8-K/A

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

FORM 8-K/A
AMENDMENT NO. 1

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

March 26, 2004
Date of Report (Date of earliest event reported)

LINCOLN GOLD CORPORATION
(Exact name of registrant as specified in its charter)

NEVADA	0-25827	88-0419475
(State or other jurisdiction of	(Commission File	(IRS Employer Identification
incorporation)	Number)	No.)

#306 – 1140 Homer Street
Vancouver, British Columbia, Canada	V6B 2X6
(Address of principal executive offices)	(Zip Code)

604-689-1659
Registrant's telephone number, including area code

BRADEN TECHNOLOGIES, INC.
(Former name or former address, if changed since last report)

This Amendment No. 1 to Current Report on Form 8-K amends the Current Report on Form 8-K filed by Lincoln Gold Corporation (formerly Braden Technologies, Inc.), a Nevada corporation (the "Company”), on April 12, 2004 to add the financial statements of Lincoln Gold Corp., a Nevada corporation (“Lincoln Gold”) as required by Item 7(a) and (b) of Form 8-K.

ITEM 7.          FINANCIAL STATEMENTS AND EXHIBITS

(a) Financial Statements of Business Acquired.

Included herein as Exhibit 99.1 to this Amendment No. 1 to Current Report on Form 8-K are the following audited financial statements of Lincoln Gold prepared in accordance with US generally accepted accounting principals and stated in US dollars:

1.	Independent Auditors’ Report of Berkovits, Lago & Company, LLP dated April 3, 2004;
2.	Balance Sheet as at December 31, 2003.
3.	Statement of Operations for the period from September 25, 2003 (Inception) to December 31, 2003.
4.	Statement of Stockholders’ Equity for the period from September 25, 2003 (Inception) to December 31, 2003.
5.	Statement of Cash Flows for the period from September 25, 2003 (Inception) to December 31, 2003.
6.	Notes to the Consolidated Financial Statements

(b) Pro forma Financial Information.

Included herein as Exhibit 99.2 to this Amendment No. 1 to Current Report on Form 8-K are the following unaudited pro-forma financial statements showing the effect of the acquisition of Lincoln Gold by the Company effective December 31, 2003:

1.	Unaudited Pro Forma Consolidated Balance Sheet as at December 31, 2003;
2.	Unaudited Pro Forma Consolidated Statement of Operations for the year ended December 31, 2003;
3.	Notes to Unaudited Consolidated Pro Forma Financial Statements.

(c) Exhibits.

Exhibit	Description of Exhibit
10.1	Form of Share Purchase Agreement dated March 15, 2004 between the Company and the U.S. Shareholders of Lincoln Gold Corp. (1)
10.2	Form of Share Purchase Agreement dated March 15, 2004 between the Company and the Non-U.S. Shareholders of Lincoln Gold Corp. (1)
99.1	Audited financial statements
99.2	Unaudited pro-forma financial statements

(1) Previously filed as an exhibit to the Company’s Current Report on Form 8-K filed on March 16, 2004.

2

SIGNATURE

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

	LINCOLN GOLD CORPORATION
Date: May 4, 2004
	By:	/s/ Paul Saxton
		PAUL SAXTON, PRESIDENT

3

EX-99.1

LINCOLN GOLD CORP.
(An Exploration Stage Company)

FINANCIAL STATEMENTS

DECEMBER 31, 2003

LINCOLN GOLD CORP.
(An Exploration Stage Company)

CONTENTS

	PAGE
INDEPENDENT AUDITORS REPORT
FINANCIAL STATEMENTS
Balance Sheet	1
Statements of Operations	2
Statement of Stockholders’ Equity	3
Statements of Cash Flows	4
Notes to Financial Statements	5–7

INDEPENDENT AUDITORS REPORT

To the Board of Directors and Stockholders
Lincoln Gold Corp.

We have audited the accompanying balance sheet of Lincoln Gold Corp., an exploration stage company (The “Company”), as of December 31, 2003 and the related statements of operations, changes in stockholders’ equity and cash flows for the period from September 25, 2003 (inception) to December 31, 2003. The financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.

We conducted our audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2003 and the results of its operations and its cash flows for the period from September 25, 2003 (inception) to December 31, 2003 in conformity with accounting principles generally accepted in the United States of America.

