Exhibit 99.3

AVINO SILVER & GOLD MINES LTD.

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE QUARTER ENDED OCTOBER 31, 2005

PAGE 1

The following discussion and analysis of the operations, results and financial position of Avino Silver & Gold Ltd. (the “Company”) for the quarter ended October 31, 2005 should be read in conjunction with the October 31, 2005 Financial Statements and the notes thereto. The effective date of this Management’s Discussion and Analysis (“MD&A”) is December 28, 2005. Additional information relating to the Company is available on SEDAR at www.sedar.com.

Except for historical information, the MD&A may contain forward looking statements. These statements involve known and unknown risks, uncertainties, and other factor that may cause the Company’s actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievement expressed or implied by these forward looking statements.

The Company’s principal business activities are the exploration and development of mineral properties. The Company holds mineral claims in the Yukon and British Columbia. The Company also holds a 49% equity interest in Cia de Minera Mexicana de Avino, S.A. de C.V., a Mexican corporation which owns the Avino Silver Mine, located in Durango, Mexico (“Avino Mine”).

The Company commissioned a preliminary feasibility-study into the recovery of silver and gold from the Avino Mine tailings in Mexico. Production records and a 35 hole drilling program in 1990 indicate, for the oxide material from the open-pit, a historical two million tonne with assays of 88 g/t silver and 0.48 g/t gold. A scoping review earlier this year indicated a profit potential for reprocessing. There is also a further historical 3 Mt of sulphide tailings from the underground mine. The Avino Mine was closed in 2001 owing to low metal prices and smelter availability.

The tailings were accumulated between 1976 and 2001 when the Avino Mine was in production and Avino Silver and Gold Mines Ltd was a minority shareholder in Cía de Minera Mexicana de Avino, S.A. de C.V., the owners and operators of the mine.

The TSX Venture Exchange has accepted for filing a share purchase agreement, dated March 22, 2004, between the Company and nine persons, pursuant to which the Company has agreed to acquire up to 51% equity interest in Cia Minera Mexicana de Avino S.A. de C.V. The Company currently holds a 49% equity interest in Cia Minera while the nine vendors own, in total, the remaining 51% interest. Upon completion of the transaction, Cia Minera will be a wholly owned subsidiary of the Company. Cia Minera is a Mexican corporation whose principal asset is the inactive Avino Silver mine, located in Durango state, Mexico.

The consideration payable by the Company comprises a total of up to four million common shares to be issued pro rata amongst the vendors. No individual vendor will receive more than 1,133,304 common shares. There are no work commitments or other payments required of the Company under the terms of the agreement, although the Company will effectively assume responsibility for the payment of Cia Minera's existing liabilities which, as of Dec. 31, 2004, amounted to in excess of $1.8 million (unaudited).

AVINO SILVER & GOLD MINES LTD.

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE QUARTER ENDED OCTOBER 31, 2005

PAGE 2

The Company has issued a qualifying report, which includes the findings of the preliminary feasibility work, in support of the acquisition.

The planned drill program on the Company’s Olympic Property (“the Olympic Property”) was completed. The Olympic Property consists of 20 reverted crown grants, one 15 unit mineral claim and three fractions totaling approximately 662.5 hectares, located on the south side of Carpenter Lake, five kilometers northeast of Goldbridge in the Lillooet Mining Division, British Columbia, Canada, NTS 092J15. The Olympic Property is owned 100% by the Company.

A trenching and drilling program, carried out on the Olympic Property in 1988 by Game and Sampson, outlined a very interesting area, the Margarita Zone, that warrants more work. In the Margarita Zone, hole OLY 88-4 returned 24 g/t gold over 0.85 metres (0.773 opt over 2.8’) within a much wider intersection of 8.2 g/t gold over 3.48 metres ( 0.264 opt over 11.48’). The true width of this zone is estimated to be 1.47 metres (4.9’). A large part of the zone is listwanite, indicating the potential for better grade mineralization immediately below this intersection. Hole OLY 88-6 cut the same zone 75 metres to the northwest and returned 4.26 g/t gold over 1.34 metres ( 0.137 opt over 4.4’) within an eight metre section (5.6 m [18.4’] true width) of mainly listwanite. The area of these intersections is approximately 50 metres off of the Gray Rock road and could be easily accessed for mining purposes by an underground ramp from the road.

Drilling in February and March of 2004 was unsuccessful in intersecting the Margarita Zone. Two further drill holes have been planned to test the Margarita Zone from the opposite direction. A hole was successfully drilled from this set-up in 1983 which tested the Leckie Zone, but did not penetrate far enough to test the Margarita Zone. If these holes are successful in confirming and extending the mineralization intersected in holes OLY 88-4 and 88-6, further work is planned to develop underground access to this zone. Mineralization developed by this work could be trucked 16 kilometers to the Bralorne mill for processing.

