10KSB/A

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

FORM 10-KSB
Amendment No. 1

(Mark One)

x Annual Report Pursuant To Section 13 Or 15(D) Of The Securities Exchange Act Of 1934

For the fiscal year ended NOVEMBER 30, 2003

¨ Transition Report Under Section 13 Or 15(D) Of The Securities Exchange Act Of 1934

For the transition period from __________ to __________

COMMISSION FILE NUMBER: 0-12132

SILVERADO GOLD MINES LTD.
(Name of small business issuer in its charter)

British Columbia, Canada	98-0045034
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification
	No.)
Suite 505, 1111 West Georgia Street
Vancouver, British Columbia, Canada	V6E 4M3
(Address of principal executive offices)	(Zip Code)

(604) 689-1535
Issuer's telephone number

Securities registered under Section 12(b) of the Exchange Act: NONE.

Securities registered under Section 12(g) of the Exchange Act:

COMMON SHARES, NO PAR VALUE

Check whether the issuer (1) 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 ¨

Check if there is no disclosure of delinquent filers in response to Item 405 of Regulation S-B is not contained in this form, and no disclosure will be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or any amendment to this Form 10-KSB. x

State issuer's revenues for its most recent fiscal year $NIL

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was sold, or the average bid and asked price of such common equity, as of a specified date within the past 60 days. (See definition of affiliate in Rule 12b-2 of the Exchange Act.) $14,107,219 as of October 18, 2004

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date. 209,134,587 common shares, no par value outstanding as of October 18, 2004.

Transitional Small Business Disclosure Format (check one): Yes ¨ No x

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EXPLANATORY NOTE

This Amendment No. 1 (“Amendment No. 1”) to the Annual Report on Form 10-KSB for the year ended November 30, 2003, as filed with the SEC on March 14, 2004 (the “Original Form 10-KSB”), amends and restates in their entirety Items 1, 2, 6, 7, 9 and 13 of the Original Form 10-KSB and our audited financial statements for the year ended November 30, 2003 included with Item 7 of the Original Form 10-KSB. This Amendment No. 1 does not amend any other information included in the Original Form 10-KSB.

We have revised the Original Form 10-KSB in order to update the disclosure regarding our Alaska mineral properties in accordance with current disclosure standards. We have provided disclosure regarding our mineral resources in accordance with the standards prescribed by the recently adopted Canadian National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). This disclosure is based on the results of a technical report prepared by J.W. Murton and Associates, J.W. Murton P. Eng. in accordance with the requirements of NI 43-101. Mr. Murton is a “qualified person” under NI 43-101 who is independent of Silverado. This technical report is referred to in this Amendment No. 1 as the B.C. Technical Report. The Company has filed the B.C. Technical Report with the British Columbia Securities Commission. Investors may view the B.C. Technical Report at the SEDAR web site at www.sedar.com. (the “BC Technical Report”). U.S. Investors are cautioned that the United States Securities Commission does not recognize the terms “indicated resources” and “inferred resources”, as more particularly discussed below in Item 2 of this Form 10-KSB – “Description of Properties.”

ITEM 1.     DESCRIPTION OF BUSINESS.

FORWARD-LOOKING STATEMENTS

The information in this Annual Report on Form 10-KSB contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements involve risks and uncertainties, including statements regarding our capital needs, business plans and expectations. Such forward-looking statements involve risks and uncertainties regarding the market price of gold, availability of funds, government regulations, common share prices, operating costs, capital costs, outcomes of gold recovery activities and other factors. Forward-looking statements are made, without limitation, in relation to operating plans, property exploration and gold recovery activities, availability of funds, environmental reclamation, operating costs and permit acquisition. Any statements contained herein that are not statements of historical facts may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as "may", "will", "should", "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict", "potential" or "continue", the negative of such terms or other comparable terminology. Actual events or results may differ materially. In evaluating these statements, you should consider various factors, including the risks outlined below, and, from time to time, in other reports we file with the SEC. These factors may cause our actual results to differ materially from any forward-looking statement. We disclaim any obligation to publicly update these statements, or disclose any difference between its actual results and those reflected in these statements. The information constitutes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Given these uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

INTRODUCTION

We are engaged in the acquisition and exploration of mineral properties in the State of Alaska. Our primary focus is the exploration of our Nolan Gold Project, located 175 miles north of Fairbanks, Alaska. Our plan of operations is to carry out exploration and gold recovery activities at the Nolan Gold Project.

We are also seeking financing to enable us to proceed with the construction of a commercial test facility to establish the viability of the production of low-rank coal-water fuel as a replacement for oil fired boilers and utility generators. There is no assurance that we will be able to obtain any financing for this project.

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CORPORATE ORGANIZATION

Silverado Gold Mines Ltd. was incorporated under the laws of British Columbia, Canada in June 1963. We operate in the United States through our wholly owned subsidiary, Silverado Green Fuel Inc. (formerly Silverado Gold Mines Inc.), an Alaskan company incorporated in 1981. We filed a transition application and notice of articles with the British Columbia Registrar of Companies on April 20, 2004 in order to replace our former memorandum adopted under the British Columbia Company Act and to alter our current articles to the extent necessary to ensure compliance with the British Columbia Business Corporations Act (the “BC Business Corporations Act”). The BC Business Corporations Act came into force in British Columbia on March 29, 2004 and replaced the former British Columbia Company Act. The transition notice and notice of articles was filed under the BC Business Corporations Act that requires any British Columbia company incorporated under the former British Columbia Company Act to, within two years following the coming into force of the BC Business Corporations Act, transition under the BC Business Corporations Act by filing with the British Columbia Registrar of Companies a transition application and notice of articles

Our exploration activities are managed and conducted by affiliated companies, Tri-Con Mining Ltd. (“Tri-Con”), Tri-Con Mining Inc. and Tri-Con Mining Alaska Inc. pursuant to written operating agreements. Each of Tri-Con, Tri-Con Mining Inc. and Tri-Con Mining Alaska Inc. are privately owned corporations controlled by Garry L. Anselmo, who is our president, chief executive officer and chief financial officer and is the chairman of our board of directors. See Certain Relationships and Related Transactions.

MINERAL EXPLORATION BUSINESS

We hold interests in four groups of mineral properties in Alaska, as described below:

1.	our Nolan Gold Project;
2.	our Ester Dome Gold properties;
3.	our Hammond properties; and
4.	our Eagle Creek properties.

We are an exploration stage company. All of our properties are presently in the exploration stage. There is no assurance that a commercially viable mineral deposit exists on any of our mineral properties. Further exploration will be required before a final evaluation as to the economic and legal feasibility of mining of any of our properties is determined. There is no assurance that further exploration will result in a final evaluation that a commercially viable mineral deposit exists on any of our mineral properties.

Our plan of operations for each of our groups of mineral properties is discussed below:

1. The Nolan Gold Project

Our primary area of exploration interest is the Nolan Gold Project. The properties comprising the Nolan Gold Project and our exploration activities at the Nolan Gold Project are discussed in detail under the heading Description of Properties in this annual report.

Our plan of operation is to continue exploration programs at the Nolan Gold Project with the objective of achieving gold recoveries as we undertake our exploration activities. Our exploration activities are directed at the definition of placer gold targets and location of the lode source of the Nolan placer gold deposits. The main focus of our current exploration activities is “placer” gold. Placer gold is gold that has been separated from its host rock and is often re-concentrated in beds of old streams and rivers. Placer gold will occur in both nugget form and in fine gold form. Our most recent areas of interest for placer exploration include areas that we refer to as Mary's Bench East, the Nolan Deep Channel and the Swede Channel. Our exploration for lode gold is presently focused on the mid to north end of an area that we refer to as the Solomon Shear Trend.

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Our recent exploration activities have included completion of the initial year of a three year gold recovery plan for the Nolan Gold Project. We commenced this three year gold recovery plan in 2002 and have since suspended this gold recovery plan, as discussed below. This gold recovery plan involved underground gold recovery activities of the ancient riverbed underlying the current Nolan Creek that we refer to as the Nolan Deep Channel. We encountered sever water problems as we carried out our gold recovery plan at the Nolan Deep Channel in winter 2002/2003 due to record warm weather temperatures during this winter season. As a result of these severe water problems, our recoveries of gold bearing gravel material and our recoveries of gold from the recovered material were both significantly less than projected, as discussed in this annual report under the heading “Description of Properties – Nolan Gold Project”. As a result, we have presently suspended our gold recovery activities on the Nolan Deep Channel. We have determined to proceed with gold recovery activities on the elevated benches above Nolan Creek, rather than continuing with gold recovery activities on the Nolan Deep Channel, as the elevated benches are less prone to the severe water problems that we encountered at the Nolan Deep Channel in winter 2002/2003. We believe that further drilling on the Nolan Deep Channel is warranted prior to re-commencing gold recovery activities at the Nolan Deep Channel in order to better delineate areas targeted for gold recovery activities while minimizing inflow water problems.

We refer to our activities at the Nolan Gold Project as gold recovery activities, rather than mining or development activities, as our activities at the Nolan Gold Project are exploration stage activities, notwithstanding that our activities include activities targeted at recovering gold from the placer deposits located on the Nolan Gold Project. There is no assurance that a commercially viable mineral deposit exists on the Nolan Gold Project. Further exploration will be required before a final evaluation as to the economic and legal feasibility of mining of the Nolan Gold Project is determined. There is no assurance that further exploration will result in a final evaluation that a commercially viable mineral deposit exists on the Nolan Gold Project.

2. Ester Dome Property

The properties comprising our Ester Dome gold project are discussed in detail under the heading Description of Properties in this annual report. We are presently not undertaking any exploration activities on the Ester Dome Gold Project. However, we have commissioned a technical report that will include the Ester Dome Gold Project in order to update and consolidate our technical information on the Ester Dome Gold Project.

We plan to convert the Grant mine mill located on the Ester Dome properties into a research and development facility for the low-rank coal-water fuel business, as discussed below.

3. Hammond Property

The properties comprising our Hammond property are discussed in detail under the heading Description of Properties in this annual report. We are presently not undertaking any exploration activities on the Hammond property. This property is also referred to as the “Slisco Bench” property.

4. Eagle Creek Property

The properties comprising our Eagle Creek property are discussed in detail under the heading Description of Properties in this annual report. We are presently not undertaking any exploration activities on the Eagle Creek property.

LOW-RANK COAL-WATER FUEL BUSINESS

We commenced development of a low-rank coal-water fuel business in 2000. Our determination to enter into this business was based on a decision to broaden our business beyond mineral exploration and production. This aspect of our business is still in the start-up phase of operations and no revenues have been achieved to date. We do not anticipate that revenues from this technology will be achieved until commercialization of the technology has been established.

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We entered the fuel sector in 2000 by forming a new “Fuel Technology” division which operates out of Fairbanks, Alaska. This division of the business is operated by our wholly owned subsidiary, Silverado Green Fuel Inc. (formerly Silverado Gold Mines Inc.), under the supervision of Dr. Warrack Willson, Vice-President of Fuel Technology. The fuel product is called low-rank coal-water fuel (LRCWF), which is a low-cost, non-toxic, non-hazardous alternative to oil fuels used in commercial boilers for the production of electricity and industrial heat. As a liquid fuel enjoys all the benefits of liquid handling and storage, LRCWF allows coal to be used sight unseen and is made from America’s most abundant fossil energy resource. This fuel is produced from ground low-rank coal that has been hydrothermally treated. Hydrothermal treatment (HT) is an advanced technology, featuring moderate temperature/pressure, non-evaporative drying, which irreversibly removes much of the inherent moisture from low-rank coal and allows the formulation of commercially viable LRCWFs. HT is similar in many respects to pressure cooking, and it retains all of the desirable combustion characteristics of low-rank coal. When LRCWF is injected into a boiler, the particles ignite and burn rapidly, which leads to little or no boiler derating when substituted for oil. We believe that demand for the LRCWF and its production and utilization technology exists because of the high cost of oil and the desire for economical alternatives to oil that are environmentally friendly.

Our objective is to establish the commercial viability of the low-rank coal-water fuel technology by adapting our Grant Mill located on the Ester Dome property into a commercial-scale demonstration facility for producing and testing LRCWF. The estimated cost of a three-year demonstration project is $20,000,000. In order to achieve the financing necessary to proceed with the demonstration project, we applied to the United States Department of Energy (DOE) under the first solicitation of their Clean Coal Power Initiative on July 30, 2002 for a 50:50 cost share funding. Seven out of the eight successful applications in the first phase of awards that was announced in January 2003 were awarded to organizations affiliated with large utilities. Our application was not selected.

Based on news from the Department of Energy (DOE) we have determined not to submit a proposal to the DOE’s second solicitation under the Clean Coal Initiative this September 2004. We had hoped that the second round of solicitations, known as the CCP12 solicitation, would broaden the scope of the demonstration objectives. This did not occur and in fact the primary project objectives for this second round of solicitations has an even narrower focus, namely “technology advancements for gasification-based electricity production, advanced mercury control, and sequestration and sequestration-readiness.” We are continuing work to gain alternate funding through the US Government and through private sources for this project. There is no assurance that we will obtaining any funding.

From time to time as conditions or funds warrant, we may re-evaluate our development programs in response to changing economic or environmental conditions. Such a re-evaluation may result in us not pursuing the commercialization of the low-rank coal-water fuel technology or the construction of a demonstration facility.

