimate”, “anticipate”, “intend”, “project” and similar expressions or words which, by their nature, refer to future events.

In some cases, you can also identify forward-looking statements by terminology such as “may”, “will”, “should”, “plans”, “predicts”, “potential” or “continue” or the negative of these terms or other comparable terminology. These statements are only predictions and involve known and unknown risks, uncertainties and other factors, including the risks in the section entitled "Risks” on page 7, that may cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by these forward-looking statements.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity or achievements. Except as required by applicable law, including the securities laws of the United States, we do not intend to update any of the forward-looking statements to conform these statements to actual results.

General Information

Our financial statements are stated in United States Dollars (USD or US$) and are prepared in accordance with United States Generally Accepted Accounting Principles. All references to "common shares" refer to the common shares in our capital stock.

As used in this annual report, the terms "we", "us", "our", and "Osprey" mean Osprey Ventures, Inc., unless otherwise indicated.

Osprey is an exploration stage company. There is no assurance that commercially viable mineral deposits exist on the claim that we have under option. Further exploration will be required before a final evaluation as to the economic and legal feasibility of the claim is determined.

Glossary of Exploration Terms

The following terms, when used in this report, have the respective meanings specified below:

Development	Preparation of a mineral deposit for commercial production, including installation of plant and machinery and the construction of all related facilities. The development of a mineral deposit can only be made after a commercially viable mineral deposit, a reserve, has been appropriately evaluated as economically and legally feasible.
Diamond drill	A type of rotary drill in which the cutting is done by abrasion rather than percussion. The cutting bit is set with diamonds and is attached to the end of long hollow rods through which water is pumped to the cutting face. The drill cuts a core of rock, which is recovered in long cylindrical sections an inch or more in diameter.
Exploration	Prospecting, trenching, mapping, sampling, geochemistry, geophysics, diamond drilling and other work involved in searching for mineral bodies.
Geochemistry	Broadly defined as all parts of geology that involve chemical changes or narrowly

---

3

	defined as the distribution of the elements in the earth’s crust; the distribution and migration of the individual elements in the various parts of the earth.
Geology	The science that deals with the history of the earth and its life especially as recorded in the rocks; a chronological account of the events in the earth’s history.
Geophysics	The science of the earth with respect to its structure, components and development.
Mineral	A naturally occurring inorganic element or compound having an orderly internal structure, characteristic chemical composition, crystal form and physical properties.
Mineral Reserve	A mineral reserve is that part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination.
Mineralization	Rock containing an undetermined amount of minerals or metals.
Oxide	Mineralized rock in which some of the original minerals, usually sulphide, have been oxidized. Oxidation tends to make the mineral more porous and permits a more complete permeation of cyanide solutions so that minute particles of gold in the interior of the minerals will be more readily dissolved.

Foreign Currency and Exchange Rates

Dollar costs of Osprey’s property acquisition and planned exploration costs are in Chinese (Yuan) Renminbi (RMB) while management fees are in Hong Kong Dollars (HKD). For purposes of consistency and to express United States Dollars throughout this report, Chinese, including Hong Kong, currency has been converted into United States currency at the rate of US $1.00 being approximately equal to RMB 7.50 or RMB 1.00 being approximately equal to US $0.133 which is the approximate average exchange rate during recent months and which is consistent with the incorporated financial statements.

THE FOLLOWING ANALYSIS OF THE RESULTS OF OPERATIONS AND FINANCIAL CONDITION OF THE CORPORATION FOR THE PERIOD ENDING FEBRUARY 28, 2009, SHOULD BE READ IN CONJUNCTION WITH THE CORPORATION’S CONSOLIDATED FINANCIAL STATEMENTS, INCLUDING THE NOTES THERETO CONTAINED ELSEWHERE IN THIS FORM 10-Q AND IN OUR ANNUAL REPORT ON FORM S-1.

