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

FORM 10-QSB
(Mark One)
(X)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

FOR THE QUARTERLY PERIOD ENDED JANUARY 31, 2008

OR

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

For the transition period from _______ to ________.

Commission File Number:    None

TARA MINERALS CORP.

Nevada	 	20-5000381	
State or other jurisdiction of incorporation	 	(I.R.S.) Employer Identification No.	

2162 Acorn Court
Wheaton, IL 60187
Address of principal executive offices

   (630) 462-2079   
Registrant’s telephone number, including area code

N/A
Former address of principal executive offices

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports) and (2) had been subject to such filing requirements for the past 90 days.
Yes ____ X _____
No __________

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company.  See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check One):

Large accelerated filer [  ]
Accelerated filer                  [  ]

Non-accelerated filer   [  ]
Smaller reporting company [X]
(Do not check if a smaller reporting company)

Indicate by check mark whether the Registrant is a shell company (as defined in Exchange Act Rule 12b-2 of the Exchange Act)
Yes ___________
No ___ X _____

As of February 29, 2008 the Company had 37,781,200 outstanding shares of common stock.

1

TARA MINERALS CORP. AND SUBSIDIARY
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)

CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
FOR
THE THREE MONTHS ENDED JANUARY 31, 2008
AND JANUARY 31, 2007
And
THE PERIOD FROM INCEPTION (MAY 12, 2006) THROUGH JANUARY 31, 2008

2

TARA MINERALS CORP. AND SUBSIDIARY
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
CONTENTS

		

FINANCIAL STATEMENTS	 	
 	 	
Condensed Consolidated Balance Sheets	4	
 	 	
Condensed Consolidated Statements of Operations and Comprehensive Loss	5	
 	 	
Condensed Consolidated Statements of Cash Flows	6	
 	 	
Notes to the Consolidated Financial Statements	8 - 11	

 	 	

 	 	

3

TARA MINERALS CORP. AND SUBSIDIARY
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
CONDENSED CONSOLIDATED BALANCE SHEETS

 	 	January 31,	 	October 31,	
 	 	2008	 	2007	
ASSETS	 	 	 	 	
CURRENT ASSETS	 	 	 	 	
     Cash and cash equivalents	$	393,079 	$	953,321 	
     Recoverable value added taxes	 	312,438 	 	278,030 	
     Other receivables	 	4,841 	 	4,894 	
     Due from related parties	 	392,872 	 	411,590 	
     Prepaid assets	 	12,772 	 	6,903 	
 	 	 	 	 	
          Total current assets	 	1,116,002 	 	1,654,738 	
 	 	 	 	 	
Construction in Progress	 	208,568 	 	9,480 	
Land	 	19,590 	 	19,590 	
Property, equipment and mine development, net of accumulated	 	 	 	 	
   depreciation of $21,848 and $16,782 at January 31, 2008 and	 	 	 	 	
   October 31, 2007, respectively	 	2,166,450 	 	1,540,271 	
 	 	 	 	 	
           Total assets	$	3,510,610 	$	3,224,079 	
 	 	 	 	 	
LIABILITIES AND STOCKHOLDERS’ EQUITY	 	 	 	 	
 	 	 	 	 	
CURRENT LIABILITIES	 	 	 	 	
     Accounts payable	$	5,854 	$	5,854 	
     Accrued expenses	 	11,135 	 	9,500 	
     Due to related parties, current portion	 	836,126 	 	502,060 	
 	 	 	 	 	
          Total current liabilities	 	853,115 	 	517,414 	
 	 	 	 	 	
     Due to related parties, non-current portion	 	- 	 	461,400 	
 	 	 	 	 	
          Total liabilities	 	853,115 	 	978,814 	
 	 	 	 	 	
Commitment and contingencies	 	- 	 	- 	
 	 	 	 	 	
Minority interest	 	- 	 	- 	
 	 	 	 	 	
STOCKHOLDERS’ EQUITY	 	 	 	 	
     Common stock: $0.001 par value; authorized 75,000,000 shares;	 	 	 	 	
          issued and outstanding:  37,781,200 and 36,581,000 shares at	 	 	 	 	
          January 31, 2008 and October 31, 2007, respectively	 	37,781 	 	36,581 	
     Additional paid-in capital	 	5,016,892 	 	4,418,092 	
     Accumulated deficit during exploration stage	 	(2,405,454)	 	(2,220,782)	
     Other comprehensive income	 	8,276 	 	11,374 	
 	 	 	 	 	
          Total stockholders’ equity	 	2,657,495 	 	2,245,265 	
   	 	 	 	 	
          Total liabilities and Stockholders’ equity	$	3,510,610 	$	3,224,079 	

See Accompanying Notes to these Condensed Consolidated Financial Statements.