GOVERNMENT REGULATION

Our Nolan Gold Project is comprised of non-patented federal mining claims located on federal land managed by the U.S. Bureau of Land Management. Mining and gold recovery activities on the Nolan Gold Project must be carried out in accordance with a permit issued by the Bureau of Land Management. Gold recovery activities on the Nolan Gold Project are currently being carried out under a permit approved by the Bureau of Land Management under a 2002 to 2005 plan of operations for gold recovery activity submitted by us to the Bureau of Land Management. Permit applications are submitted under a tri-agency application, and are reviewed by agencies of the State of Alaska government, including the Department of Natural Resources, the Department of Environmental Conservation, and Fish and Game. We post a reclamation bond annually in an amount required by the State of Alaska for each acre of proposed disturbance exceeding reclaimed acreage in a permit period. Presently, we have posted the appropriate bonding, and as a matter of company policy, endeavour to reclaim disturbed areas to equal or exceed any new disturbance. Our current reclamation bond is approximately $20,294 (was $20,800), of which $6,412 (was $8,700) is refundable.

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In addition to the federal permit, we also hold U.S. Environmental Protection Agency water discharge permits for wastewater discharges, which must be monitored and kept in compliance with EPA permit conditions for turbidity, suspended solids, and heavy metals. We submit Discharge Monitoring reports annually to the EPA. Nolan Creek is one of two waterways in the State of Alaska classified as primary industrial usage. Classification of a waterway for industrial usage does not relieve us from the obligations of the Clean Water Act but serve to place industry ahead of other potential uses for the Nolan Creek area.

We maintain a closed-circuit zero-discharge operation at our Nolan operations.

The U.S. Army Corps of Engineers also reviews permit applications for wetland determinations. The Nolan Deep Channel Project is not located in wetlands, although we report annually to the ACOE on activities.

Our exploration and gold recovery activities are regulated by Mine Safety Health Administration (MSHA). MSHA inspectors periodically visit our project to monitor health and safety for the workers, and to inspect equipment and installations for code requirements. All of our workers have completed MSHA safety training and must take refresher courses annually when working on our project. A safety officer for the project is also on site.

Other regulatory requirements monitor the following:

a.	Explosives and explosives handling.
b.	Use and occupancy of site structures.
c.	Hazardous materials and waste disposal.
d.	State Historic site preservation.
e.	Archaeological and paleontological finds.
f.	Transportation and storage of hazardous materials.

COMPETITION

We are a mineral resource exploration company. We compete with other mineral resource exploration companies for financing and for the acquisition of new mineral properties. Many of the mineral resource exploration companies with whom we compete have greater financial and technical resources than those available to us. Accordingly, these competitors may be able to spend greater amounts on acquisitions of mineral properties of merit, on exploration of their mineral properties and on development of their mineral properties. In addition, they may be able to afford more geological expertise in the targeting and exploration of mineral properties. This competition could result in competitors having mineral properties of greater quality and interest to prospective investors who may finance additional exploration. This competition could adversely impact on our ability to finance further exploration and to achieve the financing necessary for us to develop our mineral properties.

EMPLOYEES

We do not have any employees. Our operating and administrative activities are carried out through our agreement with the Tri-Con Mining Group. This relationship is explained in detail under the section of this annual report entitled Certain Relationships and Related Transactions.

RESEARCH AND DEVELOPMENT EXPENDITURES

We have spent the following amounts on research and development activities during the past two fiscal years:

	November 30, 2002	November 30, 2001
	to November 30, 2003	to November 30, 2002
Research and Development
Expenditures:	$148,465	$256,954

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Research and development activities were primarily attributable to the pursuit of the development of our Low-Rank Coal-Water Fuel business. During 2003, the majority of the research and development costs attributable to the low-rank coal-water fuel technology related to the preparation and presentation of our application to the Department of Energy for a grant.

RISK FACTORS

We face risks in completing our exploration plans and achieving revenues. The following risks are material risks that we face. We also faces the risks identified elsewhere in this Annual Report, including those risks identified under Item 1 - Description of Business and Item 6 - Management Discussion and Analysis or Plan of Operation. If any of these risks occur, our business, our ability to achieve revenues, our ability to produce gold, our operating results and our financial condition could be seriously harmed.

If we do not obtain new financings, the amount of funds available to us to pursue gold recovery activities at the Nolan Gold Project and to pursue further exploration of our mineral properties will be reduced.

We have relied on recent private placement financings in order to fund exploration of the Nolan Gold Project and our gold recovery activities. We will continue to require additional financing to complete our plan of operations for exploration work at the Nolan Gold Project, to achieve gold recoveries and to carry out our exploration programs on our other mineral properties. While our financing requirements may be reduced if gold recoveries are achieved, any impairment in our ability to raise additional funds through financings would reduce the available funds for the exploration of the Nolan Gold Project and for additional gold recovery activities, with the result that our plan of operations may be adversely affected and potential recoveries reduced or delayed.

As we have a working capital deficit and we have not reported revenues in our last two fiscal years there is no assurance that we will be able to achieve the financing necessary to enable us to proceed with our exploration and gold recovery activities.

We had a working capital deficiency of $1,199,776 as of August 31, 2004. We did not report revenues in our last two fiscal years ended November 30, 2003 or 2002 or our nine months ended August 31, 2004. Our plan of operations calls for substantial expenditures of $2,400,000 to be incurred by us over the next twelve months in order to continue exploration activities at the Nolan Gold Project and to pursue gold recovery activities on our mineral properties. While we will apply proceeds from gold sales generated from our gold recovery activities to cover these expenditures, we anticipate that proceeds from gold sales over the next twelve months will not exceed our projected expenditures during this period with the result that we will require substantial financing in order for us to pursue our plan of operations. If we do not achieve the necessary financing, then we will not be able to proceed with our planned exploration and gold recovery activities and our financial condition, business prospects and results of operations will be materially adversely affected.

As we have not established that there are any commercially viable mineral deposits on our Nolan property and we have not established commercially viable operations on the Nolan Gold Project, there is no assurance that our gold recovery activities on the Nolan Gold Project will be profitable.

Our activities at the Nolan Gold Project are in the exploration stage. While we have undertaken gold recovery activities at the Nolan Gold Project, we have failed to establish a commercially viable operation on our Nolan Gold Project. Further, we have historically attempted to mine the placer gold deposits at the Nolan Gold Project without obtaining sufficient drilling and sampling information to meet data density standards commonly used by commercial-sized placer mining companies. We may continue with gold recovery activities at the Nolan Gold Project without establishing that the placer deposits contain commercially viable mineral deposits. As we may proceed with these activities without first establishing that the placer deposits contain commercially viable mineral deposits, there is no assurance that we will recover quantities of gold that will enable us to achieve sales of gold that will exceed our costs of recovering the gold. In this event, our gold recovery activities on the Nolan Gold Project will not be profitable.

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If we are unable to achieve predicted gold recoveries from our Nolan Gold Project, then our financial condition and our revenues will be adversely affected.

We plan to undertake gold recovery activities on the Mary’s Bench East and Treasure Chest area in the elevated channels of the Nolan Gold Project. We are currently planning to begin gold recovery activities on the Mary’s Bench East this fall and expanding on the Swede portion of this area through the winter, subject to our achieving sufficient financing. Our gold recovery activities will be carried out based on the results of geological exploration we have conducted which has predicted a recovery rate of gold per volume of material recovered. There is no assurance that actual recoveries of gold from material mined will equal the gold recoveries predicted as a result of our geological exploration. If gold recoveries are less than projected, then our gold sales will be less than anticipated and may not equal or exceed the cost of exploration and recovery in which case our operating results and financial conditions will be adversely affected.

If the price of gold declines, our financial condition and ability to obtain future financings will be impaired.

Our business is extremely dependent on the price of gold. Our recoveries from sales of gold for the current fiscal year are dependent on the price of gold in addition to the quantity of gold that we are able to recover. If gold prices decline prior to the recovery and sale of gold from the Nolan Gold Project, then our recoveries from sales of gold and financial condition will be adversely impacted. We have not undertaken any hedging transactions in order to protect us from a decline in the price of gold. A decline in the price of gold may also decrease our ability to obtain future financings to fund our planned exploration programs and gold recovery activities.

The price of gold is affected by numerous factors, all of which are beyond our control. Factors that tend to cause the price of gold to decrease include the following:

(a)	Sales or leasing of gold by governments and central banks;
(b)	A low rate of inflation and a strong US dollar;
(c)	Speculative trading;
(d)	Decreased demand for golds industrial, jewellery and investment uses;
(e)	High supply of gold from production, disinvestment, scrap and hedging;
(f)	Sales by gold producers and foreign transactions and other hedging transactions;
(g)	Devaluing local currencies (relative to gold price in US dollars) leading to lower production costs and higher production in certain major gold producing regions.

If costs of gold recovery at our Nolan Gold Project are higher than anticipated, then our profitability will be adversely affected.

We have proceeded with gold recovery activities on the Nolan Gold Project on the basis of estimated capital and operating costs. If capital and operating costs are greater than anticipated, then cash flows from the gold recovery activities at the Nolan Gold Project will be adversely affected. These reduced cash flows will cause us to have less funds for other expenses, such as administrative and overhead expenses and exploration of our other mineral properties and further gold recovery activities on the Nolan Gold Project.

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If our exploration costs are higher than anticipated, then our profitability will be adversely affected.

We are currently proceeding with exploration of our mineral properties on the basis of estimated exploration costs. This exploration program includes drilling programs at various locations within the Nolan Gold Project. If our exploration costs are greater than anticipated, then we will have less funds for other expenses, such as expenses associated with exploration of the Nolan Gold Project. If higher exploration costs reduce the amount of funds available for recoveries of gold through gold recovery activities, then our ability to achieve sales from gold recovery activities will be adversely affected and our losses will increase. Factors that could cause exploration costs to increase are: adverse weather conditions, difficult terrain and shortages of qualified personnel.

Exploration, gold recovery and operating activities are inherently hazardous.

Mineral exploration and gold recovery activities involve many risks that even a combination of experience, knowledge and careful evaluation may not be able to overcome. Operations that we undertake will be subject to all the hazards and risks normally incidental to exploration and recovery of gold and other metals, any of which could result in work stoppages, damage to property and possible environmental damage. The nature of these risks are such that liabilities might result in us being forced to incur significant costs that could have a material adverse effect on our financial condition and business prospects.

There is no assurance that any of our mineral resources will ever be classified as reserves under the disclosure standards of the Securities and Exchange Commission.

This annual report discusses our mineral resources in accordance with Canadian National Instrument 43-101, as discussed under the section of this annual report entitled “Description of Properties”. Resources are classified as “measured resources”, indicated resources” and “inferred resources” under NI 43-101. However, U.S. investors are cautioned that the United States Securities and Exchange Commission does not recognized these resource classifications. There is no assurance that any of our mineral resources will be converted into reserves under the disclosure standards of the United States Securities and Exchange Commission.

If we experience exploration accidents or other adverse events at our Nolan Gold Project, then our financial condition and profitability could be adversely affected.

Our exploration and gold recovery activities at the Nolan Gold Project are subject to adverse operating conditions. Exploration accidents or other adverse incidents, such as cave-ins or flooding, could affect our ability to continue gold recovery activities at the Nolan Gold Project. A particular concern at the Nolan Gold Project is warm temperatures that can reduce the winter season during which we can safely conduct underground gold recovery activities. The occurrence of any of these events could cause a delay in production of gold or could reduce the amount of gold that we are able to recover, with the result that our ability to achieve recoveries from gold sales and to sustain operations would be adversely impacted. Adverse operating conditions may also cause our operating costs to increase. Exploration accidents or other adverse events could also result in an adverse environmental impact to the land on which our operations are located with the result that we may become subject to the liabilities for environmental clean up and remediation.

If we become subject to increased environmental laws and regulation, our operating expenses may increase.

Our exploration and gold recovery activities are regulated by both US Federal and State of Alaska environmental laws that relate to the protection of air and water quality, hazardous waste management and mine reclamation. These regulations may impose operating costs on us. If the regulatory environment for our operations changes in a manner that increases costs of compliance and reclamation, then our operating expenses would increase with the result that our financial condition and operating results would be adversely affected.

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As we have not reported revenues in recent fiscal periods, there is no assurance that we will be able to continue as a going concern.

Our financial statements included with this Annual Report for the year ended November 30, 2003 have been prepared assuming that we will continue as a going concern. Our auditors have made reference to the substantial doubt as to our ability to continue as a going concern in their audit report on our audited financial statements for the year ended November 30, 2003. If we are not able to achieve revenues, then we may not be able to continue as a going concern and our financial condition and business prospects will be adversely affected.

Because of the speculative nature of exploration of mineral properties, there is no assurance that our exploration activities will result in the discovery of new commercially exploitable quantities of minerals or that we will be able to establish proven and probable reserves as a result of our exploration.

We plan to continue exploration on our mineral properties. The search for valuable minerals as a business is extremely risky. We can provide investors with no assurance that additional exploration on our properties will establish that additional commercially exploitable reserves of gold exist on our properties. Problems such as unusual or unexpected geological formations or other variable conditions are involved in exploration and often result in exploration efforts being unsuccessful. The additional potential problems include, but are not limited to, unanticipated problems relating to exploration and attendant additional costs and expenses that may exceed current estimates. These risks may result in us being unable to establish the presence of commercial exploitable quantities of ore on our mineral claims with the result that our ability to fund future exploration activities may be impeded.

As we face intense competition in the exploration industry, we will have to compete with our competitors for financing and for qualified managerial and technical employees.

The exploration industry is intensely competitive in all of its phases. Competition includes large established exploration companies with substantial capabilities and with greater financial and technical resources than we have. As a result of this competition, we may be unable to acquire additional attractive mining claims or financing on terms we consider acceptable. We also compete with other exploration companies in the recruitment and retention of qualified managerial and technical employees. If we are unable to successfully compete for financing or for qualified employees, our exploration programs may be slowed down or suspended.

Our business venture into the low rank coal water fuel business is subject to a high risk of failure.