A drilling program was carried out on the Olympic Property in January, 2005 to test the Margarita Zone. Historic drilling on the Margarita Zone returned 24 g/t gold over 0.85 metres (0.773 opt over 2.8’) within a much wider intersection of 8.2 g/t gold over 3.48 metres ( 0.264 opt over 11.48’) in hole OLY 88-4. The true width of this zone is estimated to be 1.47 metres (4.9’). A large part of the zone is listwanite, indicating the potential for better grade mineralization immediately below this intersection. Hole OLY 88-6 cut the same zone 75 metres to the northwest and returned 4.26 g/t gold over 1.34 metres ( 0.137 opt over 4.4’) within an eight metre section (5.6 m [18.4’] true width) of mainly listwanite. The area of these intersections is approximately 50 metres off of the Gray Rock road and could be easily accessed for mining purposes by an underground ramp from the road.

Drilling in January of 2005 was unsuccessful in intersecting the Margarita Zone. One hole was drilled from the east to attempt to intersect the zone. This hole was abandoned at 21.3 metres because of bad ground conditions. No values of economic interest were returned from samples taken from the hole. Further trenching and drilling to evaluate targets further to the south outlined by Sampson and Game in 1988 are planned for the spring and summer of 2005.

During the period ending July 31, 2005, the Company reported that the planned mechanized trenching program on the Company’s Minto Property (“the Minto Property”) was completed. The Minto Property consists of 17 UTM cells covering 346.539 hectares located on the north side of Carpenter Lake, five kilometers northeast of Goldbridge in the Lillooet Mining Division, British Columbia, Canada NTS 092J15. The Minto Property is owned 100% by the Company.

A mechanized trenching program was carried out on the Minto Property in June, 2005 to test the Minto North and Jumper zones, as recommended by C. Sampson, P. Eng. in 1988. Seven trenches were excavated totaling approximately 170 metres. Trenches were excavated, sampled, mapped and reclaimed, usually in a one day period. Chip samples from all the trenches returned values from anomalous to economic levels in gold. In particular, Minto Tr # 827 on the Minto north Zone averaged 14.76 g/t gold over 9.0 metres.

The trend of the mineralized shear zone exposed by Trench # 827 is north south. Trench # 827 had to be excavated at approximately 30˚ to this trend due to rugged terrain. This means the true width of the zone is approximately 4.5 metres. Management is planning to drill test this zone during this summer’s exploration program.

The Minto Property covers rocks of the Permian Bridge River Terrane, largely Fergusson Group ribboned chert with minor basic volcanics. These rocks are cut by northwest trending regional scale precious metals bearing structures sub-parallel to the Fergusson and Cadwallader Structures which bound the Bralorne/Pioneer Mines. The structures on the property are approximately the same distance from the Upper Cretaceous-Tertiary granitic Bendor Intrusions as the Bralorne/Pioneer Mines. These mines are the largest past producers in the Canadian Cordillera (4.3 million ounces) and are presently being put back into production by Bralorne Gold Mines Ltd. The structures on the Minto Property are mineralized with gold and silver and have received considerable past work, including at least six adits.

Operating and administrative expenses totaled $206,861 for Q3-2006 compared with $97,321 for Q3-2005, an increase of $109,540. In Q3-2006 there were stock options granted to employees, directors and consultants of the Company which resulted in a stock-based compensation expense of $53,400 charged to operations compared to nil in Q3-2005. When the stock-based compensation is removed, the increase in operating and administrative expenses for Q3-2006 amounts to $56,140. This increase was primarily a result of an increase of $56,824 in professional fees. Offsetting increases of $10,523 in office and miscellaneous and $11,622 in travel and entertainment costs during Q3-2006 are reductions of $6,850 in management fees, $6,692 in salaries and benefits and $7,102 in shareholder and investor relations expenses.

Professional fees were extraordinarily high in Q3-2006 due to legal fees associated with completing SEC form 20-F filing requirements for each year dating back to 2001. Travel and entertainment expenses increased due to business taking place in Mexico regarding Cia Minera.

The loss for YTD-2006 was $265,074 compared with a loss of $189,442 for YTD-2005, an increase of $75,632. The increase in loss is due to the same factors as noted above. Because of less costs concerning the feasibility study in regards to the proposed acquisition of the remaining 51% interest in Cia Minera, due diligence costs actually went from $101,937 in YTD-2005 to $69,830 in YTD-2006, a decrease of $32,107. Due diligence charged to operations in Q3-2006 is comprised of $37,592 for assaying, engineering, and metallurgical services, and $32,238 for advances to Cia de Minera on account of its operations compared to $62,903 for assaying, engineering, and metallurgical services and $39,034 for advances to Cia de Minera on account of its operations in Q3-2005. Interest income increased from $9,816 in Q3-2005 to $11,617 in Q3-2006 although approximately $250,000 less cash was held in guaranteed investment certificates. The difference is attributed to the timing of when the interest income was recorded.