4

TARA MINERALS CORP. AND SUBSIDIARY
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
AND
COMPREHENSIVE LOSS

 	 	 	 	 	 	From inception	
 	 	Three mos.	 	Three mos.	 	(May 12, 2006)	
 	 	Ended   	 	Ended	 	  through	
 	 	January 31, 2008	 	January 31, 2007	 	January 31, 2008	
 	 	 	 	 	 	 	
Mining revenues	$	- 	$	- 	$	- 	
 	 	 	 	 	 	 	
Cost of Revenue	 	33,686 	 	56,396 	 	157,856 	
    Exploration expenses	 	 	 	 	 	 	
 	 	 	 	 	 	 	
Operating, general, and administrative expenses:	 	 	 	 	 	 	
    Other operating, general and administrative expenses	 	174,172 	 	43,274 	 	2,295,278 	
    Total operating, general, and administrative expenses	 	174,172 	 	43,274 	 	2,295,278 	
 	 	 	 	 	 	 	
Net operating loss	 	(207,858)	 	(99,670)	 	(2,453,134)	
 	 	 	 	 	 	 	
Non-operating (income) expense:	 	 	 	 	 	 	
    Interest (income)	 	(12,945)	 	(4,468)	 	 (37,758)	
    Other income	 	(10,452)	 	- 	 	(10,464)	
    Interest expense	 	211 	 	159 	 	547 	
 	 	(23,186)	 	(4,309)	 	(47,675)	
 	 	 	 	 	 	 	
Minority Interest	 	- 	 	- 	 	(5)	
 	 	 	 	 	 	 	
    Net loss	 	(184,672)	 	(95,361)	 	(2,405,454)	
 	 	 	 	 	 	 	
Other comprehensive income (loss):	 	 	 	 	 	 	
    Foreign currency translation	 	(3,099)	 	(5,415)	 	8,276 	
 	 	 	 	 	 	 	
Comprehensive loss	$	(187,771)	$	(100,776)	$	(2,397,178)	
 	 	 	 	 	 	 	
    Net loss per share, basic and dilutive	$	(0.01)	$	(0.00)	 	 	
 	 	 	 	 	 	 	
    Average number of shares of common	 	 	 	 	 	 	
          stock outstanding, basic	 	36,854,913 	 	  30,000,000 	 	 	

See Accompanying Notes to these Condensed Consolidated Financial Statements.

5

TARA MINERALS CORP. AND SUBSIDIARY
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 	 	 	 	 	 	From inception	
 	 	Three mos.	 	Three mos.	 	(May 12, 2006)	
 	 	Ended   	 	Ended	 	  through	
 	 	January 31, 2008	 	January 31,2007	 	January 31, 2008	
 	 	 	 	 	 	 	
Cash Flows From Operating Activities:	 	 	 	 	 	 	
     Net (loss)	$	(184,672)	$	(95,361)	$	(2,405,454)	
     Depreciation expense	 	5,066 	 	3,448 	 	21,848 	
     Stock based compensation	 	- 	 	- 	 	1,164,173 	
     Common stock issued for services	 	- 	 	- 	 	750,000 	
     Minority Interest	 	- 	 	- 	 	 5 	
     Adjustments to reconcile net loss	 	 	 	 	 	 	
         to cash used in operating activities:	 	 	 	 	 	 	
     Changes in assets and liabilities	 	 	 	 	 	 	
         (Increase) in recoverable value added taxes	 	(34,408)	 	(86,337)	 	(106,223)	
         (Increase) decrease in other receivables	 	53 	 	- 	 	(4,841)	
         (Increase) in prepaid expenses	 	(5,869)	 	(4,783)	 	(12,772)	
         Increase (decrease) in accounts payable	 	- 	 	- 	 	    5,854 	
         Increase (decrease) in accrued expenses	 	1,638 	 	5,986 	 	11,135 	
 	 	 	 	 	 	 	