Our business venture into the low rank coal water fuel technology business is at a very early stage and is subject to a high risk of failure. The low rank coal water fuel technology has not been proven by us to be a commercially viable fuel alternative. In order to establish commercial viability, we will have to undertake the construction and operation of the contemplated demonstration facility. The construction of the demonstration facility would cost approximately $20 million. Even if the demonstration facility were constructed and operational, there is no assurance that the commercial viability of this process would be established or that we would be able to expand the facility into a commercially viable operation or to generate revenues from this technology. We are pursuing funding from the United States federal government to fund the construction of the demonstration facility. There is no assurance that we will succeed in obtaining government funding for this project. Even if funding is obtained and the demonstration facility constructed, there is no assurance that we would be able to generate profits or revenues from the operation of the demonstration facility.

ITEM 2.     DESCRIPTION OF PROPERTIES.

Our head office is located at Suite 505, 1111 West Georgia Street, Vancouver, British Columbia, Canada V6E 4M3. These premises are comprised of approximately 4,549 square feet and are leased for a term expiring in February 2007.

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Our four groups of mineral properties located in Alaska are described below. This disclosure incorporates the results of a technical report prepared by J.W. Murton and Associates, J.W. Murton P. Eng. in accordance with the requirements of Canadian National Instrument 43-101 – Standards of Disclosure for Mineral Projects (“NI 43-101”). Mr. Murton is a “qualified person” under NI 43-101 who is independent of Silverado. This technical report is referred to as the B.C. Technical Report. The Company has filed the B.C. Technical Report with the British Columbia Securities Commission. Investors may view the B.C. Technical Report at the SEDAR web site at www.sedar.com.

The B.C. Technical Report provides disclosure regarding Silverado’s Alaska properties in accordance with NI 43-101. U.S. Investors are cautioned that the United States Securities Commission does not recognize the terms “indicated resources” and “inferred resources”, as more particularly discussed below.

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NOLAN GOLD PROJECT

1. Location and Access

The properties comprising our Nolan Gold Project are located approximately 8 miles west of Wiseman, and 175 air miles north of Fairbanks, Alaska in the foothills of the Brooks Range, in an area known as the Koyukuk Mining District.

The Nolan Gold Project is accessible by the Elliott and the Dalton Highways, about 280 road miles north of Fairbanks Alaska. An all weather road connects Nolan Creek to the Dalton Highway and is suitable year-round for semi-tractors loaded with fuel and equipment. Air transportation is available by several commercial carriers on two daily flights to Coldfoot, Alaska, about 15 miles south-southeast of Nolan.

A map illustrating the location and access to the Nolan Gold Project is provided below:

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2. Ownership Interest

The Nolan properties are comprised of four non-continuous groups of 213 federal unpatented placer claims and one group of 67 federal unpatented lode claims. There has been no legal survey on any of the claims. These groups of properties are described as follows:

(a) Nolan Gold Project:

The Nolan Gold Project includes 198 contiguous claims plus a second group of 8 continuous claims lying about ½ mile to the east of the main block. Silverado Green Fuel is the registered owner of all 206 placer claims. The Nolan Gold Project includes the claims referred to as the Nolan placer claims, which include the Nolan Deep Channel, the Smith Creek, the Thomson’s Pup and the Mary’s Bench claims.

The Thomson’s Pup claims consist of 6 unpatented federal placer claims registered in the name of Silverado Green Fuel. Our ownership in these claims is subject to a royalty of 3% of net profits on 80% of production payable to Frank Figlinski and Lyle R. Carlson.

Seven claims of the Smith Creek property are in two small groups, on Marion and Clara Creeks, 11 and 12 miles south-southeast of the Nolan Project. These claims are presently inactive.

(b) Nolan Lode:

The Nolan Lode claims are comprised of 67 unpatented federal lode claims. Ownership of these federal lode claims is in the name of Silverado Green Fuel.

3. History of Operations

Placer mining on Nolan Creek and its tributaries was first recorded at about the turn of the last century. During the ensuing years and up to 1942, recoveries of approximately 120,000 oz. of placer gold were reported. This gold is well known for its coarse size and high fineness. The early miners mined Nolan Creek and its left limit tributaries, particularly Fay, Smith and Archibald creeks by surface methods on the upper areas and by underground methods in the lower reaches of the creeks when overburden became too deep. Shafts are found throughout the areas being discussed.

We first began acquiring placer claims on Nolan Creek in 1979 with the first mining starting that year. During the first 8 years, approximately 2,400 oz. of gold were recovered by us and lessees from surface operations on Archibald Creek and Fay Creek. During the subsequent 5 years up to 1992, we concentrated on reclamation, exploration and limited development. Surface and underground operations were carried out during 1993 - 2000 on Thompson Pup plus a number of the upper left limit benches on Nolan Creek, namely Mary’s Bench, Eureka Bench, Dolney Bench, Workman’s Bench, West Block and Swede Channel. Up to the end of 2000, we had recovered an additional 15,656 oz. of gold for a total of 18,056 oz. of placer gold from both surface and underground operations. Recent gold recovery activity in 2002 - 2003 has increased the total ounces of gold produced to 18,507 oz.

The following table summarizes gold production and gold recoveries by year from the Nolan properties since 1980.

YEAR	STATUS OF OPERATIONS	NATURE OF OPERATIONS	LOCATION	BCY MINED	Tr.Oz.GOLD RECOVERED	RECOVERED GRADE OZ/BCY
1980-88	Gold Recovery During Exploration		Archibald / Fay Creek	40,000est	2,400*	0.060est
1993	Production		Thompson Pup	33,800	1,304	0.038

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YEAR	STATUS OF OPERATIONS	NATURE OF OPERATIONS	LOCATION	BCY MINED	Tr.Oz.GOLD RECOVERED	RECOVERED GRADE OZ/BCY
1994	Production	Underground Operations	Mary’s Bench Underground	16,143	2,697	0.167
1994	Production	Surface Operations	Eureka Bench Open Cut	29,300	5,733	0.196
1995	Production	Surface Operations	Phase 3 Open Cut	22,285	2,394	0.107
1995	Production	Underground Operations	3B1 Underground	12,991	1,006	0.077
1995	Production	Surface Operations	West Block OpenCut	18,988	1,305	0.069
1995	Production	Surface Operations	Mary’s Bench hydraulic	600	27	0.045
1996	Gold Recovery During Exploration	Surface Operations	Dolney Bench Surface	5,042	126	0.025
1998	Gold Recovery During Exploration	Surface Operations	Archibald Creek Surface	5,947	128	0.022
1999	Gold Recovery During Exploration	Underground Operations	Swede Channel Underground	4,575	623	0.136
1999	Gold Recovery During Exploration	Surface Operations	Workmans Bench Open Cut	5,580	112	0.020
2000	Gold Recovery During Exploration	Surface Operations	Workmans Bench Open Cut	14,919	201	0.013
2003	Gold Recovery During Exploration	Underground Operations for Nolan Deep Channel; Surface Operations for Wooll Bench, Mary's Bench and other	Nolan Deep Channel, Wooll, Mary’s Bench, Other	30,279	451	0.015
TOTALS				240,449	18,507	0.077

*Includes 1,320 ounces produced by lessee.

Gold recovery activities were suspended during 2001 but underground exploration started again in 2002 with the driving of the Nolan Deep Channel decline. This work involved driving three decline entries to access the Nolan deep channel and a total of 3,340’ of exploration work was completed during the winter season of 2002 – 2003. A portion of this exploration work took place within the targeted deep gold

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bearing channel and this material was stockpiled on surface for summer washing. A limited amount of stoping from underground, (about 200 bank cubic yards) took place before the underground portion had to be closed down on April 3, because of warming weather. An extremely warm winter season (the warmest in 100 years) caused a number of logistical problems which slowed down production from underground, and in the late spring of 2003, Nolan Creek breached the underground workings and flooded all workings. In total, 19,489 loose cubic yards were stockpiled on surface.

We had projected that we would excavate a targeted zone of approximately 168,000 square feet of bedrock in our operations at the Nolan Deep Channel during the 2002/ 2003 winter season. We had projected that this material would contain approximately 21,480 ounces of gold based on our geological exploration of the Nolan Deep Channel. As a result of the water problems associated with unseasonably warm temperatures during the 2002/ 2003 winter, we excavated only 31,000 bedrock square feet of material from the Nolan Deep Channel operations from which we have recovered 308.7 ounces of gold. Only a portion of this 31,000 bedrock square feet of material included the targeted zone of 168,000 bedrock square feet. The balance was comprised of material excavated as part of the construction of haulage tunnels and underground storage areas which was not part of the targeted zone. This bedrock material translated into 19,489 loose cubic yards of gravel material which was processed in our gold recovery facility. We recovered 220 ounces of gold from recovery operations at our Nolan gold recovery facility. These gold recoveries do not include any gold that may remain in two tons of concentrates from the processing of the gravel through our gold recovery facility. The concentrates have undergone the first phase of processing to recover 88.7 ounces of gold. The concentrates will have to undergo further processing for complete gold recovery. There is no assurance that there is any gold remaining in the concentrate material.

During the summer season of 2003, approximately 39,363 loose cubic yards were processed. This included 19,489 loose cubic yards of gravel from the underground work and an additional 19,874 loose cubic yards of gravel recovered from surface locations, namely Wooll Bench, Mary’s Bench and upper Nolan Creek.

4. Present Condition of the Property and Current State of Exploration

We have spent approximately $26,000,000 over the last 18 years acquiring, exploring and undertaking gold recovery activities and test exploration on the Nolan Gold Project. To May 8, 2004, we had completed a total of 682 drill holes and 41,295 feet of drilling. About 219 of those drill holes were completed along the frozen gold bearing deep channel of the Nolan Creek known as the Nolan Deep Channel. We have also completed 9 drill holes and 2020 feet of drilling while testing lode sources of the placer gold on the Solomon Shear Trend.

Exploration and Gold Recovery Activities at the Nolan Gold Project

We received an engineer’s report in the summer of 2002 that outlined a three year plan to recover gold from the Nolan Deep Channel through underground exploration. The Nolan Deep Channel is an underground frozen river bed located approximately 55 to 200 feet beneath the existing Nolan Creek. The Nolan Deep Channel stretches for about 2.5 miles, beginning at the confluence of the existing Fay and Nolan creeks and continues downstream to the confluence of the Nolan Creek and the Wiseman Creek. Our strategy for gold recovery activities from exploration of the Nolan Deep Channel is to drill and blast frozen gold bearing gravels. Operations on the Nolan Deep Channel mine are underground and are accessed using decline tunnels. The frozen gravel is then transported to the surface using specially designed underground haulers and stockpiled. The blasted frozen gold bearing material is later thawed for gravity concentrating of the gold present in the material.

We determined to proceed with this plan and we completed the necessary work that has enabled us to start processing material for recovery of gold in the summer of 2003. Our activity at the Nolan Gold Project during the 2002/ 2003 season included exploration of surface placer sources, wash plant acquisition, construction and operation to recover placer gold from mined sources, exploration efforts, and reclamation. Additionally, we undertook camp upgrading to provide improved living quarters for the crew. Specifically, we continued with exploration of the underground Nolan Deep Channel as well as surface

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exploration of Mary’s Bench and Wooll Bench. Additionally, we commenced an exploration drilling program of the upper Nolan Creek and the "Treasure Chest" zone in the fall of 2003.

On September 1, 2002 we hired a professional engineer to act as project manager for both our exploration and gold recovery activities during the 2002/ 2003 season. We began mobilization for gold recovery operations on the Nolan Deep Channel in September 2002. We acquired operations equipment with a value in excess of $1,700,000, by both purchase and lease, which was necessary to begin operations. The exploration equipment included two mini-bore jumbo drills, three DUX underground haulage trucks, Caterpillar tractor/dozer, grader and front end loader equipment, two underground loaders and various compressor, light-plant, generator and utility equipment. Our exploration camp at the Nolan Gold Project was upgraded in order that gold recovery activities could resume. Our upgrading efforts included the purchase and installation of a ten-room housing unit, the construction of an engineering office, the upgrade of laboratory facilities and the installation of up-graded communications facilities.

On November 1, 2002, we commenced underground gold recovery activities in the Nolan Deep Channel. Our construction of the “B” and “C” decline tunnels in the Nolan Deep Channel was completed as planned, however, the construction of the “A” decline tunnel was not completed due to unseasonably warm temperatures encountered during the winter of 2002/ 2003. Warm temperatures resulted in the presence of high volumes of water and instability which forced the abandonment of our efforts to construct the “A” decline tunnel. While similar conditions were encountered in the “B” and “C” decline tunnels, operations were able to proceed by pumping infiltration water to the surface and by the installation of a ventilation shaft to improve air circulation. We constructed an underground tunnel between the “B” and “C” decline tunnels, as planned, although this connection was completed behind schedule due to water problems. Once the connection was made we continued to mine gravel on a round-the-clock basis in order to extract as much gravel as possible. Our gold recovery activities continued until April 2, 2003 when spring temperatures forced underground operations to cease. Warm temperatures had an adverse impact on our gold recovery operations on the Nolan Deep Channel due to its nature as a frozen river bed. Operational problems associated with warm weather during the winter of 2002/ 2003 caused our costs to increase over projected costs and our recovery of gold bearing material to be significantly less than projected. As a result of these operational problems, we were not able to recover gravel from the zone between the “A” and “B” decline tunnels.

In summer/ fall of 2003 we began surface gold recovery operations on the Mary’s Bench and Wooll Bench regions of the Nolan Gold Project. The Mary’s Bench and Wool Bench are two of a series of elevated gravel benches located above the elevation of the Nolan Creek on a hill known as the Smith Dome. Gravel material that was extracted by our surface exploration activities was processed at our gold recovery facility in order to recover gold present in the gravel material.