Overview

We were incorporated in the State of Wyoming on May 17, 2006 as Osprey Ventures, Inc. and established a fiscal year end of May 31. Our statutory registered agent's office is located at 1620 Central Avenue, Suite 202, Cheyenne, Wyoming 82001 and our business office is located at Unit D, 15th Floor, 8 Hart Avenue, Tsim Sha Tsui, Kowloon, Hong Kong. Our telephone number in North America is (888) 755-9766. There have been no material reclassifications, mergers, consolidations or purchases or sales of any significant amount of assets not in the ordinary course of business since the date of incorporation. We are a start-up, exploration stage company engaged in the search for gold and related minerals. There is no assurance that a commercially viable mineral deposit, a reserve, exists in our claim or can be shown to exist until sufficient and appropriate exploration is done and a comprehensive evaluation of such work concludes economic and legal feasibility.

On April 22, 2007, we optioned a 25 percent interest in a gold exploration and mining property referred to as the Gao Feng Gold Mining Property located 16 km northwest of Ruichang City, approximately 400 km west of Shanghai, in north-eastern Jiangxi Province, China by entering into an Option To Purchase And Royalty Agreement with Jiujiang Gao Feng Mining Industry Limited Company of Jiangxi City, Jiangxi Province, China, the beneficial owner of the property, an arms-length Chinese corporation. The option allows us to acquire an interest in the property by making certain expenditures and carrying out certain exploration work.

---

4

Under the terms of the agreement, Jiujiang granted to Osprey the right to acquire 25% of the right, title and interest of Jiujiang in the property, subject to its receiving annual payments and a royalty, in accordance with the terms of the agreement as follows:

	(a)	Osprey, or its permitted assigns, contributing exploration expenditures on the property of a minimum of US $20,000 on or before May 31, 2009;
	(b)	Osprey, or its permitted assigns, contributing exploration expenditures on the property of a further US $40,000 for aggregate minimum contributed exploration expenses of US $60,000 on or before May 31, 2010;
	(c)	Osprey shall allot and issue 1,000,000 shares in the capital of Osprey to Jiujiang upon completion of a phase I exploration program as recommended by a competent geologist;
	(d)	Osprey will pay to Jiujiang an annual royalty of three percent of Net Smelter Returns;
	(e)	Upon exercise of the option, Osprey will pay to Jiujiang US $25,000 per annum commencing on May 31, 2011 as prepayment of the NSR; and
	(f)	Osprey has the right to acquire an additional 26% of the right, title and interest in and to the Property by the payment of US $25,000 and by incurring an additional US $100,000 in exploration expenditures on the Property on or before May 31, 2011.

To date we have not performed any work on the claims nor have we spent any money on research and development activities. Information about the claims was presented to a former director for review without any contractual obligations. We must conduct exploration to determine if gold exists on the property and if any gold which is found can be economically extracted and profitably processed.

The claims are unencumbered and there are no competitive conditions which affect the property. There is no insurance covering the claims. We believe that no insurance is necessary since the claims are unimproved and contain no buildings or improvements. There are no parks or developments that would interfere with exploration for or exploitation of any mineral deposits that might be located on the site. There are no disputes as to title or liens registered on the claim.

Gao Feng-Lin, Senior Engineer, Jiangxi Geological Engineering Group Company, Jiujiang Branch, who has practiced his profession as an exploration geologist for over 20 years, graduated from Gan-Zhou Geosciences Institute, with the educational equivalency of a U.S. designated geological engineer, authored the “Report of Exploration at the Gao Feng Gold Property” dated April 23, 2007 (the “Report”), in which his firm recommends a two-phase exploration program to properly evaluate the potential of the property.

In December 2008 Jiujiang renewed its exploration rights to 3.252 square kilometers covering the Gao Feng property, which will expire in December 2012 subject to renewal upon expiry. Although Jiujiang believes that it will be able to renew licenses as it has done in the past, there can be no assurance that it will be able to exploit the entire mineral resources of the property during its license period. If Jiujiang fails to renew its exploration rights upon expiry or if it cannot effectively utilize the resources within a license period, the operation and performance of Jiujiang and the Gao Feng property may be adversely affected.