         Net cash used in   operating activities	 	(218,192)	 	(177,047)	 	(576,275)	
 	 	 	 	 	 	 	
Cash Flows from Investing Activities:	 	 	 	 	 	 	
     Acquisition of land	 	- 	 	- 	 	(19,590)	
     Purchase of mining concession	 	(16,416)	 	- 	 	(40,653)	
     Payments made for construction in progress	 	(199,088)	 	- 	 	(208,568)	
     Acquisition of machinery	 	(14,829)	 	- 	 	(23,110)	
 	 	 	 	 	 	 	
         Net cash (used in) investing activities	 	(230,333)	 	- 	 	(291,921)	
 	 	 	 	 	 	 	
Cash Flows from Financing Activities:	 	 	 	 	 	 	
     Cash from the sale of common stock	 	- 	 	2,417,100 	 	2,540,500 	
     Payments toward equipment financing	 	- 	 	(549,372)	 	 (160,026)	
     Change in due to/from related parties, net	 	(108,617)	 	(282,307)	 	(1,127,470)	
     Minority interest, net assets of subsidiary	 	- 	 	(5)	 	(5)	
 	 	 	 	 	 	 	
         Net cash (used in)/provided by financing activities	 	(108,617)	 	1,585,416 	 	1,252,999 	
 	 	 	 	 	 	 	
Effect of exchange rate on cash	 	(3,099)	 	(5,415)	 	8,276 	
 	 	 	 	 	 	 	
         Net increase (decrease) in cash	 	(560,241)	 	1,402,954 	 	 393,079 	
 	 	 	 	 	 	 	
Cash, beginning of period	 	953,320 	 	- 	 	- 	
 	 	 	 	 	 	 	
Cash, end of period	$	393,079 	$	1,402,954 	$	   393,079 	

See Accompanying Notes to these Condensed Consolidated Financial Statements.

6

TARA MINERALS CORP. AND SUBSIDIARY
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
STATEMENTS OF CASH FLOWS
(CONTINUED)

							
 	 	 	 	 	 	From inception	
 	 	Three mos.	 	Three mos.	 	(May 12, 2006)	
 	 	Ended   	 	Ended	 	  through	
 	 	January 31, 2008	 	January 31,2007	 	January 31, 2008	
 	 	 	 	 	 	 	
Supplemental Information:	 	 	 	 	 	 	
  Interest paid	$	16,626 	$	- 	$	16,626 	
  Income taxes paid	$	- 	$	- 	$	- 	
 	 	 	 	 	 	 	
Non-cash Investing and Financing Transactions:	 	 	 	 	 	 	
   Acquisition of property and equipment through debt	$	- 	$	167,072 	$	167,072 	
 	 	 	 	 	 	 	
Purchase of mining concession paid by related party	$	- 	$	1,357,463 	$	1.357.463 	

Purchase of mining equipment with common stock	$	600,000 	$	- 	$	600,000 	

See Accompanying Notes to these Condensed Consolidated Financial Statements.

7

TARA MINERALS CORP. AND SUBSIDIARY
(A   Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS

Note 1.
Nature of Business and Significant Accounting Policies

Nature of business and principles of consolidation:

The accompanying Condensed Consolidated Financial Statements of Tara Minerals Corp. (the “Company”) should be read in conjunction with the Company’s Annual Report on Form 10-KSB for the year ended October 31, 2007. Significant accounting policies disclosed therein have not changed except as noted below.
 
The accompanying Condensed Consolidated Financial Statements and the related footnote information are unaudited.  In the opinion of management, they include all normal recurring adjustments necessary for a fair presentation of the condensed consolidated balance sheets of the Company at January 31, 2008 and October 31, 2007, the condensed consolidated results of its operations and cash flows for the three months ended January 31, 2008 and 2007. Results of operations reported for interim periods are not necessarily indicative of results for the entire year.