Improvements to our camp, shop and infrastructure were required to accommodate the long-term and expanded work force. Our camp population was an average of 25 persons but peaked at over 30 employees during the past operating year. Anticipation of this work force required that we make substantial improvement to the living quarters at Nolan Creek. The living quarters are referred to as camp. We began improvements to the camp facility in September 2002 and continued through the end of the year. Improvements included adding sleeping rooms, an improved septic system, a shower/clothes washing facility, a recreation/ office complex, a power generation plant, a good communications system, an upgraded power distribution system, upgraded cafeteria to handle the increased crew requirements, and the addition of TV and internet capability. We also made improvements to the maintenance facility.

Nolan Gold Recovery Operations

The Nolan operations, including camp, building, machinery shops and related equipment, were constructed by us in the late 1980’s. We upgraded the Nolan Exploration camp in 2002/ 2003 in order that gold recovery activities could resume. Our upgrading efforts included the purchase and installation of a ten-room housing unit, the construction of an engineering office, the upgrade of laboratory facilities and the installation of communications facilities. These buildings and equipment are in operating condition. Our camp is capable of housing 30 workers at present. In addition, we purchased vehicles, surface and underground exploration equipment including dump trucks and drills. The plant and equipment cost us

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$2,258,757 (The net book value of all equipment on the Nolan Placer property is currently $1,886,324). Power to the Nolan Placer property is provided by diesel powered generators located on site.

Our gold recovery facility is located adjacent to Nolan Creek near the confluence of the Nolan Creek and Archibald Creek. The gold recovery facility incorporates nugget traps, hydraulic riffles, classification and gravity concentration processes in order to recover gold. Our washing plant facility is able to recover both coarse gold nuggets and fine gold dust using a series of processing operations. Our facility is capable of operating at a 75 yard per hour process rate. The washing plant includes a vibrating grizzly for removal of over-size boulders. Gravel feed is screened and treated by a series of gold nugget traps and hydraulic riffles where larger gold nuggets are collected. All discharged material is then re-screened to a finer fraction, which is then processed through a series of water-pulsing “jigs” to remove fine gold, then sent to a high gravity centrifugal bowl concentrator to remove the ultra-fine gold or “gold dust”. The material left over from the centrifugal bowl concentrator is referred to by us as “concentrate”. Water supply and water treatment systems have been incorporated into the washing plant facility and settling ponds for optimizing water usage using a closed-circuit zero-discharge system in a clean, environmentally sound manner.

In summer 2003 we completed tuning of the new gold recovery circuitry that comprises the gold recovery facility. The tuning process was necessary so that each phase of the gold recovery operation operate at optimal performance in order to maximize gold recovery and operating efficiency. Once our gold recovery facility was operational the processing of ore that was stock-piled during our winter exploration activities commenced. Our recovery operations were targeted at recovering both fine gold and course gold from the gravel recovered from the Nolan Deep Channel. We began to recover gold in July 2003 and commenced sales of recovered gold in August 2003. As at November 30, 2003 we had recovered 451 ounces of gold from the Nolan Gold Project during the summer recovery operations. We completed sales of gold in the amount of $100,976 during 2003. Gold sales resulting from our exploration activities have been applied against exploration costs. Sales of our gold nuggets averaged a price of $501 per ounce. We had 254.5 ounces of gold in inventory as at November 30, 2003. The amount in our gold inventory is exclusive of any gold still present in the two tons of fine gold concentrates produced during our summer recovery operations after completion of the first phase of processing.

Our gold recovery operations continued through the summer of 2003 until late September 2003 when freeze-up forced recovery operations to be suspended. We recovered and processed a total of approximately 40,000 loose cubic yards of gravel materials from our underground and surface gold recovery activities. Exploration problems associated with warm weather during the winter of 2002/ 2003 caused our production of material for gold recovery processing to be significantly less than projected.

We recovered a total of 220 ounces from the approximately 20,000 loose cubic yards of gravel recovered from the Nolan Deep Channel. Two tons of concentrates resulted from the processing of the gravel through our gold recovery facility. The concentrates have undergone the first phase of processing to recover 88.7 ounces of gold. The concentrates will have to undergo further processing for complete gold recovery. There is no assurance there is any remaining gold content in the concentrates.

In summer/ fall of 2003 we began surface gold recovery operations on the Mary’s Bench and Wooll Bench regions of the Nolan Gold Project. We recovered approximately 20,000 loose cubic yards of gravel materials from surface gold recovery activities. We then processed those gravel materials at our gold recovery facility to recover 231 ounces of gold.

Planned Gold Recovery Activities

As a result of the water problems encountered with underground gold recovery activities, we have presently suspended our underground gold recovery activities on the Nolan Deep Channel. We have determined not to continue underground gold recovery activities at the Nolan Deep Channel until such time as we have completed further drilling on the Nolan Deep Channel in order to better delineate areas targeted for gold recovery while minimizing inflow water problems.

We have determined to proceed with gold recovery operations on the elevated benches above the Nolan Creek during the balance of the current year, rather than continuing with gold recovery operations from

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the Nolan Deep Channel, as the elevated benches are less prone to the severe water problems that we encountered at the Nolan Deep Channel. We also plan to continue exploration of our Nolan properties in order to identify additional targets within the Nolan gold project for gold recovery activities.

During the first half of 2004, we drilled and targeted the Mary’s Bench East and the Swede Channel areas of the Nolan Gold Project with the objective of determining our exploration plan for the 2004 summer and winter season. Based on our geological review of the results of our drilling program, we have determined to commence gold recovery operations on the gravel bench known as the Mary’s Bench East that is located approximately 200 to 300 feet in elevation above the confluence of Nolan Creek and Archibald Creek. The results of our drilling program show a possible buried channel, which we believe may be an upstream portion of the previously mined Swede Channel. Our plan is to recover gold from the Mary’s Bench East placer deposit by underground gold recovery activities. Any gravel that is recovered as part of our exploration activities will be processed for gold recovery during the Spring and Summer of 2005.

Our plan of operations at the Nolan Gold Project will be continually evaluated and modified as exploration and gold recovery results become available. Modifications to our plan will be based on many factors, including: assessment of data, weather conditions, exploration costs, operation costs, the price of gold and available capital. Further, the extent of the gold recovery operations that we undertake will be dependent upon the amount of financing available to us to carry out these operations.

Exploration Program Planned for Nolan during 2004

Our exploration plans are to further define gold deposits in order to provide a basis for the assessment of the feasibility of future additional gold recovery activities at the Nolan project. We are currently undertaking an extensive geological exploration program on the Nolan Gold Project. The program includes drilling, as well as the review of geological and geophysical data. The overall objectives of our exploration program are as follows:

1.	To identify surface placer deposits at our Nolan Gold Project that are prospective for gold recovery operations. In general, these deposits are located in benches that are ancient river beds and lakeshore deposits located above the present channel of Nolan Creek. These deposits include Mary’s Bench, Wooll Bench, Workman’s Bench, Eureka Bench and Lower Nolan Bench. Mary’s Bench deposit was mined by us in 1995, the Eureka Bench was mined by us in 1994 and 1995 and the Workman’s Bench was mined by us in 1999 and 2000. The objectives of our drilling program will include the determination of the nature and extent of areas of known bench deposits that are prospects for gold recovery operations and the identification of new bench deposits that may be prospects for gold recovery operations.
2.	To determine whether there is a potential lode deposit of gold located on the Nolan Gold Project which may be the source of the placer gold found on the Nolan Gold Project. A lode deposit of gold occurs when gold is present in its host rock and is differentiated from placer gold which is gold that has been removed from its host rock by the process of erosion. Our drill program will be part of our ongoing geologic and geophysical investigations to determine whether there is a lode source on the Nolan Gold project that is the source of our placer gold deposits.
3.	To identify any placer deposits at the Slisco Bench deposit, which is located on our Hammond River property, that are prospective for gold recovery operations. The Slisco Bench deposit is approximately 3 to 4 miles northeast of the Nolan Deep Channel.

We began an exploration program in early 2003 which was directed at improving our placer deposit definition and discovering potential lode sources of the placer gold. We hired a senior exploration geologist in early 2003 to move this objective forward. Our exploration efforts were comprised of the analysis of geophysical data, geochemical sampling, company records and analysis provided by government mineral investigation efforts/ publications as well as the exploration drilling of target areas. Our exploration program was comprised of trenching with heavy equipment and drilling of target areas.

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During the summer of 2003 we undertook the review of geological data available to us regarding the Nolan Gold Project. This geological data includes information that has been compiled over our 23 year history at the Nolan Gold Project and a five year resource assessment of the 11.6 million acre Koyukuk Mining District, in which the Nolan Gold Project is located, that was published by the United States Department of Interior in July 2002. The data reviewed included geology, geophysics, rock, soil and stream sediment geochemistry, drilling and trenching samples and results of areas mined. Based on this review, our geologists identified a north-east trending zone of mineralization, which is mineralized with gold and pathfinder elements such as arsenic and antimony. This zone of mineralization is located on Smith Creek Dome above the elevation of Nolan Creek and to the east of Nolan Creek. Based on this observed mineralization, our geologists recommended that we pursue an exploration program on the zone of mineralization in order to assess whether the mineralization is associated with a lode deposit of gold that may contribute to the placer accumulations of gold found on the Nolan Gold Project.

Currently we are undertaking the following activities as part of our exploration program on the Nolan Gold Project:

1.	We have designed and planned a hard rock drilling program to be completed in connection with the exploration of the identified area of mineralization that may be a lode deposit of gold and mobilized a drill to the area of the identified mineralization. We plan to drill the identified mineralization in the coming months. The results will be used to assess whether further geological exploration and drilling of this area of identified mineralization is warranted. Even if results of the drilling program are positive, substantial and extensive geological exploration and drilling beyond the scope of the current drilling program will be necessary to establish whether any identified mineralization will support economic development and mining of the deposit. There is no assurance that the results of our current drilling program will be positive or that any economic lode deposit of gold is associated with this mineralization.
2.	In September 2003 we commenced a drilling program on the upper portion of the Nolan Deep Channel. We have completed a total of 29 drill holes to date. In the future the results of these drill holes will assist in our plan to surface mine the upper portion of the Nolan Deep Channel below the “A” tunnel decline and above the “B” tunnel decline, as discussed above.
3.	We undertook a placer gold exploration drilling program during September and October of 2003 to define the upper Nolan Creek gold resource and to explore a part of the "Treasure Chest" zone. Additional infill drilling will need to be completed before an exploration decision for 2005 can be made. The Treasure Chest area was designated by our geological crew as applying to an area above Mary's Bench on the side of Smith Creek Dome. The area is a placer deposit target based on geological and geomorphologic interpretation. We drilled twenty-nine (29) holes on upper Nolan Creek and have now drilled 33 holes on the Treasure Chest area. The Treasure Chest is adjacent to and lies southeast of the Mary’s Bench deposit. The results of our drilling program have determined that the Treasure Chest bench contains sufficient gold to warrant further drilling in 2005.
4.	We also drilled 79 rotary drill holes in an area we labelled Mary’s Bench East. It lies just up hill from and adjoining Mary’s Bench. We believe exploration is warranted in this tract of land and we are working to reach a decision to do so by underground methods in the winter of 2004/ 2005. It includes what appears to be a portion of the previously identified “Swede Channel”. We have determined to proceed with underground exploration of the Mary’s Bench East deposit, however no gold will be recovered from this exploration activities until the summer of 2005 at the earliest.
5.	We have plans to drill the areas of the lower Nolan Deep Channel and the Slisco Bench. The Slisco Bench is approximately 3 to 4 miles northeast of the Nolan Deep Channel. The purpose of our drill program would be to obtain the necessary geotechnical and engineering data to determine whether commencement of underground exploration of the gold bearing gravels of the Slisco Bench is warranted. Our ability to complete drilling at these locations

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will be dependent upon the amount of funds available for exploration and our exploration priorities.

Our exploration efforts at the Nolan Gold Project described above are to be conducted throughout the summer and winter of 2004 in order to identify targeted areas for exploration. Completion of these exploration efforts will include the following:

a.	Hiring of exploration geologists and drill technicians.
b.	Hiring lab technicians.
c.	Retrofit and lab upgrades.
d.	Oversight by an independent Professional Mining Engineer or Certified Geologist.
e.	Contract drilling services.
f.	Outside laboratory analysis, specifically for lode gold.
g.	In-house and external review of results, including feasibility studies.

Our facilities and infrastructure at the Nolan Gold Project are capable of supporting this project with a minimum of expansion. Our primary expenses will be labour and contract costs, including transportation, and on site support.

5. Geology

The Nolan Area properties are located in the Brooks Range of northern Alaska. Regionally, the area is underlain by a series of metasedimentary rocks of the Coldfoot subterrain and Hammond subterrain of the Arctic Alaska terrain. The metasedimentary rocks have been assigned a Middle to Upper Devonian age. During Late to Early Cretaceous time, the Middle Devonian metasedimentary rocks of the Coldfoot subterrain were thrust northward onto the Middle to Upper Devonian metasedimentary rocks of the Hammond Subterrane. This is represented by a large thrust belt in the Nolan area and resulted in regional metamorphism of the continental rocks that were overridden.

The property area is underlain by gray – black phyllite, black slate and metasiltstone, gray – black and brown slate, brown micaceous schist and phyllite, gray – black micaceous schist, gray green to black muscovite schist that locally contains abundant pyrite and arsenopyrite, and banded quartzite interbedded with chloritic quartzite and quartz mica schist.