The Vendor of the option is responsible for all local contracts, work and permitting. Jiujiang has provided assurances that all permits, licenses and matters pertinent to the first phase of our exploration program are either currently in place. As of the date of this report, we believe that Jiujiang is current with all requirements under local and State laws and rules.

Regional Geology

The mining area is located at the southeast edge of the Yangtze and Jiangnan platforms in the north-eastern slopes of the deep fracture belts in the northeast of Jiangxi Province. The exposure of the stratums in this area is mainly in the form of metamorphic rocks which were laid down in the times of Proterozoic or Later Proterozoic Eras of the Shuangqiao Mountain Group and the Climbing Mountain Group. The geological structure is well developed and magmatic actives are frequent which has provided good formative conditions for gold ore depositions. These are all indicators of the possible presence of gold in the area of

---

5

the property. Three sites of potential interest have been located on the property and received minor exploration work consisting of pitting, geology, sampling and a magnetic survey.

History

No previous work has been performed on the property by Osprey.

Our Proposed Exploration Program – Plan of Operation

Our business plan is to proceed with the initial exploration of the Gao Feng property to determine if there are commercially exploitable deposits of gold and silver.

We do not claim to have any ores or reserves whatsoever at this time on our optioned property.

We anticipate that our portion of phase I of the recommended geological exploration program will cost $30,000 of a total $120,000 planned expenditure with the balance being funded by Jiujiang based on the Report which is a reflection of local costs for the specified type of operation. We had $117 in cash reserves as of February 28, 2009. Accordingly, we will not be able to proceed with the exploration program without additional financing.

It is our intention to retain the services of the Jiujiang Geological Engineering Group Company and Mr. Gao prior to commencement of work on the property to complete the first phase of the work program. We will assess the results of this program upon receipt of the report. The cost estimates for this and other phases of the work program are based on the Report’s recommendations and reflect local costs.

Phase I Exploration Program

We must conduct exploration to determine if gold exists on the property and if any which is found can be economically extracted and profitably processed. Initially, we will run a grid over the entire property and review maps of the results of any past reported geological and geochemical programs correlating all past information to our grid; then we will complete a geological survey to evaluate certain specific targets previously identified.

Geophysical surveying involves the measurement of various physical properties of the rocks at the site as well as interpreting that information in terms of the structure and nature of the rock. The geoscientist will take different measurements of the various physical and geological properties of the rocks and interpret the results in terms of what we are seeking. These methods include magnetic, electrical and seismic measurements. He will then interpret all the data obtained, plot it on the map we have generated and provide his best estimate of the chances of finding gold and what additional efforts we must undertake in a follow-up phase.

Over the next three months we intend to complete the first phase of the exploration plan on our optioned property; to date we have not performed any work. If our initial exploration efforts are favourable, we intend to proceed with longer term exploration of the property.

Our plan of operation for the period through May 31, 2009 is:

Prior to the commencement of phase I of the work program, Osprey will maintain its business and remain compliant with regulatory requirements but will not advance its business plan until the sale of shares under our S-1 registration statement is completed.

Commencing no later than May 15, 2009, phase I of the work program will establish a grid, complete general prospecting and geological mapping of the property, run 2,200 cubic meters of trenching, diamond drill 1,000 meters as well as provide a report on the work accomplished with specific recommendations for the future at a total cost to Osprey of $30,000 (25% of projected expenditure).

---

6

July and August, 2009 – the various samples will be sent to a lab for analysis of their chemical makeup.

September, 2009 – once all the sample information is available, a professional geoscientist will require at least one month to correlate the information and write a report either recommending that further work is warranted on the property or that the property cannot have any further value added by doing additional exploration in which case he would recommend abandonment of the property. The cost of the report and his supervision during the physical work on the property is included in the above estimate.