General and administrative expenses totaled $961,041 for YTD-2006 compared with $359,111 for YTD-2005, an increase of $601,930. The largest individual expense increase for the period is due to the recognition of stock based compensation for options to employees. The amount charged to operations in YTD-2006 was $539,500 compared to $61,156 in YTD-2005, a difference of $478,344. The remaining increase of $123,586 is due to increases in office and miscellaneous costs of $30,416, professional fees of $85,601, salaries and benefits of $14,595, shareholder and investor relations of $20,205 and travel and entertainment costs of $9,235. Regulatory and compliance fees experienced a decrease of $18,879. The reasons for these changes are the same as those discussed for the three month period above.

Loss for YTD-2006 was $1,171,306 compared with a loss of $595,909 for YTD-2005, for an increase of $575,397. Higher operating and administrative expenses in YTD-2006 as discussed above accounted for the increase, of which the higher stock-based compensation expense in YTD-2006 was the primary cause. Other income and expenses played a role in reducing the loss situation. There was a decrease of $22,739 in respect to due diligence work on the proposed acquisition of the remaining 51% interest in Cia Minera in YTD-2006. Interest income had a modest increase of $3,794 from $28,238 in YTD-2005 to $32,032 in YTD-2006.

	2005			2005			2005			2005			2004			2004			2004			2004
Period ended	Oct. 31 Q3			Jul. 31 Q2			Apr. 30 Q1			Jan. 31 Q4			Oct. 31 Q3			Jul 31 Q2			Apr.30 Q1			Jan. 31 Q4
Loss	$	(265,074	)	$	(224,274	)	$	(681,958	)	$	(218,801	)	$	(189,442	)	$	(210,460	)	$	(196,007	)	$	(158,226	)
Loss per share		(0.02	)		(0.02	)		(0.06	)		(0.02	)		(0.02	)		(0.02	)		(0.02	)		(0.02	)
Total assets		2,815,603			2,826,958			3,081,915			3,084,430			3,336,978			3,689,608			3,885,992			3,522,538

The losses have trended higher as a result of direct due diligence costs pertaining to the Cia Minera buy-out and associated overhead costs pertaining to traveling to Mexico on a frequent basis. As well there has been an increase in expenses attributable to a higher lever of corporate activity and shareholder awareness. Stock-based compensation most notably impacts Q1-April 30, 2005 ($486,100) and to a lesser degree it effects Q3-October 31, 2005 ($53,400), Q4-January 31, 2005 ($20,384), Q2-July 31, 2004 ($30,578), Q1-April 30, 2004 ($30,578) and Q4-January 31, 2004 ($40,770). When stock-based compensation is excluded from the loss calculation, there is a clearer trend of losses gradually increasing from $117,456 in Q4-January 31, 2004 to $211,674 in the most recent quarter.

From the point where total assets were significantly increased due to private placement financing in Q4-January 31, 2004, the total assets have trended downward. There have not been any private placements since that period and all proceeds that have been generated since then have been from the exercising of warrants and stock options. Cash required to run operations has exceeded the proceeds gained since the last private placement hence the gradual decreasing of total assets.

The Company has cash of $1,868,586 and working capital of $1,806,577 as at October 31, 2005. The Company expended $132,711 in the latest quarter on geological, assay, and general services on its Olympic/Kelvin, Aumax, and Minto properties. New equity raised by the exercising of 174,500 share purchase warrants in the latest quarter was $90,740 and by the exercising of 85,000 stock options was $53,150.

The Company has sufficient cash on hand at this time to finance planned exploration work on its mineral properties, and maintain administrative operations. Mineral development is capital intensive, and in order to re-commence operations at Cia de Minera Mexicana de Avino, S.A. de C.V., the Company may be required to raise new equity capital in the future. There is no assurance that the Company will be successful in raising new equity capital.

AVINO SILVER & GOLD MINES LTD.

MANAGEMENT’S DISCUSSION AND ANALYSIS

FOR THE QUARTER ENDED OCTOBER 31, 2005

PAGE 6

The Company has an investment in Bralorne Gold Mines Ltd. consisting of 179,149 common shares and a value of $422,848 and in Levon Resources Ltd. consisting of 141,200 common shares and a value of $4,236. These companies are related by way of common directors and common management.

Exercise Price Per Share	Expiry Date	Number of Shares Remaining Subject to Options
$1.20	October 21, 2008	370,000
$1.35	April 5, 2010	567,500
$1.35	September 26, 2010	70,000
		1,007,500

The Company entered into an Investor Relations Agreement with Investor Relations Services Group John Mullen & Partners (“IRS”) to provide investor relations services in Europe. The Company will pay $1,500 per month for twelve months with the agreement being effective July 1, 2005.

Exercise Price Per Share	Expiry Date	Number of Underlying Shares
$1.58	December 19, 2005	1,955,450
		1,955,450