The valley bottoms and side hills are mantled by a heavy cover of glacial outwash and lake bottom sediments. Depth of overburden varies from a very few feet on the upper slopes to 10’s to 100’s of feet in the lower valley bottoms on the claims. Deeper areas of cover are permanently frozen. There have been four periods of glaciation on the Nolan properties and the placer gold distribution has been variously affected by the glaciation.

The placer deposits are of three types:

1.)	Shallow placers concentrated in present stream and river valleys;
2.)	Placer gold concentrated on bedrock in deeply incised bedrock channels that have been covered by 10 to 100’s of feet of gravel and organic material; and
3.)	Placer deposits concentrated on benches lying anywhere from 10 to 400 feet above present stream levels. These bench gravels were deposited when streams were flowing at higher levels relative to present due to damming by glacial ice.

Placer gold is the main type of mineralization of interest on the property, however, we are currently exploring for a lode source for the placer gold. Known gold-bearing lodes identified on the Nolan Lode properties consist of stibnite-bearing quartz veins, and quartz veins containing free gold, which fill fractures cutting phyllite.

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Our geologist undertook a geophysical program analysis which identified a linear resistivity low that has been named the "Solomon Shear trend". The resistivity low is coincident with a geochemical anomaly for gold, antimony, arsenic and other indicator minerals. This anomaly trends parallel to Nolan Creek along the east side from south of Smith Creek into the Hammond River drainage. We will direct our 2003 - 2004 exploration program (now in progress) at exploring for mineralization of commercial significance along this zone.

6. Estimates of Indicated and Inferred Resources

Cautionary Note to U.S. Investors concerning estimates of Indicated Resources

The following tables use the term ‘indicated resources’. Silverado advises U.S. investors that while this term is recognized and required by Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects), the U.S. Securities and Exchange Commission does not recognize this term. U.S. investors are cautioned not to assume that any part or all of mineral deposits in these categories will ever be converted into reserves.

Cautionary Note to U.S. Investors concerning estimates of Inferred Resources

The following table uses the term ‘inferred resources’. Silverado advises U.S. investors that while this term is recognized and required by Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects), the U.S. Securities and Exchange Commission does not recognize it. ‘Inferred resources’ have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. It cannot be assumed that all or any part of an Inferred Mineral Resource will ever be upgraded to a higher category. Under Canadian rules, estimates of Inferred Mineral Resources may not form the basis of feasibility or pre-feasibility studies, except in rare cases. U.S. investors are cautioned not to assume that part or all of an inferred resource exists, or is economically or legally mineable.

In the B.C. Technical Report, Mr. Murton reported the following indicated and inferred resource estimates for the Nolan area properties. These resource estimates have been prepared in accordance with Canadian standards for reporting resources and reserves as set out in NI 43-101. BCY refers to bank cubic yards in the following table:

Name	Location	No. of Drill Holes	Volume	Grade	Category
D Block, #1 Below	On claim Discovery & #1 Below Discovery, Nolan Creek	15	11,100 BCY	0.35 oz./BCY	Indicated Resource
D Block #2 Below Discovery, Nolan Creek	On claim #2 BelowDiscovery, Nolan Creek	11	55,000 BCY	0.04 oz./BCY	Indicated Resource
3B3 Block	Nolan Creek below D Block #2	12	14,600 BCY	0.1 oz /BCY	Indicated Resource
Wooll Bench	Right limit of Archibald Creek	4	26,000 BCY	0.02 oz /BCY	Indicated Resource
Swede Gulch	Left limit of Nolan Creek	5	16,000 BCY	0.13 oz/BCY	Indicated Resource

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Name	Location	No. of Drill Holes	Volume	Grade	Category
Smith Creek Camp	Right limit of Smith Creek	5	35,500 BCY	0.03 oz/BCY	Indicated Resource
Hammond / Slisco Bench	Right limit of Hammond River and right limit of Vermont Creek	64	42,800 BCY	0.03 oz/BCY	Indicated Resource

 

TOTAL INDICATED RESOURCE – NOLAN AREA PROPERTIES
BCY:	11,100
Grade:	0.35 oz/BCY
TOTAL INFERRED RESOURCE – NOLAN AREA PROPERTIES
BCY:	189,900
Grade:	0.045 oz/BCY

When calculating the above resources, emphasis was placed on reported assay values for individual drill holes. The drill hole intercept length was combined with the assay value to create a value of oz./BCY (bank cubic yard). The drill hole locations were plotted and an area of influence created around each hole to generate a total BCY figure. The density of drilling and values for contained gold were the criteria used for the final calculations.

We have discovered a number of new areas that contain placer gold mineralization on the Nolan property that are too loosely defined under NI 43-101 to allow the mineralization to be categorized as a resource. Additional exploration drilling and testing may bring these mineralized areas up to a higher level of confidence and thus a higher category which could be included in the total gold inventory of the property. There is no assurance however that this upgrade will take place.

Mr. Murton also concluded that there are indications of lode gold mineralization on the Nolan properties, but exploration is in a very early phase and more work is required before any assessment of this mineralization may be a completed.

HAMMOND PROPERTY (SLISCO BENCH)

1. Location and Access

Our Hammond property is located approximately 8 miles north of Wiseman, and 175 air miles north of Fairbanks, Alaska in the foothills of the Brooks Range in an area known as the Koyukuk Mining District. The Hammond property is located approximately three miles northeast of the Nolan Gold Project.

The Hammond property is accessible by the Trans-Alaska Pipeline road about 280 road miles north of Fairbanks, Alaska. An all-weather 4x4 road connects Hammond to the pipeline road.

A map illustrating the location and access to the Hammond property is provided above under the heading Nolan Gold Project.

2. Ownership Interest

Our Hammond Property consists of 24 federal placer claims and 36 federal lode claims covering one and one-half square miles. We entered into a lease of mining claims with option to purchase with Alaska

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Mining Company Inc. (“Alminco”) on December 14, 1994. The original term of the Alminco agreement was for five years, subject to our right to extend the lease on a year to year basis. We have exercised our right to extend the term. Under the terms of the agreement, we have the exclusive right to carry out exploration on the Hammond mineral claims. We must pay Alminco a royalty equal to 10% of gross production from the Hammond claims, subject to a minimum royalty of $80,000 per year. We have the option to purchase those lode claims not covered by the placer claims for a price of $5,000,000, payable by the payment of a 2% royalty on all net smelter returns generated from production on these claims.

As of November 30, 2003, we were in arrears of required mineral property claims and option payments of $240,000 and therefore our rights to the property were adversely affected. We are currently in the process of attempting to re-negotiate the terms and conditions of the Alminco agreement with Alminco. Alminco has confirmed that our mineral claims and options are in good standing on the understanding we will use our best efforts to pay the minimum royalty payments, including the payments that are in arrears for the past three years, when business conditions permit, however there is no assurance that we will be able to successfully re-negotiate the terms and conditions of the Alminco agreement.

3. History of Operations

In 1993 we acquired the network of mining claims overlying the Slisco Bench gold-placer deposit. Since that time, we have conducted geological and drilling-oriented investigations on the property, and through those investigations, we have determined that a significant gold-placer deposit exists along the ancient buried high channel of the Hammond River. To date, we have completed 58 exploration drill holes on the Slisco Bench. While Slisco Bench has an indicated length of about 4500 feet, only about 1200 feet of the up-stream part of the bench were probed by our 1995 drilling program. The ancient river channel was located and found to contain placer gold similar to the gold nuggets which we have been targeting on the Nolan Creek claims. The channel is overlain by as much as 200 feet of frozen overburden. Therefore, if sufficient values of gold per cubic yard can be verified, Slisco Bench may be a favourable location for us to develop underground gold recovery activities.

The Hammond River drainage has been the subject of intense exploration since the early 1900’s. Poor exposures, difficult terrain, and deep overburden confronted the first explorers and early miners in the Hammond River region. Those miners who worked with persistence succeeded for the most part in developing small-scale projects constrained in scope by the inadequacies of their mechanical equipment, and the lack of technical knowledge and financial support. Nevertheless, because of the work done by these early explorers, the Hammond River has produced thousands of ounces of placer gold, including the second largest gold nugget ever discovered in Alaska – a nugget weighing more than 150 ounces.

4. Present Condition of the Property and Current State of Exploration

At present, we are restricting work on the Hammond property to federal claims filings and maintenance. In the future we may design an exploration drill program to test the entire length of the Slisco Bench in order to determine the location of the ancient river channel and to analyze drill samples for their placer gold content. We presently estimate that up to several hundred drill holes would be necessary to fully define the location and gold values of this area. We presently believe that drilling should occur in two phases, the first phase designed to outline the presence of the ancient channel and determine approximate dimensions as well as tenor of the gold bearing gravels. The second phase of drilling will be at closer line intervals with tighter hold spacing, and would serve to provide the technical information required upon which a mining pre-feasibility study would be based.

There is no plant or equipment located on the Hammond property. Currently, there is no power supply to the Hammond property.

5. Geology

The primary area of geological interest on the Hammond Property is placer gold deposits that are similar to the placer gold deposits present on the adjoining Nolan Gold Project. Geologically, the Slisco Bench gold-placer deposit is a deeply buried, permanently frozen, ancient and now abandoned river channel of

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the Hammond River. Subsequent to the geologic processes that forced the Hammond River to abandon its channel at Slisco Bench, glacial and peri-glacial processes (processes acting upon permanently frozen terranes) buried the gold-bearing gravel of the Slisco deposit with as much as 230 feet of frozen sedimentary detritus. The deep thickness of frozen overburden identified probably prohibits the economical application of traditional open-pit methodologies. Underground placer gold recovery methods which we have utilized extensively would probably be used to remove the gold-bearing gravel.

Mineral investigations by our geologists in conjunction with a federal study of mineral resources in the area have revealed the presence of west-north-westerly striking gold bearing hydro-thermal quartz veins on the property. Those veins, in conjunction with a north-easterly trending shear zone are thought to have contributed, at least in part, to the placer gold found on the property.

6. Estimates of Indicated and Inferred Resources

The conclusions of the BC Technical Report regarding mineral resources on the Hammond Property are summarized above under the heading “Nolan Gold Project – Estimates of Indicated and Inferred Resources.”

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ESTER DOME PROJECT

The Ester Dome Project encompasses all of our optioned properties on Ester Dome.

1. Location and Access

Access to the property is provided by the paved Ester Dome road and a well-maintained gravel road. The main line of the Alaska Railroad passes by the west perimeter of the property and a high capacity electrical line carrying power to the Fort Knox mill passes 300 feet below the Grant Mill on the property.

A map illustrating the location and access to the Ester Dome Project is provided below:

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2. Ownership Interest

The Ester Dome property is comprised of 52 state mineral claims and 1 unpatented federal mineral claim. The claims are not all contiguous in that there are 5 separate blocks of claims. Silverado Green Fuel is the registered owner of all claims.

The total area of all claims equals approximately 2.5 square miles and all claims are valid until Sept.1, 2004. There has been no legal survey on the claims.

There are 3 separate agreements covering the above mentioned 53 claims on the Ester Dome property.

a. Grant Mine

The 26 State mineral claims called the Grant Mine claims are covered by an option to purchase agreement with Mr. Roger Burggraf dated October 6, 1978, as amended in October 1997. Our ownership interest is subject to the payment of 15% of net profits until $2,000,000 has been paid, and 3% of net profits thereafter. Our minimum work requirements are $15,000 per year. In December of 1997, for the purpose of facilitating an agreement with Placer Dome U.S. Inc. and in consideration for us making a payment of $20,000, the conditional purchase and sale agreement was amended to reduce the royalty payments to 3% of net profits as defined in the agreement. Subsequent to November 30, 2003 we made delinquent payments in the amount of $20,000. The owner of the claims has confirmed our agreement is in good standing.

b. St. Paul / Barelka

The 22 State mineral claims called the St. Paul / Barelka claims are covered by a purchase agreement with Don May and Paul Barelka dated May 12, 1979. Our ownership interest is subject to the payment of 15% of net profits until $2,000,000 (inflation indexed from 1979) has been paid and 3% of net profits thereafter.

c. Dobbs

The remaining 4 state mineral claims and 1 federal mineral claim called the Dobbs claims are covered by a purchase agreement with Mr. G. Dobbs dated November 6, 1984, as amended on August 4, 1996. Our ownership interest is subject to the payment of 15% of net profits until $1,500,000 has been paid and 3% of net profits thereafter. Our minimum work requirements are $1,500 per year. Access to Dobbs is the same route as St. Paul / Barelka. Our lease on this property is for 10 years, beginning in 1984, with five-year renewals thereafter. Subsequent to November 30, 2003, we paid delinquent payments in the amount of $9,117. The owner of the claims has confirmed our agreement is in good standing.

3. History of Operations

The Ester Dome property first became known as a result of the discovery of placer gold in the creeks draining Ester Dome in about 1902. By 1909, approximately 1.5 million oz. had been mined from alluvial deposits. Ultimately, approximately 3 million ounces of placer gold have been mined from creeks draining Ester Dome.

Shortly after the discovery of placer gold, lode claims were staked on quartz veins discovered on Ester Dome. By 1912, four stamp mills were operating in the area.

a. Grant Mine

Work at the Grant Mine, on the eastern flank of Ester Dome was initiated in about 1928 with the sinking of shafts to bedrock to attempt to locate buried alluvial gold. This work, while it did not locate alluvial gold, did reveal quartz rubble near bedrock containing free gold. Mr. Grant, the claim owner, sunk two shafts through about 80’ of loess (silt) cover and by 1931 had reportedly mined about 600 tons from the newly

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discovered Irishman Vein. This work was all completed from the only levels established, the 50’, 100’ and 150’levels.