October, to December, 2009 – we expect to have the report on phase I of the exploration program in hand in late 2009 and will then be in a position to determine what the next step will be in the development of our business plan. If the report is favourable and advises that we proceed to phase II of the exploration program, we will then have to determine how we can raise the funds required for the second phase which are currently estimated at $50,000 ($200,000 being the totally budgeted and currently planned cost of phase II to the partnership). If the report advises abandoning the property as having little or no value, we will terminate the option. Various options will be reviewed as to funding –public financing, private funding, loans or possible joint venture opportunities. Each of these will have to be evaluated for merit, cost and the most favourable basis for Osprey and its shareholders. This process will require from four to eight weeks to complete. It is our intention to retain a North American educated geoscientist to evaluate and conform to American standards the phase I work program on the property and to make his own recommendations independent of the Jiujiang report.

Phase II will not be carried out until 2010 and will be contingent upon favourable results from phase I and any specific recommendations of the report. Specifics of the work to be carried out have not yet been determined and will be delineated as recommendations in the reporting of the results of phase I. The second phase may require up to six weeks work and may cost up to $200,000 in total (Osprey’s portion being $50,000). Four months may be required for analysis and the preparation of a report and evaluation on the work accomplished.

Although it may appear that phase II merely continues phase I, such is not entirely the case. The work is phased in such a manner as to allow decision points to ensure that future work has a value and will provide better or additional information as to the viability of the claims. By utilizing a multi-phase work program, at the end of each phase a decision can be made as to whether the phase has provided the necessary information to increase the viability of the project. If the information obtained as a result of any phase indicates that there is no increased probability of finding an economically viable deposit at the end of the project, a determination would be made that the work should cease at that point. This is a standard procedure in the industry prior to the commitment of additional funding to move a project forward to the next phase of exploration and/or development.

Employees

Initially, we intend to use the services of subcontractors for manual labour exploration work on our claims and an engineer or geologist to manage the exploration program. Our only employee will be James Yiu Yeung Lung, our senior officer and director and Ma Cheng Ji a director.

At present, we have no employees, other than Messrs. Yiu and Ma. Mr. Ma does not have an employment agreement with us. On January 01, 2009, we entered into a Management Services Agreement with James Yiu, our President and a director, to provide certain financial and administrative management services for the Company at a rate of Hong Kong $5,000 per month for a one year period payable on the first of each month (approximately US $650 per month based on current exchange rates). We presently do not have pension, health, annuity, insurance, stock options, profit sharing or similar benefit plans; however, we may adopt such plans in the future. There are presently no personal benefits available to employees.

We intend to hire geologists, engineers and excavation subcontractors on an as needed basis. We have not entered into negotiations or contracts with any of them although it is our intention to retain Gao Feng-Lin

---

7

as senior geological consultant. We do not intend to initiate negotiations or hire anyone until our IPO has closed.

Offices

Our offices are located at Unit D, 15th Floor, 8 Hart Avenue, Tsim Sha Tsui, Kowloon, Hong Kong. Currently, these facilities are provided to us by James Yiu Yeung Lung, a director and our President, without charge, but such arrangement may be cancelled at anytime without notice. Specific direct expenses incurred such as telephone and secretarial services are charged back to Osprey at cost on a quarterly basis.

Risks

At present we do not know whether or not the claims contain commercially exploitable reserves of gold or any other valuable mineral. Additionally, the proposed expenditures to be made by us in the exploration of the claim may not result in the discovery of commercial quantities of ore. Problems such as unusual or unexpected formations and other unanticipated conditions are involved in mineral exploration and often result in unsuccessful exploration efforts. In such a case, we would be unable to complete our business plan.

Following the completion of our S-1 registration statement offering, we will have sufficient financial resources to complete the first phase of our proposed exploration plan. However, in order to complete future phases of exploration we will need to raise additional funding. Even if the first phase of our exploration program is deemed to be successful there is no guarantee that we will be able to raise any additional capital in order to finance future.

The Vendor holds the mining rights to the claims which thereby gives it or its designated agent, the rights to mine and recover all of the minerals contained within the surface boundaries of the lease continued vertically downward. In the event Jiujiang were to grant another deed which is subsequently registered prior to our deed, the third party would obtain good title and we would have nothing.