Tara Minerals Corp. (the “Company”) was organized May 12, 2006 under the laws of the State of Nevada. The Company currently is engaged in the acquisition, exploration and development of mineral resource properties in Mexico.  The Company owns 99.9% of common stock of American Metal Mining, S.A. de C.V. (the “subsidiary”), which was established in December 2006 and operates in México.  All financial information in these financial statements is based in U.S. dollars. The Company currently has no operations and, in accordance with Statement of Financial Accounting Standard (SFAS) No. 7, “ Accounting and Reporting by Development Stage Enterprises ,” is considered an Exploration Stage Company.

Tara Minerals Corp. is also the wholly-owned subsidiary of Tara Gold Resources, Corp., a public traded company on the pink sheets of the U.S. public securities market.

The consolidated financial statements include the financial statements of the Company and 99.9% owned subsidiary. All amounts are in U.S. dollars unless otherwise indicated. All significant intercompany balances and transactions have been eliminated in consolidation.

The subsidiary’s functional currency is the U.S. dollar. As a result, the financial statements of the subsidiary have been remeasured from Mexican pesos into U.S. dollars using (i) current exchange rates for monetary asset and liability accounts, (ii) historical exchange rates for nonmonetary asset and liability accounts, (iii) historical exchange rates for revenues and expenses associated with nonmonetary assets and liabilities and (iv) the weighted average exchange rate of the reporting period for all other revenues and expenses. In addition, foreign currency transaction gains and losses resulting from U.S. dollar denominated transactions are eliminated. The resulting remeasurement loss is recorded in other comprehensive (loss) income.

The financial statements of the subsidiary should not be construed as representations that Mexican pesos have been, could have been or may in the future be converted into U.S. dollars at such rates or any other rates.

Relevant exchange rates used in the preparation of the financial statements for the subsidiary are as follows for the three months ended January 31, 2008 (Mexican pesos per one U.S. dollar).  

 	January 31, 2008	
Current exchange rate	Ps.     	10.8374	
Weighted average exchange rate for the three months ended  	Ps.     	10.9152	

8

TARA MINERALS CORP.
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS

Note 2.
Property, equipment and mine development

			
 	January 31, 2008	October 31, 2007	
 	 	 	
Land	$         19,590	$                19,590	
Mining concessions:	 	 	
  Pilar (a)	$       776,377	$              759,960	
  Don Roman	521,739	521,739	
  Las Nuvias	100,000	100,000	
Mining concession	1,398,116	1,381,699	
 	 	 	
Machinery and equipment	790,182	175,354	
 	2,188,298	1,557,053	
Less – accumulated depreciation	(21,848)	(16,782)	
 	$    2,166,450	$          1,540,271	

a.
In September 2006 another subsidiary of Tara Gold Resources, Corp., the Company’s parent, acquired the Pilar de Mocribo Prospect (Pilar) from an unrelated third party for $920,000 ($800,000 principle plus $120,000 value added tax (“IVAT”)).  This property was then assigned to the Company in January 2007.  The Company is required to repay the other subsidiary of its parent for this mining concession as follows (including the applicable value added tax):

2008
$   626,126

In accordance with Accounting Principles Board Opinion 21, “ Interest on Receivables and Payables ” (APB 21), the future payments of the total payment amount of $800,000 has been discounted using the incremental borrowing rate of 5.01%. As of January 31, 2008, the present value of future payments is as follows:

 	Debt	 	IVAT	 	Total	
Future payments	$            565,000	 	$       84,750	 	$      649,750	
Imputed interest	(23,624)	 	-	 	(23,624)	
Present value of current debt	$            541,376 	 	
$         84,750	 	
$      626,126	

9

TARA MINERALS CORP.
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS

Note 3.
Stockholders’ Equity

The authorized common stock of the Company consists of 75,000,000 shares with par value of $0.001. The only stock transaction that occurred in fiscal year 2008 was the issuance of 1,200,000 common shares for mining equipment valued at $600,000 or $0.50 per share.