Mr. Roger Burggraf purchased the claims from Grant’s heirs in 1973 and deepened the shaft to the 200’ level. This work revealed a new vein, the O’Dea vein which has eclipsed the Irishman vein in importance. Burggraf completed limited development on the Irishman vein and the O’Dea vein during the next 5 years, and in 1978 entered into a lease option agreement with Silverado.

Over the subsequent 8 years up to 1986, we completed an extensive surface exploration and underground development program as well as test milling the underground development muck from work on the O’Dea structure, in a small (approximately 50 tons per day) gravity mill, during 1980 – 1982. In 1984, we entered into a joint venture agreement with Aurex Inc., a subsidiary of Marubeni America Corporation to further explore and develop the Grant Mine plus a larger area of interest around the mine. Aurex withdrew from the joint venture at the end of 1985 and the mill was shut down in Jan. 1986.

A total of approximately 22,000 tons were mined from the O’Dea structure during the period 1980 to January 1986, yielding 4,090 ounces of gold.

When Aurex became involved in the joint venture, a decision was made to construct a 230 ton per day gravity / cyanide mill to treat the expanded resource that had been outlined on the O’Dea structure above the 200’ level. This mill and related support facilities was constructed by Tri-con Mining Inc. for Silverado using a design provided by Melis Consulting Engineers Ltd. The completed mill was commissioned in October 1985 and was shut down in January 1986. During the short mill run, the plant operated above design capacity. Lower feed grades than had been forecast plus other underground problems caused Aurex to elect to withdraw from the project and a premature shutdown of the facility.

During the period 1987 – 1989, we decided to open pit mine the Ethel - Elmes structures, located a short distance from the mill facility on the Dobbs claims adjacent to the Grant Mine. This mining operation generated approximately 71,620 tons of gold bearing material. Combined with the previously mined stockpile from the O’Dea vein, (11,000 tons), and material from another source (Silver Dollar), the total tonnage processed amounted to 111,852 tons.

The total tonnage processed through the Grant mill up to 1989 amounts to 111,852 tons with a total of 11,215 oz. of gold produced for an average calculated recovered grade of 0.10 oz/ton. Gold recoveries from the Grant Mine are summarized as follows:

YEAR	DRY TONS	RECOVERED	RECOVERED
	MILLED	OZ. GOLD	GRADE
1980 – 1981(1)	4,170	1,424	0.341
1985 –1986	7,069	1,372	0.193
1987 - 1989	100,586	8,419	0.083
TOTALS	111,852	11,215	0.10

(1) This material was processed through a 20 ton per day pilot plant prior to the construction of the Grant Mill.

We did not make a profit from our operations at the Grant Mine during any of the above periods during which we achieved gold recoveries.

The mill has been properly secured and remains in good condition.

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In June of 1990, ACNC (American Copper and Nickel Company ) entered into a joint venture with us on the Grant Mine claims and a larger area of Ester Dome. This included the Dobbs, and St Paul / Barelka properties.

On the Grant Mine property, ACNC completed the drilling of 10 diamond drill holes and fourteen wedge cuts on the O’Dea – Irishman system totalling 10,097’. This work confirmed the previous drilling by Silverado and helped to further define the O’Dea structure.

b. St. Paul / Barelka

The St. Paul / Barelka claims have undergone a significant amount of exploration since the early 1980’s when they were first acquired by us. The early work was in the form of electro-magnetic surveys, geochemical soil sampling, trenching and diamond and percussion drilling. Most recently in 1991 -1992, ACNC completed 9 diamond drill holes and 3 rotary reverse circulation holes. Subsequent work in 1996-1997 amounted to over 10,000’ of trenching and 91 drill holes focusing on the St Paul structure indicated by previous work.

c. Dobbs

The Dobbs property contains the Ethel – Elmes vein system and structure which had been located in the first work and prospecting that took place on Ester Dome in the early 1900’s. Exploration in the 1980’s by us revealed a mineralized shear zone up to 25’ wide containing high grade quartz veins and veinlets. This was the structure mined in 1987 – 1989 which generated approximately 71,620 tons of gold bearing material. Combined with the previously mined stockpile from the O’Dea vein, (11,000 tons), a total of approximately 82,620 tons were milled during 1988 – 1989 producing 7,362 oz. of gold.

4. Present Condition of the Property and Current State of Exploration

(a) Grant Mine-O’Dea Vein:

The Grant Mine operations, including camp, buildings, machine shops and related equipment, were constructed in the late 1980’s. Our mill and equipment are in operating condition but are not currently operating. The mill has remained inactive since February 1989. The plant and equipment cost us $2,076,780. The net book value is currently $692,162. Power to the Grant Mine operations is provided by diesel powered generators located on site. Commercial power transmission lines cross through the property, and will provide power to the facilities for any future operations. Auxiliary power to the Grant Mine operations will be provided by diesel powered generators located on site.

During fiscal 2003, our work on the property was limited to minimal research and development activities for converting the Grant Mine mill into a testing facility for producing low-rank-coal-water fuel. We plan to maintain claim rental payments for the current fiscal year.

If gold prices remain strong, we may re-commence exploratory drilling on our Ester Dome properties with the objective of increasing our database of geological information on these properties.

(b) May (St. Paul) / Barelka:

The St. Paul property is undeveloped and does not contain any open-pit or underground mines. There is no plant or equipment located on the St. Paul property. Currently, there is no power supply to the St. Paul property.

We have no plans at this time to do any work other than as required for annual maintenance and when we do there is no guarantee the work will present economic viability for this deposit.

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(c) Dobbs:

The Dobbs property is undeveloped and does not contain any open-pit or underground mines. There is no plant or equipment located on the Dobbs property. Currently, there is no power supply to the Dobbs property.

We have no plans at this time to do any work other than as required for annual maintenance.

5. Geology

The Fairbanks Mining District is in the northwest part of the Yukon – Tanana metamorphic complex. This region, referred to variably as Yukon Crystalline Terrain, Yukon Cataclastic Complex or Yukon Tanana Terrain is an enormous tract of multiple deformed and metamorphosed rocks occupying much of east central Alaska and adjoining Yukon Territory.

The Fairbanks District is underlain by three metamorphosed stratigraphic packages all in apparent thrust fault contact. From oldest to youngest these are: (1) Chatanika Terrain, a Precambrian eclogite-garnet-amphibolite unit exposed on the northern edge of the district; (2) Fairbanks Schist, a dominant lithology and host to the majority of gold occurrences in the district, comprised of late Proterozoic to early Paleozoic sedimentary and volcanic rocks metamorphosed to greenschist facies; and (3) Chena River Sequence, an early to mid Paleozoic unit metamorphosed to lower amphibolite facies.

Stocks and dikes are common in the Fairbanks District, varying from diorite to granite. In recent years they have been conclusively linked to significant gold mineralizing systems. Mid Cretaceous ages have been determined for two of the stocks. Lamprophyre dikes are locally present in the district.

The Ester Dome property is underlain by late Proterozoic to early Paleozoic sedimentary and volcanic rocks that have been metamorphosed to greenschist facies. Dominant lithologies are quartz-mica schist, graphitic phyllite and micaceous quartzite, with lesser chlorite schist and calcareous schist. The schists are locally intruded by fine grained granitic to dioritic dikes and sills with minor porphyritic phases.

Four main structural patterns that crosscut stratigraphy and folding are present on Ester Dome. The most prominent is northeast trending shearing that is probably related to northeast thrusting in the region. Most of the past and present exploration has taken place along mineralized veins and shears parallel to this trend.

6. Estimates of Indicated and Inferred Resources

Cautionary Note to U.S. Investors concerning estimates of Indicated Resources

The following tables use the term ‘indicated resources’. Silverado advises U.S. investors that while this term is recognized and required by Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects), the U.S. Securities and Exchange Commission does not recognize this term. U.S. investors are cautioned not to assume that any part or all of mineral deposits in these categories will ever be converted into reserves.

Cautionary Note to U.S. Investors concerning estimates of Inferred Resources

The following table uses the term ‘inferred resources’. Silverado advises U.S. investors that while this term is recognized and required by Canadian regulations (under National Instrument 43-101 Standards of Disclosure for Mineral Projects), the U.S. Securities and Exchange Commission does not recognize it. ‘Inferred resources’ have a great amount of uncertainty as to their existence, and great uncertainty as to their economic and legal feasibility. It cannot be assumed that all or any part of an Inferred Mineral Resource will ever be upgraded to a higher category. Under Canadian rules, estimates of Inferred Mineral Resources may not form the basis of feasibility or pre-feasibility studies, except in

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rare cases. U.S. investors are cautioned not to assume that part or all of an inferred resource exists, or is economically or legally mineable.

A. GRANT MINE - O’DEA STRUCTURE

The determinations of indicated resources at the Grant Mine - O’Dea Structure in the BC Technical Report are summarized as follows:

INDICATED	RESOURCE	ESTIMATE
BLOCK	SQ. FEET	WIDTH FEET	TONS	GRADE OZ /TON
CORE	305,620	10.9’	266,500	0.31

B. DOBBS –( ETHEL – ELMES)

The determinations of inferred resources at the Dobbs (Ethel-Elmes) property are summarized in the BC Technical Report as follows:

INFERRED	RESOURCE	ESTIMATE
BLOCK	SQ. FEET	WIDTH FEET	TONS	GRADE OZ/TON
UNDER ELMES PIT	102,270	11	90,000	0.05
UNDER ETHEL PIT	102,270	11	90,000	0.05
TOTAL			180,000	0.05

C. ST. PAUL

The determinations of inferred resources at the St. Paul property are summarized in the BC Technical Report as follows:

INDICATED	RESOURCE	ESTIMATE
BLOCK	SQ. FEET	WIDTH FEET	TONS	GRADE OZ/TON
DRILLED OFF	62,500	40	200,000	0.08

 

INFERRED	RESOURCE	ESTIMATE
BLOCK	SQ. FEET	WIDTH FEET	TONS	GRADE OZ/TON
BELOW INDICATED	24,062	40	77,000	0.08

Mr. Murton recommended that, when funds become available, Silverado reassess the voluminous data base available on the properties before planning future work. Mr. Murton concluded that the Ester Dome property does have merit and warrants additional work.

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EAGLE CREEK PROPERTY

1. Location and Access

The Eagle Creek property is accessed by the Steese Highway, 10 miles north of Fairbanks, Alaska to Fox, Alaska, then traveling along the Elliot highway 6 miles north to Murphy Dome Road, then west along Murphy Dome Road about 5 miles to the property.

A map illustrating the location and access to the Eagle Creek property is provided below:

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2. Ownership Interest

The Eagle Creek property is comprised of 77 Alaska state mineral claims. All claims are contiguous and are located in the Fairbanks North Star Borough. The total area of the claims equals approximately 3080 acres and all claims are valid until Sept.1, 2004. There has been no legal survey on the claims.

Ownership of the claims is in the name as Silverado Green Fuel. There is an option to purchase agreement with Arley Taylor (now with his descendants ), to purchase a 100% interest in the property for $400,000 of which $73,000 remains to be paid. The amount of $5,000 per year is required to be paid to keep the agreement in good standing. The original option agreement with A. Taylor was acquired through an agreement with S. Tan who assigned the agreement to us in consideration of 15% royalty from production (15% of net operating profits after payback of costs)

As of November 30, 2003, we were in arrears of required mineral property claims and option payments of $5,000 and therefore the rights to the property were adversely affected. However, subsequent to November 30, 2003, we completed option payments on the Eagle Creek property in the amount of $5,000 and, as a result of this payment all of our mineral claims and options are in good standing.

On August 4, 1989, we assigned the Eagle Creek Property to Can-Ex Resources (U.S.), Inc. (“Can-Ex”) for a 15% net profits interest to a maximum of $5,000,000. Can-Ex changed its corporate name to Kintana Resources Ltd. and was subsequently dissolved. Under the terms of the assignment agreement, the rights to the Eagle Creek property reverted to us as a result of the dissolution. Accordingly, we have taken steps to maintain the Eagle Creek property.

3. History of Operations

Earliest work on the property started approximately in 1913 with the original owner-Edward Quinn exploring for antimony. E.L. Scrafford leased the property in 1915 from Mr. Quinn and over the next 10 years shipped over 1500 tons of hand sorted antimony mineralization. The last shipment of antimony mineralization in 1977 brought the total production of antimony to over 2.1 million pounds.

An unrecorded amount of placer gold has been mined from the creeks draining the north flank of the Eagle Creek property. Lesser amounts were produced from the south draining creeks.

A number of companies worked on the property from 1964 to the present, including Silver Ridge Exploration Co. in 1964, Cantu Minerals Association in 1969, Aalenian Resources in 1976 which later became Silverado Gold Mines Ltd, Mohawk Oil Company in 1977 and Can-Ex Resources in 1989. In 1990 ACNC assumed Can-Ex’s interest in the claims and subsequently returned the claims to Can-Ex in 1993. Can-Ex’s interest has since reverted back to Silverado.

During the past years, a number of surveys and a variety of work have been completed over the property. Extensive geochemical surveys have been completed as well as geological mapping, geophysical surveys, diamond and reverse circulation drilling, underground development and test exploration on antimony veins, and in 1977, gravity milling to produce an antimony concentrate.

The most recent work by ACNC in the period 1990 – 1993 detailed a particular area previously identified in the north-west corner of the property.

During the early 1980’s, geochemical surveys located anomalous gold and antimony targets. Drilling conducted on the property during 1991 and 1992 resulted in the outlining definition of gold mineralization hosted in intrusive rocks. Further in-fill drilling is necessary to determine continuity of the gold bearing sequence, and to ascertain grades of gold within the deposit. We will consider doing additional work on the gold-antimony bearing veins upon which the property was founded.