Jiujiang has granted an option to Osprey to allow us to explore, mine and recover any minerals on the claims. As with the preceding, if they were to grant an option to another party, that party would be able to enter the claims, carry out certain work commitments and earn right and title to the claims; we would have little recourse as we would be harmed, would not own any claims and would have to cease operations. However, in either event, Jiujiang would be liable to us for monetary damages for breach of the agreement. The extent of that liability would be for our out of pocket costs for expenditures on the claims, if any, in addition to any lost opportunity costs if the claims proved to be of value in the future. The agreement does not specifically reference these risks or the recourse. Although we would have recourse against Jiujiang in the situations described, there is a question as to whether that recourse would have specific value.

Even if our exploration program is successful we may not be able to obtain commercial production. If our exploration is successful and commercial quantities of ore are discovered we will require a significant amount of additional funds to place the claim into commercial production.

Results of Operations

Osprey was incorporated on May 17, 2006; comparative periods for the nine months ended February 28, 2009 and February 29, 2008, and from May 17, 2006, (inception) through February 28, 2009, are presented in the following discussion.

Since inception, we have used our common stock and an advance from a related party to raise money for our optioned acquisition and for corporate expenses. Net cash provided by financing activities (less offering costs) from inception on May 17, 2006, to February 28, 2009, was $46,778 as a result of proceeds received from sales of our common stock ($27,000), an advance from a former director ($5,000) and the proceeds to date from a line of credit we have been able to negotiate at an interest rate of 7.5% per annum ($14,748).

---

8

The Corporation did not generate any revenues from operations for the quarter or nine months ended February 28, 2009. To date, we have not generated any revenues from our mineral exploration business.

REVENUES

REVENUE – Gross revenue for the quarters and nine month periods ended February 28, 2009, and February 29, 2008, was $0.

COMMON STOCK –Net cash provided by financing activities during the quarter and nine months ended February 28, 2009, was $14,749 from the proceeds of the line of credit that we were able to arrange and was nil ($0) for the same period in 2008 and for the period from inception on May 17, 2006, through to and including February 28, 2009, the amount was $46,778 of which $27,000 was provided by the sale of common stock in 2006. No options or warrants were issued to issue shares at a later date in the most recent quarter.

EXPENSES

SUMMARY – Total expenses were $975 in the quarter ended February 28, 2009, and $4,234 for the similar period in 2008. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $14,672 and $16,847 respectively. A total of $49,135 in expenses has been incurred since inception on May 17, 2006, through February 28, 2009. These costs have and will vary from quarter to quarter based on the level of general corporate activity, exploration operations and capital raising. Costs were generally lower in the quarter and nine month periods under discussion as we are relatively inactive while we are selling our S-1 IPO offering. Costs can be further subdivided into:

BANK CHARGES: Osprey incurred $32 in bank and related fees for the quarter ended on February 28, 2009, and $39 for the similar period in 2008. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $120 and $143 respectively. From inception on May 17, 2006, we have incurred a total of $540 in bank charges. This cost category should generally have little variance between quarters.

LOSS ON CURRENCY EXCHANGE: Osprey incurred $1,495 in gains on currency exchange in the most recent quarter ended on February 28, 2009, and $0 (nil) for the quarter ended February 29, 2008. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $438

---

9

and $309 respectively. From inception to May 17, 2006, we have incurred a total of $792 in losses on currency exchange.

INTEREST EXPENSE ON PROMISSORY NOTE AND LINES OF CREDIT: On March 25, 2008, a related party and former director advanced $5,000 to Osprey in the form of a promissory note which bears interest at the rate of 5%. On December 01, 2008, we were able to arrange for lines of credit up to the amount of US $20,000 and CA $20,000 to pay for existing accounts payable through a related party which is charging us 7.5% interest on the amounts utilized. During this last quarter we incurred $242 for the interest due on those lines of credit. During the similar period in 2008 there were no such charges or accruals. From inception on May 17, 2006, we have incurred a total of $412 in interest payable on the lines of credit. In the future this cost category will change based on whether there are advances or loans from related parties. The first note is due and payable on June 1, 2009, and the lines of credit are payable on December 01, 2009.