Net loss per common share

Net loss per share is calculated in accordance with SFAS No. 128, “ Earnings Per Share. ”  The weighted-average number of common shares outstanding during each period is used to compute basic loss per share.  Diluted loss per share is computed using the weighted averaged number of shares and dilutive potential common shares outstanding.  Dilutive potential common shares are additional common shares assumed to be exercised.

Basic net loss per common share is based on the weighted average number of shares of common stock outstanding since inception.  As of January 31, 2008 and October 31, 2007 the Company had no potentially dilutive common shares.

Note 4.
Income Taxes

During the year ended October 31, 2007, the Company adopted Financial Accounting Standards Board (FASB) Interpretation No. 48, “ Accounting for Uncertainty in Income Taxes ” (FIN 48), which supplements SFAS No. 109, “ Accounting for Income Taxes ,” by defining the confidence level that a tax position must meet in order to be recognized in the financial statements.  The Interpretation requires that the tax effects of a position be recognized only if it is “more-likely-than-not” to be sustained based solely on its technical merits as of the reporting date.  The more-likely-than-not threshold represents a positive assertion by management that a company is entitled to the economic benefits of a tax position,  If a tax position is not considered more-likely-than-not to be sustained based solely on its technical merits.  No benefits of the tax position are to be recognized.  Moreover, the more-likely-than-not threshold must continue to be met in each reporting period to support continued recognition of a benefit.  With the adoption of FIN 48, companies are required to adjust their financial statements to reflect only those tax positions that are more-likely-than-not to be sustained.  Any necessary adjustment would be recorded directly to retained earnings and reported as a change in accounting principle.

We did not provide any current or deferred U.S. federal income tax provision or benefit for any of the periods presented because we have experienced operating losses since inception. We provided a full valuation allowance on the net deferred tax asset, consisting of net operating loss carry forwards, because management has determined that it is more-likely-than-not that we will not earn income sufficient to realize the deferred tax assets during the carry forward period.
The components of the Company’s deferred tax asset as of January 31, 2008 and October 31, 2007 are as follows:

 	2008 	2007 	
Net operating loss carry forward	$          815,800 	$        760,000 	
Valuation allowance	(815,800)	(760,000)	
Net deferred tax asset	$                     - 	$                   - 	

10

TARA MINERALS CORP.
(A Subsidiary of Tara Gold Resources, Corp.)
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS

A reconciliation of the statutory income taxes rates and the effective rate is as follows:  

 	2008 	2007 	
Tax at statutory rate (blended U.S. and MX)	34%	34%	
Valuation allowance	(34%)	(34%)	
 	- 	- 	

Upon adoption of FIN 48 as of November 1, 2007, the Company had no gross unrecognized tax benefits that, if recognized, would favorably affect the effective income tax rate in future periods.  These amounts consider the guidance in FIN 48-1, “Definition of Settlement in FASB Interpretation No. 48”.   The Company has not accrued any additional interest or penalties as a result of the adoption of FIN 48.

The Company files income tax returns in the United States federal jurisdiction and certain states in the United States and certain foreign jurisdictions.  The Company is currently finalizing its year tax return for October 31, 2007.  These U. S. federal and foreign jurisdiction income tax returns for the years ended October 31, 2007 and 2006 are considered open tax years as of the date of these consolidated financial statements.  No tax returns are currently under examination by any tax authorities.

Note 5.
Related Party Transactions

The Company is a subsidiary of Tara Gold Resources, Corp.  As of April 30, 2007 another subsidiary of Tara Gold Resources, Corp., Corporacion Amermin, S.A. de C.V. (“Amermin”), made the arrangements to purchase all properties listed in Note 2.  These properties were assigned to the Company’s subsidiary American Metal Mining, S.A. de C.V (“American Metal Mining”) as of January 2007.  American Metal Mining will make payments to Amermin and Amermin will make payments related to the original purchase agreement for the Pilar mining concession described in Note 2a above.  Due to related parties, current for Pilar is $626,126 as of January 31, 2008.

In January 2007, Amermin paid the entire balance of Don Roman and Las Nuvias concessions.  Per the assignment agreement, transferring the property to American Metal Mining, the Company will make payments to Amermin to repay for the amounts paid plus related IVAT.  As of January 31, 2008 the Company owed Amermin $210,000, which is included in the Due to related parties, current portion.