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4. Present Condition of the Property and Current State of Exploration

We did not complete any exploration activity on the Eagle Creek property during 2003 other than maintenance, and none is planned for 2004. However, extensive exploration drilling has shown gold mineralization throughout the property. Exploration of the Eagle Creek property is currently in the preliminary stages.

The Eagle Creek property is undeveloped and does not contain any open-pit or underground mines. There is no plant or equipment located on the Eagle Creek property. Currently, there is no power supply to the Eagle Creek property, although GVEA power transmission lines run through the property and could supply power in the event a facility is warranted for ore processing in the future. Surface exploration work, including geochemical and geophysical surveys is recommended to be continued as a means of tracing promising mineral bearing rock units. Drilling is recommended to test the subsurface continuity and gold content of the rock units.

5. Geology

The Eagle Creek property is located within the same regional geology as the Ester Dome property.

The Eagle Creek property is 90% underlain by late Proterozoic to early Paleozoic sedimentary and volcanic rocks that have been metamorphosed to greenschist facies. Dominant lithologies are quartz mica schist, micaceous quartzite, graphitic phyllite and chlorite schist, with lesser calc-schist, feldspathic schist, graphitic schist and minor quartz sericite schist.

The remaining 10% of the property is underlain by felsic igneous rocks which intrude the schists in all sectors of the property. Compositions range from biotite quartz monzonite to muscovite granite. Porphyritic phases with quartz and feldspar phenocrysts are ubiquitous. Contact relations observed from mapped distribution of granitic rock fragments in soil and from diamond drill core indicate the intrusives are dikes and sills up to 200’ thick.

6. Estimates of Indicated and Inferred Resources

The BC Technical Report concluded that there are no mineral resources or mineral reserves on the Eagle Creek property.

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FEDERAL CLAIM MAINTENANCE FEES AND STATE CLAIM RENTALS

We pay federal claim maintenance fees for each of our federal mineral claims that are owned by us or are held by us under a purchase or lease agreement. An annual fee of $100 per claim is payable by us to the Bureau of Land Management for each claim. We paid aggregate annual federal claim maintenance fees of $40,572 during fiscal 2003 and anticipate a similar amount will be due for the current fiscal year.

We pay Alaska state claim rentals for each of our state claims that are owned by us or are held by us under a purchase or lease agreement. An annual fee of $55 or $130 per claim is payable by us to the Alaska Department of Revenue for each claim. We paid aggregate Alaska state claim rental fees of $16,110 during fiscal 2003 and anticipate a similar amount will be due for the current fiscal year.

GLOSSARY OF TERMS

The definitions of geological and technical terms used in this Annual Report on Form 10-KSB are provided below:

Amphibolite Facies	An assemblage of minerals formed under medium to high pressure during regional metamorphism
Arsenopyrite	Mineral composed of iron, arsenic and sulphur.
Auriferous	Containing gold.
Bedrock	Rock units which underlie unconsolidated surface overburden or soils.
Brecciated	Rock composed of angular fragments held together in a matrix.
Calcareous Schist	A laminated metamorphic rock containing calcium carbonate.
Chlorite Schist	A laminated metamorphic rock containing prominent chlorite, which is a hydrated silicate of aluminium, iron and magnesium.
Chloritic Quartzite	A metamorphic rock composed primarily of quartz (silicon dioxide) with minor chlorite (see previous entry).
Dikes	A tabular intrusive body of rock with a vertical or near vertical orientation.
Diorite	A body of intrusive rock composed of feldspars, amphibole and a small amount of quartz.
Dioritic Dikes	See dikes. See diorite.
Dominant Lithology	In a given area, the rock type occurring at the highest percentage.
Drilling	The process of boring a hole in the rock to obtain a sample for determination of metal content. “Diamond Drilling” involves the use of a hollow bit with diamonds on the cutting surface to recover a cylindrical core of rock. “Reverse Circulation Drilling” involves chips of rock being forced back through the center of the drill pipe using air or water.
Exploration	The process of using prospecting, geological mapping, geochemical and geophysical surveys, drilling, sampling and other means to

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	detect and perform initial evaluations of mineral deposits.
Fairbanks Schist	A grouping of metasedimentary rocks which underlie much of the Fairbanks District.
Federal Lode Claims, Federal Placer Claims	Mineral claims up to 20 acres, located on federal land under the U.S. Exploration Law of 1872. See below for definitions of “Lode” and “Placer”.
Felsic	A mnemonic adjective derived from (fe) for feldspar. (1) for feldpathoids and (s) for silica and is applied to light-colored rocks containing an abundance of one or all of these constituents.
Geochemical Survey	Sample of soil, rock, silt, water or vegetation analyzed to detect the presence of valuable metals or other metals which may accompany them. E.g., Arsenic may indicate the presence of gold.
Geophysical Survey	Electrical, magnetic and other means used to detect features, which may be associated with mineral deposits.
Gold Deposit	A concentration of gold in rock sufficient to be of economic interest.
Granite	An intrusive rock which includes feldspar, mica and quartz.
Graphitic Phyllite	Metamorphic rock intermediate between slate and schist, and containing graphite (carbon).
Greenschist Facies	An assemblage of minerals formed under low to medium pressure during regional metamorphism.
Host Rocks	A term used for a rock unit which, as a result of favorable structural or chemical characteristics, provides an environment for precipitation or deposition of metals or other foreign materials.
Lode Source	The lode mineral deposit from which placer minerals have been derived by erosion.
Lode	Mineral in place in the host rock, as in “lode gold”.
Metamorphic Complex	A grouping of metamorphic rocks which have complicated structural relationships.
Metamorphism	Processes, including pressure, heat and introduction of new chemical substances, by which consolidated rocks are changed from one form to another.
Metasedimentary	Partially metamorphosed sedimentary rocks.
Metasiltsone	A rock formed from consolidated silt, which has been partially changed to schist.
Micaceous Quartzite	A metamorphic rock, mostly quartz with minor mica.
Micaceous	Containing mica, usually referring to metamorphic rocks.
Mineral Claims	General term used to describe the manner of land acquisition under which the right to explore, develop and extract metals is established.

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mineral reserve

Securities and Exchange Commission Industry Guide 7 Description of Property by Issuers Engaged or to be Engaged in Significant Mining Operations of the Securities and Exchange Commission defines a ‘reserve' as that part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination. Reserves consist of: (1) Proven (Measured) Reserves. Reserves for which: (a) quantity is computed from dimensions revealed in outcrops, trenches, workings or drill holes; grade and/or quality are computed from the results of detailed sampling; and (b) the sites for inspection, sampling and measurement are spaced so closely and the geologic character is so well defined that size, shape, depth and mineral content of reserves are well-established. (2) Probable (Indicated) Reserves. Reserves for which quantity and grade and/or quality are computed from information similar to that used for proven (measured) reserves, but the sites for inspection, sampling and measurement are farther apart or are otherwise less adequately spaced. The degree of assurance, although lower than that for proven (measured) reserves, is high enough to assume continuity between points of observation.

mineral resource

National Instrument 43-101 Standards of Disclosure for Mineral Projects of the Canadian Securities Administrators defines a "Mineral Resource" as a concentration or occurrence of natural, solid, inorganic or fossilized organic material in or on the Earth's crust in such form and quantity and of such a grade or quality that it has reasonable prospects for economic extraction. The location, quantity, grade, geological characteristics and continuity of a mineral resource are known, estimated or interpreted from specific geological evidence and knowledge. Mineral Resources are sub-divided, in order of increasing geological confidence, into Inferred, Indicated and Measured categories. An Inferred Mineral Resource has a lower level of confidence than that applied to an Indicated Mineral Resource. An Indicated Mineral Resource has a higher level of confidence than an Inferred Mineral Resource but has a lower level of confidence than a Measured Mineral Resource. (1) Inferred Mineral Resource. An ‘Inferred Mineral Resource' is that part of a Mineral Resource for which quantity and grade or quality can be estimated on the basis of geological evidence and limited sampling and reasonably assumed, but not verified, geological and grade continuity. The estimate is based on limited information and sampling gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes. (2) Indicated Mineral Resource. An ‘Indicated Mineral Resource' is that part of a Mineral Resource for which quantity, grade or quality, densities, shape and physical characteristics can be estimated with a level of confidence sufficient to allow the appropriate application of technical and economic parameters, to support mine planning and evaluation of the economic viability of the deposit. The estimate is

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	based on detailed and reliable exploration and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes that are spaced closely enough for geological and grade continuity to be reasonably assumed. (3) Measured Mineral Resource. A ‘Measured Mineral Resource' is that part of a Mineral Resource for which quantity, grade or quality, densities, shape, physical characteristics are so well established that they can be estimated with confidence sufficient to allow the appropriate application of technical and economic parameters, to support production planning and evaluation of the economic viability of the deposit. The estimate is based on detailed and reliable exploration, sampling and testing information gathered through appropriate techniques from locations such as outcrops, trenches, pits, workings and drill holes that are spaced closely enough to confirm both geological and grade continuity. Industry Guide 7 – "Description of Property by Issuers Engaged or to be Engaged in Significant Mining Operations" of the Securities and Exchange Commission does not define or recognize resources. As used in this Annual Report on Form 10-KSB, "resources" are as defined in National Instrument 43-101.
Muscovite	A light coloured mica.
Phyllite	An argillaceous rock intermediate between slate and schist.
Placer	Mineral, which has been separated from its host rock by natural processes and is often reconcentrated in streams as “placer deposits” or “placer gold”.
Porphyritic Phases	Areas of rock in which one or more minerals occur as larger crystals in a relatively finer groundmass.
Pyrite	A mineral containing iron and sulphur.
Quartzite	A metamorphic rock composed mostly of quartz (silicon dioxide)
Quartz-Mica Schist	A laminated metamorphic rock with roughly equal quartz and mica.
Resistivity Low	In geophysical surveying, an area with higher electromagnetic conductivity than the surrounding area.
Schist	Flat plate-like metamorphic rock formations, which contain primarily mica.
Slate	A metamorphosed mudstone.
State Claims	Mineral claims up to 40 acres, located on State of Alaska lands.
Stibnite	A mineral composed of antimony and sulphur.
Stocks	Small intrusive bodies of rock.
Thrust Fault Contact	One rock type pushed over top of another at a relatively low angle.

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PART II

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

PLAN OF OPERATIONS

Our plan of operation for the next twelve months is discussed below:

The Nolan Gold Project

We have determined to proceed with gold recovery activities on the elevated benches above the Nolan Creek. We have presently suspended our underground gold recovery activities on the Nolan Deep Channel that were being carried out as part of the three year gold recovery plan for the Nolan Gold Project. We anticipate proceeding with gold recovery activities on the elevated benches above the Nolan Creek, rather than continuing with the exploration of the Nolan Deep Channel, as the elevated benches are less prone to the severe water problems that we encountered at the Nolan Deep Channel in winter 2002/ 2003.

Based on the results of our geological exploration conducted in the first half of 2004, we have determined to proceed with the gold recovery activities on the gravel bench known as the Mary’s Bench East. The Mary’s Bench East gravel bench is located approximately 200 to 300 feet in elevation above the confluence of Nolan Creek and Archibald Creek. We plan to carry out gold recovery activities on the Mary’s Bench East gravel bench using underground exploration methods. Any gravel that is recovered as part of our activities will be processed for gold recovery during the Spring and Summer of 2005.

We plan to spend approximately $1,800,000 in the next twelve months in carrying out our gold recovery activities for the Nolan Gold Project. While this amount of expenditures may be off-set by any recoveries from sales of gold that we may achieve from gold recovery activities, we anticipate that we will require substantial financing in order to proceed with our plan of operations for the full next twelve months. We presently have sufficient financing to enable us to proceed with plans for the next six months. There is no assurance at this time that we will achieve any recoveries from sales of gold. See the discussion of our cash resources and working capital under Liquidity and Financial Condition below and in the section entitled Risk Factors.

We are currently undertaking an extensive geological exploration program on the Nolan Gold Project. The objective of this geological exploration program is to further define gold deposits in order to provide a basis for the assessment of the feasibility of future additional exploration and gold recovery activities at the Nolan Gold Project. We plan to conduct further exploration of the Nolan Placer and Nolan Lode properties within the Nolan Gold Project. Our planned geological exploration program is described in detail in the section of this Annual Report on Form 10-KSB entitled Description of Properties – Nolan Gold Project. We plan to spend approximately $600,000 on exploration activities during the next twelve months. This amount will fluctuate depending on the actual amount of funds that we have available for exploration.

Our plan of operations at the Nolan Gold Project will be continually evaluated and modified as exploration and gold recovery results become available. Modifications to our plans will be based on many factors, including: results of exploration, assessment of data, weather conditions, gold recovery activity costs, the price of gold and available capital. Further, the extent of our exploration and gold recovery activity plans that we undertake will be dependent upon the amount of financing available to us.

Low-Rank Coal-Water Fuel Project

We anticipate spending approximately $300,000 during the current fiscal year on our work to obtain funding from the United States Government in connection with establishment of the demonstration facility at the Grant Mill. We will also pursue financing for this project from private sources. There is no assurance that any financing will be obtained from either government of private sources to fund this project.

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RESULTS OF OPERATIONS

Year ended November 30, 2003 compared to the year ended November 30, 2002.

Revenues

We did not earn revenues during the year ended November 30, 2003 or November 30, 2002 as we did not reach commercial production of gold from the Nolan Gold Project during this period.

We achieved gold sales of $100,976 during the year ended November 30, 2003. These gold sales represented sales of gold recovered during our summer recovery operations at the Nolan Gold Project. Under our accounting policies, these gold sales were treated as sales received incidental to exploration activities on the Nolan Gold Project. Due to this accounting treatment, gold sales were offset against exploration costs associated with the Nolan Gold Project. We will not treat sales of gold recovered from Nolan Gold Project as revenues until such time as we have reached commercial levels of gold production from the Nolan Gold Project.