CONTRIBUTED ADMINISTRATIVE SUPPORT: $0 in contributed expenses (for contributed administrative costs) were incurred for the quarter ended February 28, 2009, while $0 was incurred in the nine months ended on February 29, 2008. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $0 and $100 respectively. A total of $300 has been incurred in the period from inception on May 17, 2006, to February 28, 2009. All contributed expenses are reported as contributed costs with a corresponding credit to additional paid-in capital.

OFFICE EXPENSES: No office costs were incurred in the quarter ended February 28, 2009, but $1,557 was incurred for the similar period in 2008. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $119 and $1,657 respectively. For the period May 17, 2006, (inception) through February 28, 2009, a total of $3,913 has been spent on office related expenses. Cost items included encompass telephone, facsimile, courier, photocopying, postage and general office expenses and services. This category will vary based on overall activity.

ORGANIZATIONAL EXPENSES: No charges for organizational expenses were incurred for the quarter or nine months ended on February 28, 2009, or for the similar periods in 2008. From inception to May 17, 2006, we have incurred a total of $300 in organizational expenses. We expect infrequent charges.

PROFESSIONAL FEES: Osprey incurred $906 in professional fees for the quarter ended on February 28, 2009, and $2,638 for the 2008 period. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $9,195 and $9,638 respectively. From inception on May 17, 2006, we have incurred a total of $31,909 in professional fees mainly spent on legal and accounting matters. This cost category will vary in spending depending on legal and accounting activities.

COMPENSATION: No compensation costs were incurred for the quarter or nine months ended February 28, 2009, or 2008 and no direct compensation costs have been incurred since inception.

MANAGEMENT SERVICES: On January 01, 2009, we entered into a Management Services Agreement with James Yiu, our President and a director, to provide certain financial and administrative management services for the Company at a rate of Hong Kong $5,000 per month (approximately US $650 based on current exchange rates) for a one year period payable on the first of each month. Osprey incurred $1,290 in management service fees for the quarter ended on February 28, 2009, and nil ($0) for the similar period in 2008. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $1,290 and $0 (nil) respectively. From inception on May 17, 2006, we have incurred a total of $1,290 in management service fees.

CORPORATE SERVICES: Osprey incurred $0 in corporate service fees for the quarter ended on February 28, 2009, and nil ($0) for the similar period in 2008. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $0 and $5,000 respectively. From inception on May 17, 2006, we have incurred a total of $5,000 in corporate service fees.

---

10

PUBLIC RELATIONS: Osprey incurred $0 in public relations and related costs for the quarters and nine months ended on February 28, 2009, and 2008. From inception on May 17, 2006, we have incurred a total of $790 in public relations fees.

REGISTRATION AND FILING FEES: Osprey incurred $0 (nil) registration and filing fee expenses for the quarter ended on February 28, 2009, and nil for the similar period in 2008. For the nine month periods ended February 28, 2009, and February 29, 2008, the comparative values were $3,143 and $0 respectively. From inception on May 17, 2006, we have incurred a total of $3,143 in registration and filing fees. This cost category will vary depending on the capital raising activities of the Corporation.

TRAVEL AND MEAL EXPENSES: Nil ($0) was spent in travel and meal costs in the quarters and nine month periods which ended on February 28, 2009, and 2008. For the period May 17, 2006, (inception) through February 28, 2009 a total of $746 has been spent on travel and meal expenses.

NET CASH USED IN OPERATING ACTIVITIES: For the nine month period ended on February 28, 2009, $26,241 in net cash was used while $13,247 was used for the similar period in 2008. A total of $46,632 in net cash has been used for the period from Inception on May 17, 2006, to February 28, 2009.

INCOME TAX PROVISION: As a result of operating losses, there has been no provision for the payment of income taxes to date in 2008 – 2009 or from the date of inception.

During the current quarter or nine month period under review, Osprey did not sell any shares of its common stock. As of the date of this report Osprey has 7,200,000 common shares issued and outstanding.

Osprey continues to carefully control its expenses and overall costs as it moves forward with the development of its business plan. Osprey does not have any employees and engages personnel through outside consulting contracts or agreements or other such arrangements, including for legal, accounting and technical consultants.