/s/ Berkovits, Lago & Company, LLP

April 3, 2004
Fort Lauderdale, Florida

LINCOLN GOLD CORP.
(An Exploration Stage Company)

BALANCE SHEET

DECEMBER 31, 2003

ASSETS
Current Assets
Cash	$	15,405
Total Current Assets		15,405
Total Assets	$	15,405
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current Liabilities
Accounts payable	$	15,374
Total Current Liabilities		15,374
Stockholder’ Equity
Common Stock, $0.001 par value, 100,000,000 shares authorized,
2,400,000 shares issued and outstanding		2,400
Additional paid-in capital		13,950
Deficit Accumulated During the Exploration Stage		(16,319	)
Total Stockholders’ Equity		31
Total Liabilities and Stockholders’ Equity	$	15,405

The accompanying notes are an integral part of these financial statements

1

LINCOLN GOLD CORP.
(An Exploration Stage Company)

STATEMENT OF OPERATIONS

FOR THE PERIOD FROM SEPTEMBER 25, 2003 (INCEPTION)
TO DECEMBER 31, 2003

Expenses
Professional fees	$	4,715
Office and sundry		95
Mineral property acquisition and exploration expenditures		11,509
Net Loss	$	(16,319	)
Basic and Diluted Loss Per Share	$	(0.01	)
Weighted Average Number Of Shares Outstanding		1,187,629

The accompanying notes are an integral part of these financial statements

2

LINCOLN GOLD CORP.
(An Exploration Stage Company)

STATEMENT OF STOCKHOLDERS’ EQUITY FOR THE PERIOD FROM SEPTEMBER 25,
2003 (INCEPTION) TO December 31, 2003

							DEFICIT
	COMMON STOCK						ACCUMULATED
					ADDITIONAL		DURING THE
					PAID-IN		EXPLORATION
	SHARES		AMOUNT		CAPITAL		STAGE			TOTAL
Shares issued for cash	2,400,000	$	2,400	$	13,950	$	-		$	16,350
Net loss for the period	-		-		-		(16,319	)		(16,319	)
Balance, December 31, 2003	2,400,000	$	2,400	$	13,950	$	(16,319	)	$	31

The accompanying notes are an integral part of these financial statements

3

LINCOLN GOLD CORP.
(An Exploration Stage Company)

STATEMENT OF CASH FLOWS

PERIOD FROM SEPTEMBER 25, 2003 (INCEPTION) TO DECEMBER 31, 2003

Cash Flows From Operating Activities
Net loss	$	(16,319	)
Adjustments to reconcile net loss to net cash used by operating
activities:
Changes in accounts payable		15,374
Net Cash Used by Operating Activities		(945	)
Cash Flows From Financing Activities
Common shares issued for cash		16,350
Net Cash Provided by Financing Activities		16,350
Net Increase In Cash		15,405
Cash, Beginning Of Period		-
Cash, End Of Period	$	15,405

The accompanying notes are an integral part of these financial statements

4

LINCOLN GOLD CORP.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2003

1.	NATURE OF OPERATIONS
	a)	Organization The Company was incorporated in the State of Nevada, U.S.A., on September 25, 2003.
	b)	Exploration Stage Activities The Company has been in the exploration stage since its formation and has not yet realized any revenues from its planned operations. It is primarily engaged in the acquisition and exploration of mining properties. Upon location of a commercial minable reserve, the Company expects to actively prepare the site for its extraction and enter a development stage.
2.	SIGNIFICANT ACCOUNTING POLICIES
		The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and would impact future results of operations and cash flows.
	a)	Mineral Property Acquisition Payments and Exploration Costs The Company is in the exploration stage and expenses all costs related to the acquisition and exploration of mineral claims in which it has secured exploration rights prior to establishment of proven and probable reserves. To date, the Company has not established the commercial feasibility of its exploration prospects, therefore, all costs are being expensed.
	b)	Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses for the reporting period. Actual results could differ from these estimates and would impact future results of operations and cash flows.
	c)	Foreign Currency Translation The Company’s functional currency is the U.S. dollar. Transactions in foreign currency are translated into U.S. dollars as follows:
		i)	monetary items at the rate prevailing at the balance sheet date;
		ii)	non-monetary items at the historical exchange rate;
		iii)	revenue and expense at the average rate in effect during the applicable accounting period.