As of January 31, 2008, the Company lent $392,872 in cash to related parties in the form of short-term loans. The receivables, denoted as due from related parties on the balance sheet, accrue at an annual interest rate of 6.5% and are payable on May 2008.  

An officer of the corporation provides office services without charge.  Such costs are immaterial to the financial statements and accordingly, have not been reflected therein.  American Metal Mining shares office space with Amermin in Mexico at no charge.  These costs are also immaterial.

11

ITEM 2.
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND PLAN OF OPERATION

Tara Minerals was incorporated on May 12, 2006 and is involved in the exploration and development of mining properties which may have various industrial metals including silver, copper, lead, and zinc.  Tara Minerals is in the exploration stage

Between December 2006 and February 2007 Tara Minerals raised $2,540,000 from the sale of 5,081,000 shares of its common stock to private investors.

In January 2008 Tara Minerals issued 1,200,000 shares of its common stock valued at $600,000 to an unrelated third party for mining equipment.

As of February 29, 2008 Tara Minerals had a 100% interest in the three mining properties listed below.  Although Tara Minerals believes that each of these properties has deposits of silver, copper, lead or zinc, the properties are in the exploratory state, do not have any known reserves, and may never produce any of these metals in commercial quantities.

All of Tara Minerals’ properties are located approximately 25 kilometers from the town of Choix, Sinaloa State, Mexico.  

In Mexico, land size is denominated in hectares and weight is denominated in tonnes.  One hectare is equal to approximately 2.47 acres and one tonne is equal to 2,200 pounds.

Pilar de Mocoribo Prospect

The Pilar de Mocoribo prospect is 1,260 hectares in size.  Preliminary evaluation of the property has identified a series of parallel NE trending mineralized structures that can be traced for more than 300 meters.  These mineralized structures lie within a complex suite of volcanic-granitic and sedimentary (carbonate) rocks.  As of February 29, 2008 a preliminary rock-chip sampling program, at a cost of approximately $9,000 has been completed on the property.

Don Roman and Lourdes Concession

The Don Roman and Lourdes concession is 331 hectares in size.  Preliminary evaluation of the property has identified an abandoned mine and extensive sulfide mineralization within a complex suite of volcanic-granitic and sedimentary rocks.    Detailed surface sampling and road construction have been completed a cost of approximately $172,000.

Initial technical assessment work has been completed at the property, including identification of all permits needed to move towards active mining and assessing options and costs associated with the design of various mining systems.  Mining and processing equipment have been purchased and a plant, which will be capable of processing 200 tonnes per day, is being constructed.  Water rights for the property have been acquired and negotiations for an electrical substation to supply power to the plant are underway.  Plant completion and initial production is scheduled for the second quarter of 2008.

12

Las Nuvias Concession

The Las Nuvias prospect is 41 hectares in size.  Preliminary evaluation of the property has identified an abandoned prospect with historic vein-type mineralization occurring within an older complex suite of volcanic-granitic and sedimentary rocks.

As of February 29, 2008 a preliminary rock-chip sampling program, at a cost of approximately $9,000 has been completed on the property.  Since this property is directly south of the Don Roman and Lourdes concession, Tara Minerals plans to delay any further work on this property so that more resources can be devoted to the Don Roman and Lourdes concession.

Results of Operation

During the period from its incorporation through January 31, 2008 Tara Minerals did not generate any revenue and incurred $157,856 in exploration expenses and $2,295,278 in operating and general administration expenses.  Included in operating and general and administrative expenses are non-cash charges of $1,914,173 pertaining to the issuance of stock and options.

Liquidity and Capital Resources

Tara Minerals anticipates that its capital requirements during the year ending October 31, 2008 will be:

Exploration and Development – Pilar de Mocoribo property
$
75,000
Property payments and taxes – Pilar de Mocoribo property
322,000
Exploration and Development – Don Roman property
625,000
Exploration and Development – Las Nuvias property
            25,000
General and administrative expenses  
     275,000
Total
$
1,322,000

Tara Minerals believes that its cash on hand will satisfy its working capital needs until August 2008.   After that time, Tara Minerals will need to obtain additional capital if it is unable to generate sufficient cash from its operations or find joint venture partners to fund all or part of its exploration and development costs.