Plan of Operation

Osprey believes we can satisfy our cash requirements for the current fiscal year end of May 31, 2009 with the proceeds of our S-1 offering which is expected to raise between $50,000 and $100,000. As of February 28, 2009, we had negative $21,835 in working capital.

For the balance of the current fiscal year to May 31, 2009, we will concentrate our efforts on completing the IPO and commencing phase I work on our optioned mineral property. Following industry trends and demands, we are also considering the acquisition of other properties and projects of merit. A new public offering would be needed and completed during a subsequent period to do so.

If it turns out that we have not raised enough money to complete our secondary exploration program through phase II, we will try to raise the funds from a second public offering, a private placement, loans or the establishment of a joint venture whereby a third party would pay the costs associated with phase II and we would retain a carried interest. At the present time, we have not made any plans to raise additional funds and there is no assurance that we would be able to raise money in the future.

We do not expect any changes or more hiring of employees since contracts are given on an as needed basis to consultants and sub-contractor specialists in specific fields of expertise for the exploration works.

Presently, our revenues are not sufficient to meet operating and capital expenses. We have incurred operating losses since inception, and this is likely to continue through fiscal 2008 – 2009. Management projects that we may require up to $160,000 to fund ongoing operating expenses and working capital requirements for the next twelve months, broken down as follows:

---

11

As at February 28, 2009, we had a working capital deficit of $21,835. We do not anticipate that we will be able to satisfy any of these funding requirements internally until we significantly increase our revenues.

Due to the uncertainty of our ability to meet our current operating and capital expenses, in their report on the annual financial statements for the year ended May 31, 2008, our independent auditors included an explanatory paragraph regarding concerns about our ability to continue as a going concern. Our financial statements contain additional notes describing the circumstances that lead to this disclosure by our independent auditors.

There is substantial doubt about our ability to continue as a going concern as the continuation of our business is dependent upon obtaining further financing. Our issuance of additional equity securities could result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, will increase our liabilities and future cash commitments.

There are no assurances that we will be able to obtain further funds required for continued operations. We are pursuing various financing alternatives to meet immediate and long-term financial requirements. There can be no assurance that additional financing will be available to us when needed or, if available, that it could be obtained on commercially reasonable terms. If we are not able to obtain the additional financing on a timely basis, we will not be able to meet obligations as they become due.

Liquidity and Capital Resources

For the quarter ended February 28, 2009, we have yet to generate any revenues from operations.

Since inception, we have used our common stock, advances from related parties and lines of credit to raise money for our optioned acquisition and for corporate expenses. Net cash provided by financing activities from inception on May 17, 2006, to February 28, 2009, was $46,778 as a result of gross proceeds received from sales of our common stock (less offering costs) ($27,000), an advance in the form of a promissory note from a related party ($5,000) and the proceeds to date from a line of credit we have negotiated ($14,748). We issued 5,000,000 shares of common stock through a Section 4(2) offering in May 2006 for cash consideration of $5,000. We issued 2,200,000 shares of common stock through a Rule 903 Regulation S offering in April 2007 for cash consideration of $22,000 to a total of 8 placees.

As of February 28, 2009, our total assets which consist entirely of cash in the amount of $117 and our total liabilities were $21,952. Working capital stood at negative $21,835.

For the quarter ended February 28, 2009, the net loss was $975 ($0.000 per share) while for the nine month period ending February 28, 2009, the net loss was $14,672 ($0.002 per share) The loss per share was based on a weighted average of 7,200,000 common shares outstanding for each of the periods quoted. The net loss from May 17, 2006, (inception) to February 28, 2009, is $49,135.

Inflation / Currency Fluctuations

Inflation has not been a factor during the recent quarter ended February 28, 2009. Inflation is moderately higher than it was during 2008 but the actual rate of inflation is not material and is not considered a factor in our contemplated capital expenditure program.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

None.