5

LINCOLN GOLD CORP.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2003

2.	SIGNIFICANT ACCOUNTING POLICIES (Continued)
	d)	Income Taxes The Company has adopted Statement of Financial Accounting Standards No. 109 – “Accounting for Income taxes” (SFAS 109). This standard requires the use of an asset and liability approach for financial accounting, and reporting on income taxes. If it is more likely than not that some portion or all of a deferred tax asset will not be realized, a valuation allowance is recognized.
	e)	Basic and Diluted Loss Per Share In accordance with SFAS No. 128 – “Earnings Per Share”, the basic loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding. Diluted loss per common share is computed similar to basic loss per common share except that the denominator is increased to include the number of additional common shares that would have been outstanding if the potential common shares had been issued and if the additional common shares were dilutive. At December 31, 2003, the Company has no stock equivalents that were anti-dilutive and excluded in the earnings per share computation.
3.	MINERAL PROPERTY INTERESTS
	a)	Hannah Project The Company has entered into an option agreement for the acquisition of a 100% interest in eight mineral claims in Churchill County, Nevada. The option agreement calls for royalty payments upon production and has a provision for termination for non compliance. Consideration payable under the option agreement is as follows:
		i)	$5,000 upon signing the agreement;
		ii)	$5,000 on January 10, 2005;
		iii)	$10,000 on January 10, 2006;
		iv)	$15,000 on January 10, 2007;
		v)	$25,000 on January 10 of each year from 2008 to 2012; and
		vi)	$50,000 on January 10, 2013.

6

LINCOLN GOLD CORP.
(An Exploration Stage Company)
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2003

3.	MINERAL PROPERTY INTERESTS (CONTINUED)
	b)	Lincoln Flat Project The Company has entered into an option agreement for the acquisition of a 100% interest in twelve mineral claims in Lyon County, Nevada. The option agreement calls for royalty payments upon production and has a provision for termination for non compliance. Consideration payable under the option agreement is as follows:
		i)	$5,000 upon signing the agreement;
		ii)	$5,000 on January 10, 2005;
		iii)	$10,000 on January 10, 2006;
		iv)	$15,000 on January 10, 2007;
		v)	$25,000 on January 10 of each year from 2008 to 2012; and
		vi)	$50,000 on January 10, 2013.
	Since the Company has not established the commercial feasibility of the mineral claims, the acquisition costs have been expensed.
4.	INCOME TAXES The components of the deferred tax assets are as follows:

Deferred tax assets
Net operating loss carryforward	$	(16,000	)
Tax rate		35%
Deferred tax asset		5,600
Valuation allowance		(5,600	)
Deferred tax asset, net	$	-

		The valuation allowance reflects the Company’s estimates that the tax assets more likely than not will not be realized. The Company has net operating losses of approximately $16,000 which expire between 2004 and 2019.
5.	SUBSEQUENT EVENT On January 28, 2004, the Company issued a $200,000 convertible note with 500,000 warrants to purchase common stock of the Company at $.40 per share which expire on January 28, 2006. The note carries an interest rate of 10% compounded monthly and is due on January 28, 2006. The interest is payable annually with the second year interest payment due with the principal amount. The holder can convert any portion of the debt to common stock at a value of $.40 per share until the maturity date. Warrants can be exercised at a minimum of 1,000 shares per exercise at a price of $.40 until the expiration date.

7

EX-99.2

BRADEN TECHNOLOGIES INC.
(An Exploration Stage Company)

PRO-FORMA CONSOLIDATED FINANCIAL STATEMENTS

DECEMBER 31, 2003
(Stated in U.S. Dollars)

BRADEN TECHNOLOGIES INC.
(An Exploration Stage Company)

INTRODUCTION TO PRO-FORMA CONSOLIDATED FINANCIAL STATEMENTS

AS AT DECEMBER 31, 2003, AND FOR THE YEAR ENDED DECEMBER 31, 2003
(Stated in U.S. Dollars)

The following unaudited pro-forma consolidated balance sheet, pro-forma consolidated statement of operations and explanatory notes give effect to the acquisition of Lincoln Gold Corp. As a result of the transaction, the former shareholders of Lincoln Gold Corp. own the majority of the issued shares of Braden Technologies Inc. Since Braden Technologies Inc. was a non-operating public company, the share exchange has been accounted for as a recapitalization of Lincoln Gold Corp. and an issue of shares of Lincoln Gold Corp. to the shareholders of Braden Technologies Inc.