Tara Minerals’ future plans will be dependent upon the amount of capital available to Tara Minerals, the amount of cash provided by its operations, and the extent to which Tara Minerals is able to have joint venture partners pay the costs of exploring and developing its mining properties.  

Tara Minerals anticipates that it will need to hire 20 new employees during the twelve-month period ending October 31, 2008.

Tara Minerals does not have any commitments or arrangements from any person to provide Tara Minerals with any additional capital.  If additional financing is not available when needed, Tara Minerals may continue to operate in its present mode or Tara Minerals may need to

13

cease operations.  Tara Minerals does not have any plans, arrangements or agreements to sell its assets or to merge with another entity.

See Note 1 to the financial statements included as part of this report for a description of Tara Minerals’ accounting policies.

ITEM 3. CONTROLS AND PROCEDURES

Francis Richard Biscan, Jr., Tara Minerals’ Principal Executive Officer and Clifford A. Brown, Tara Minerals’ Principal Financial Officer, have evaluated the effectiveness of Tara Minerals’ disclosure controls and procedures (as defined in Rule 13a-15(e) of the Securities Exchange Act of 1934) as of the end of the period covered by this report, and in their opinion Tara Minerals’ disclosure controls and procedures are effective.  There were no changes in Tara Minerals’ internal controls over financial reporting that occurred during the fiscal quarter that have materially affected, or are reasonably likely to materially affect, Tara Minerals’ internal control over financial reporting.

14

PART II
OTHER INFORMATION

ITEM 2.
UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS

In January 2008 the Company issued 1,200,000 shares of its common stock to an unrelated third party for mining equipment.

The Company relied upon the exemption provided by Section 4(2) of the Securities Act of 1933 in connection with the issuance of the shares referred to in Note 7.

Item 6.
   Exhibits

(a)
Exhibits

Number
Exhibit

31
Rule 13a-14(a) Certifications

32
Section 1350 Certifications

SIGNATURES

In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized on March 7, 2008.

TARA MINERALS CORP.

By:    /s/ Francis Richard Biscan Jr.
  Francis Richard Biscan, Jr.,
President and Chief Executive Officer

By:    /s/ Clifford A. Brown
  Clifford A. Brown,
Principal Financial and Accounting Officer

15

Exhibit 31.1
CERTIFICATIONS

I, Francis Richard Biscan, Jr., certify that:

1.
I have reviewed this quarterly report on Form 10-QSB of Tara Minerals Corp.;

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

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

4.
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15 and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)
designed such internal control over financial reporting, or cause such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of the internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)
any fraud, whether or not material, that involves management or other employees who have significant role in the registrant’s internal control over financial reporting.

March 7, 2008
/s/ Francis Richard  Biscan, Jr.
Francis Richard Biscan, Jr.
President and Chief Executive Officer

	

	

Exhibit 31.2
CERTIFICATIONS

I, Clifford A. Brown, certify that:

1.
I have reviewed this quarterly report on Form 10-QSB of Tara Minerals Corp.;

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

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

4.
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15 and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)
designed such internal control over financial reporting, or cause such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of the internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)
any fraud, whether or not material, that involves management or other employees who have significant role in the registrant’s internal control over financial reporting.

March 7, 2008
/s/ Clifford A. Brown
Clifford A. Brown, Principal Financial Officer

Exhibit 32

CERTIFICATION OF PERIODIC REPORT
Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
18 U.S.C. Section 1350

In connection with the Quarterly Report of Tara Minerals Corp. (the “Company”) on Form 10-QSB for the period ended January 31, 2008 as filed with the Securities and Exchange Commission (the “Report”), Francis Richard Biscan, Jr., the President and Chief Executive Officer and Clifford A. Brown, the Principal Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of their knowledge:

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

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

TARA MINERALS CORP.

By:    /s/ Francis Richard Biscan Jr.
Francis Richard Biscan, Jr., President and Chief Executive Officer

By:      /s/ Clifford A. Brown
Clifford A. Brown, Principal Financial Officer