Item 4. Controls and Procedures

---

12

(a)	Evaluation of Disclosure Controls and Procedures.
	We carried out an evaluation, under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act (defined below)). Based upon that evaluation, our principal executive officer and principal financial officer concluded that, as of the end of the period covered in this report, our disclosure controls and procedures were effective to ensure that information required to be disclosed in reports filed under the Securities Exchange Act of 1934, as amended (the "Exchange Act") is recorded, processed, summarized and reported within the required time periods and is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate to allow timely decisions regarding required disclosure.
	Our management, including our principal executive officer and principal financial officer, does not expect that our disclosure controls and procedures or our internal controls will prevent all errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, have been detected. Accordingly, management believes that the financial statements included in this report fairly present in all material respects our financial condition, results of operations and cash flows for the periods presented.
(b)	Changes in Internal Controls.
	During the quarter ended February 28, 2009, there were no changes in the Company's internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, its internal control over financial reporting.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

The Corporation is and has not been party to any legal proceedings in the preceeding quarter.

Item 2. Changes in Securities

Osprey had 7,200,000 shares of common stock issued and outstanding as of the date of this report. Of these shares, approximately 5,000,000 shares are held by affiliates of the Corporation; none of those shares can be resold in compliance with the limitations of Rule 144 as adopted by the Securities Act of 1933.

In general, under Rule 144, a person who has beneficially owned shares privately acquired directly or indirectly from us or from one of our affiliates, for at least one year, or who is an affiliate, is entitled to sell, within any three-month period, a number of shares that do not exceed the greater of 1% of the then outstanding shares or the average weekly trading volume in our shares during the four calendar weeks immediately preceding such sale. Sales under Rule 144 are also subject to certain manner of sale provisions, notice requirements and the availability of current public information about us. A person who is not deemed to have been an affiliate at any time during the 90 days preceding the sale, and who has beneficially owned restricted shares for at least two years, is entitled to sell all such shares under Rule 144 without regard to the volume limitations, current public information requirements, manner of sale provisions or notice requirements.

The issuances discussed under this section are exempted from registration under Section 4(2) of the Securities Act. All purchasers of our securities acquired the shares for investment purposes only and all

---

13

stock certificates reflect the appropriate legends as appropriate. No underwriters were involved in connection with the sale of securities referred to in this report.

Item 3. Submission of Matters to a Vote of Security Holders

No matter has been submitted to a vote of security holders during the preceeding quarter.

Item 4. Other Information

Use of Proceeds

Net cash provided by financing activities from inception on May 17, 2006, to February 28, 2009, was $46,749 as a result of proceeds received from sales of our common stock, an advance from a related party and lines of credit / promissory notes. During that same period, the following table indicates how the proceeds have been spent to date:

Common Stock

During the three- and nine-month periods ended February 28, 2009, no shares of common stock were issued. As of February 28, 2009, and April 14, 2009, there were 7,200,000 shares issued and outstanding.

Options

No options were granted during the three- and nine-month periods ending February 28, 2009.

Code of Ethics

The Board of Directors on April 22, 2007, adopted a formal written Code of Business Conduct and Ethics and Compliance Program for all officers, directors and senior employees. A copy of the Code of Business Conduct and Ethics is available upon written request by any person without charge. To obtain a copy, an interested party should contact our offices by telephone at (888) 755-9766 or write to Unit D, 15th Floor, 8 Hart Avenue, Tsim Sha Tsui, Kowloon, Hong Kong.

Web Site

Osprey does not maintain a Web site but has an e-mail address at “ospreyventures@gmail.com”.

Item 6. Exhibits and Reports on Form 8-K

Reports on Form 8-K filed during the quarter ended February 28, 2009: Nil

---

14

Exhibits
31.1	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1	Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2	Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Osprey Ventures, Inc.
(Registrant)

	Date: April 14, 2009.
	BY:	/s/ “James Yiu Yeung Lung”
	James Yiu Yeung Lung, President, Chief Executive Officer, Principal Executive
		Officer, Secretary, Treasurer, Chief Financial Officer, Principal
		Financial Officer and a Member of the Board of Directors
	BY:	/s/ “Jack Ma Cheng Ji”
	Jack Ma Cheng Ji, Member of the Board of Directors

---