The pro-forma consolidated balance sheet, pro-forma consolidated statement of operations and explanatory notes are based on the estimates and assumptions set forth in the explanatory notes. This pro-forma consolidated balance sheet and the pro-forma consolidated statement of operations have been prepared utilizing the historical financial statements of Braden Technologies Inc. and Lincoln Gold Corp. and should be read in conjunction with the historical financial statements and notes thereto included elsewhere in this filing.

The pro-forma consolidated statement of operations has been prepared as if the acquisition had been consummated on January 1, 2003 under the purchase method of accounting and carried through to December 31, 2003. The pro-forma consolidated balance sheet has been prepared as if the acquisition was consummated on December 31, 2003.

This pro-forma consolidated financial data is provided for comparative purposes only, and does not purport to be indicative of the actual financial position or results of operations had the acquisition occurred at the beginning of the fiscal period presented, nor are they necessarily indicative of the results of future operations.

BRADEN TECHNOLOGIES INC.
(An Exploration Stage Company)

PRO-FORMA CONSOLIDATED BALANCE SHEET

DECEMBER 31, 2003
(Stated in U.S. Dollars)

		BRADEN			LINCOLN
		TECHNOLOGIES			GOLD			PRO-FORMA
		INC.			CORP.			ADJUSTMENTS			PRO-FORMA
ASSETS
Current
Cash	$	2		$	15,405					$	15,407
LIABILITIES
Current
Accounts payable	$	89,912		$	15,374					$	105,286
SHAREHOLDERS’ EQUITY
(DEFICIENCY)
Share Capital		11,400			2,400		$	(11,400	)		2,400
Additional Paid-In Capital		36,100			13,950			(36,100	)		13,950
Deficit		(137,410	)		(16,319	)		137,410			(106,229	)
								(89,910	)
		(89,910	)		31						(89,879	)
	$	2		$	15,405					$	15,407

BRADEN TECHNOLOGIES INC.
(An Exploration Stage Company)

PRO-FORMA CONSOLIDATED STATEMENT OF OPERATIONS

YEAR ENDED DECEMBER 31, 2003
(Stated in U.S. Dollars)

		BRADEN			LINCOLN
		TECHNOLOGIES			GOLD		PRO-FORMA
		INC.			CORP.		ADJUSTMENTS		PRO-FORMA
Expenses	$	26,157		$	16,319			$	42,476
Net Loss	$	(26,157	)	$	(16,319	)		$	(42,476	)
Net Loss Per Share								$	(0.01	)
Weighted Average Number Of
Common Shares Outstanding									35,400,000

BRADEN TECHNOLOGIES INC.
(An Exploration Stage Company)

NOTES AND ASSUMPTIONS TO THE UNAUDITED CONSOLIDATED PRO-FORMA
BALANCE SHEET AND PRO-FORMA STATEMENT OF OPERATIONS

YEAR ENDED DECEMBER 31, 2003
(Stated in U.S. Dollars)

ORGANIZATION AND BASIS OF PRESENTATION

The unaudited pro-forma consolidated balance sheet and consolidated statement of operations have been prepared based on historical financial information, using U.S. generally accepted accounting principles of Braden Technologies Inc. and Lincoln Gold Corp. for the year ended December 31, 2003 considering the effects of the recapitalization transaction as if the transaction was completed effective January 1, 2003 in the case of the pro-forma consolidated statement of operations, and effective December 31, 2003 in the case of the pro-forma consolidated balance sheet.

ASSUMPTION

The number of common shares used in the calculation of the pro-forma net loss per share data is based on the weighted average number of common shares outstanding during the period adjusted to give effect to shares assumed to be issued, had the transaction referred to above been consummated January 1, 2003.

PRO-FORMA ADJUSTMENT

To record the acquisition of Lincoln Gold Corp. by the issuance to the shareholders of Lincoln Gold Corp. of 24,000,000 common shares.