We plan to re-commence extraction activities in summer 2005 when available melt water will allow the processing of material to separate gold if we proceed with any gold recovery activities in 2004/ 2005. There is no assurance that we will be able to undertake any gold recovery activities during the 2004/ 2005 winter season. There is no assurance that we will be able to process any gold bearing gravel material for gold recovery during the 2005 summer season. Any recoveries from gold sales are not anticipated to be realized until the third quarter of 2005, at the earliest. We cannot provide investors with any assurance as to sales of gold during fiscal 2005 due to the uncertainties of our gold recovery activities. See Risk Factors.

We anticipate that we will not realize revenues during the current fiscal year from the low-rank coal-water fuel component of our plan of operations. We will not be able to realize revenues from this business until we are able to proceed with the construction and operation of a commercial-scale demonstration facility for the low-rank coal-water fuel technology. There is no assurance that we will be able to secure the financing necessary to proceed with construction of this demonstration facility or that the demonstration facility will prove the commercial viability of the process. See Item 1 – Description of Business and Risk Factors.

Operating Costs

We did not incur any operating costs during the years ended November 30, 2003 and November 30, 2002 due to the fact that we did not achieve production from exploration activities during either year.

We incurred exploration costs in the amount of $4,766,335, net of recoveries from gold sales, on the Nolan Gold Project during the year ended November 30, 2003 and $1,114,498 during the year ended November 30, 2002.

Expenses

Our expenses decreased to $3,683,514 for the year ended November 30, 2003 compared to $3,834,291 for the year ended November 30, 2002, representing a decrease of $150,777 or 4%. The decrease in expenses was primarily attributable to reductions in consulting fees advertising and promotion, research and foreign exchange gain during the year ended November 30, 2003. Decreases on these expenditures were largely off-set by increases in general exploration, capital lease obligations, office and exploration cost write-off expenses.

Management services attributable to the activities of the Tri-Con Group remained relatively unchanged at $204,932 for the year ended November 30, 2003 compared to $204,059 for the year ended November 30, 2002.

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Our increased activity on our mineral properties also caused general exploration expenses to increase to $507,247 for the year ended November 30, 2003 compared to $98,006 for the year ended November 30, 2002, representing an increase of $409,241 or 418%. The increase in exploration expenses was attributable to increased exploration activities at the Nolan Gold Project during 2003. These exploration activities included drilling and exploration activities on the Nolan Deep Channel, Mary’s Bench, and Treasure Chest areas. We anticipate that these expenses will continue to increase when we proceed with our planned drilling and exploration activities on the Nolan Gold properties.

Research activities attributable to the low-rank coal water fuel technology decreased to $148,465 for the year ended November 30, 2003 compared to $256,954 for the year ended November 30, 2002, representing a decrease in the amount of $108,489 or 42%. Research activities were primarily in connection with the submission of our application for a grant to the Department of Energy and include the compensation of Dr. Warrack Willson. We anticipate that these expenses will not increase during the current fiscal year based on our decision to re-submit our application for the next round of financing. We do not expect significant increases in research expenses as we plan to continue our focus on exploration and gold recovery activities at the Nolan Gold Project.

Office expenses increased to $581,205 for the year ended November 30, 2003 compared to $374,392 for the year ended November 30, 2002, representing an increase of $206,813 or 55%. This increase reflects our increased general operations and increased activity in our offices in Fairbanks, Alaska in connection with our increased exploration and gold recovery activities at the Nolan Gold Project.

Consulting fees decreased to $911,796 for the year ended November 30, 2003 compared to $1,958,258 for the year ended November 30, 2002, representing a decrease of $1,046,462 or 53%. The decrease was attributable to us engaging fewer consultants during the year.

We wrote off $350,000 during 2003 that had previously been capitalized with respect to our former Marshall Dome property.

Loss

Our loss decreased to $3,675,079 for the year ended November 30, 2003 compared to $3,755,401 for the year ended November 30, 2002 representing a decrease of $80,322 or 2%. This decrease in our loss was primarily attributable to the decreases in our other expenses, as discussed above. We anticipate that we will continue to incur a loss until such time as we can achieve significant revenues from sales of gold recovered from the Nolan Gold Project.

LIQUIDITY AND FINANCIAL CONDITION

Cash and Working Capital

We had cash of $397,290 as of November 30, 2003, compared to cash of $905,000 as of November 30, 2002. We had a working capital deficiency of $1,109,199 as of November 30, 2003, compared to a working capital deficiency of $604,458 as of November 30, 2002. The increase in our working capital deficiency was primarily the result of our capital lease obligation.

We will require additional financing during the current fiscal year due to our current working capital deficiency, our plan of operations for the Nolan Gold Project, our planned exploration activities and our plan to continue to pursue financing through U.S. and state government programs and initiatives and through private sources. We are able to proceed with our plan of operations for approximately six months based on our current cash reserves. While financing requirements will be off-set by revenues generated from gold sales, these gold sales are not anticipated to cover all financing requirements. In addition, revenues will be subject to the quantity of gold recovered. See Risk Factors.

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Cash Used in Operating Activities

Cash used in operating activities increased to $2,477,852 for the year ended November 30, 2003, compared to $2,172,987 for the year ended November 30, 2002. We funded the cash used in operating activities primarily through equity sales of our common shares.

Financing Activities

Cash provided by financing activities increased to $6,824,268 for the year ended November 30, 2003, compared to $5,525,690 for the year ended November 30, 2002. Of the cash provided by financing activities, a total of $6,758,820 was provided by share issuances. Cash provided by financing activities was used to fund our operating and financing activities. Equity financings were completed with private purchasers at prices that were reflective of the market price of our common shares as of the date of the financing.

We anticipate continuing to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing shareholders.

Investing Activities

We used $4,854,126 in investing activities during the year ended November 30, 2003 compared to $2,464,796 during the year ended November 30, 2002, representing an increase of $2,389,330. The increase was due to our determination to proceed with equipment leases and exploration activities in connection with our operations at the Nolan Gold Project.

We incurred exploration costs in the amount of $4,766,335 on the Nolan Gold Project during the year ended November 30, 2003. These amounts were capitalized and are included in our consolidated statements of cash flows as investing activities.

Capital Leases

On October 11, 2002, we entered into a lease purchase agreement whereby we would purchase three dump trucks, an underground loader, two surface loaders, and other equipment valued at a total of $1,496,150. The agreement required payment upon signing of $550,000 (paid), $100,000 on or before December 1, 2003 and 24 equal payments thereafter for the balance of the purchase price plus interest at a rate of 12% per annum.

On February 14, 2003, we entered into a three year lease agreement whereby we would purchase mining equipment valued at $250,170. The agreement required a payment on signing of $105,000 (paid), $25,000 on or before December 4, 2003 and 24 equal payments for the balance of the purchase price plus interest at a rate of 12% per annum.

As at November 30, 2003, the total amount outstanding under two lease purchase agreements was $1,235,577. We are required to maintain the equipment in good working order and are also required to maintain adequate insurance on the equipment. We are required to complete future lease payments of $594,085 during the 2004 fiscal year and $641,492 during the 2005 fiscal year.

Tri-Con Group

We had pre-paid $118,889 to the Tri-Con Group as of November 30, 2003 in connection with planned exploration activities to be carried out on the Nolan Gold Project during fiscal 2004. These activities will be carried out by the Tri-Con Group on behalf of us in accordance with our operating agreements with the Tri-Con Group. See Item 12 – Certain Relationships and Related Transactions.

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Debt Re-Structuring

On March 1, 2001, we completed negotiations to restructure our $2,000,000 convertible debentures. We approved the issuance of replacement debentures in the aggregate amount of $2,564,400 in consideration of cancellation of the $2,000,000 principal amount of the original debentures, plus all accrued interest on the original debentures to March 1, 2001. The replacement debentures bear interest of 8.0% per annum and mature March 1, 2006. Principal payments are due at the end of each month. Interest is due and payable on a quarterly basis on February 28, May 31, August 31, and November 30. If we fail to make any payment of principal or interest, we must issue shares equivalent in value to the unpaid amounts at 20% below the average market price for the 30 day period prior to the payment being made. We did not make any cash payments of principal or interest during the year ended November 30, 2003. Accordingly, we completed the following issuances of shares in satisfaction of amounts of principal and interest due under the replacement debentures during 2003:

a)	On December 11, 2002, we issued 372,818 shares at the average market price of $0.38 to the holders of the replacement debenture to satisfy the quarterly payments due November 30, 2002. The value of the transaction consists of $119,245 of principal and $22,426 of interest.
b)	On April 9, 2003, we issued 3,274,865 shares to the replacement debenture holders at the price of $0.18 to satisfy the quarterly payments due February 28, 2003 of principal and interest. The value of this transaction consists of $569,434 of principal, and $20,042 of interest.
c)	On August 13, 2003, we issued 913,551 shares to the holders of the replacement debentures, at the average market price of $0.14 per share to satisfy the quarterly payments due May 31, 2003 of principal and interest. The value of this transaction consists of $119,245 of principal, and $8,653 of interest.
d)	On October 6, 2003, we issued 738,308 shares at an average price of $0.17 to the replacement debenture holders to satisfy the quarterly payments due August 31, 2003. The value of this transaction consists of $119,245 of principal and $6,268 of interest.

As at November 30, 2003, $2,098,490 plus $537,428 of accrued interest has been exchanged for replacement debentures. The amount of the replacement debentures outstanding as of November 30, 2003 was $247,445, of which $53,303 is classified as a current.

Mineral Properties

As of November 30, 2003, we were in arrears of required mineral property claims and option payments of $240,000 and therefore the rights to the property were adversely affected. However, we are currently in the process of re-negotiating the terms and conditions of the Agreement with the property owner. The property owner has confirmed that our mineral claims and options are in good standing on the understanding we will use our best efforts to pay the minimum royalty payments, including the payments that are in arrears for the past four years, when business conditions permit.

As of November 30, 2003, we were in arrears of required mineral property claims and option payments of $59,000 and therefore the rights to the property were adversely affected. However, subsequent to November 30, 2003, we completed option payments on the Burggraf property in the amount of $20,000 and, as a result of this payment all of our mineral claims and options are in good standing.

As of November 30, 2003, we were in arrears of required mineral property claims and option payments of $9,117 and therefore the rights to the property were adversely affected. However, subsequent to November 30, 2003, we completed our option payments on the Dobbs property in the amount of $9,117 and, as a result of this payment all of our mineral claims and options are in good standing.

As of November 30, 2003, we were in arrears of required mineral property claims and option payments of $5,000 and therefore the rights to the property were adversely affected. However, subsequent to

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November 30, 2003, we completed our option payments on the Eagle Creek property in the amount of $5,000 and, as a result of this payment all of our mineral claims and options are in good standing.

Low-Rank Coal-Water Fuel Business

In order to proceed with establishing the commercial viability of our low-rank coal-water fuel business, we are currently working with the U.S. Government to achieve the full $20,000,000 funding for this project. We are also working with private interests to achieve the same end. There is no assurance that we will be awarded any grant or that it will be able to complete any additional sales of our equity securities or arrange for debt or other financing to fund this component of our plan of operations.

Future Financings

We require additional financings in order to fund our plan of operations. We anticipate continuing to rely on equity sales of our common shares in order to continue to fund our business operations. Issuances of additional shares will result in dilution to our existing shareholders. There is no assurance that we will achieve any additional sales of our equity securities or arrange for debt or other financing to fund our planned exploration and gold recovery activities.

CRITICAL ACCOUNTING POLICIES

Going Concern

Our financial statements have been prepared on a going concern basis, which assumes the realization of assets and settlement of liabilities in the normal course of business. The application of the going concern concept and the recovery of amounts recorded as mineral properties and the capital assets are dependent on our ability to obtain additional financing to fund our operations and acquisition and exploration activities, the discovery of economically recoverable ore on our properties, and the attainment of profitable operations. We plan to continue to raise capital through private placements and warrant issues. In addition, we are exploring other business opportunities including the development of low-rank coal-water fuel as replacement fuel for oil fired industrial boilers and utility generators.

Mineral Properties

Mineral Properties

We confine our exploration activities to areas from which gold has previously been produced or to properties, which are contiguous to such areas and have demonstrated mineralization. We capitalize the costs of acquiring mineral claims until such time as the properties are placed into production or abandoned. Expenditures for mine development are capitalized when the properties are determined to have economically recoverable, proven reserves but are not yet producing at a commercial level. Once a property reaches commercial levels of production operating costs will be charged against related revenues. Amortization of mineral property costs relating to properties in production is provided during periods of production using the units-of-production method based on the estimated economic life of the ore reserves.

On an ongoing basis, we evaluate each property for impairment based on exploration results to date, and considering facts and circumstances such as operating results, cash flows and material changes in the business climate. The carrying value of a long-lived asset is considered impaired when the anticipated discounted cash flow from such asset is separately identifiable and is less than its carrying value. If an asset is impaired, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated discounted cash flows with a discount rate commensurate with the risk involved. Losses on other long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for the costs of disposal.

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The amounts shown for mineral properties which have not yet commenced commercial production represent costs incurred to date, net of recoveries, and are not intended to reflect present or future values.

Stock Based Compensation

Effective November 1, 2002, we adopted the fair value recognition provisions of FASB Statement No. 123, Accounting for Stock-Based Compensation. Under the modified prospective method of adoption selected by us under the provisions of FASB Statement No. 148, Accounting for Stock-Based Compensation – Transition and Disclosure, compensation cost recognized in 2003 is the same as that which would have been recognized had the recognition provisions of Statement 123 been applied from its original effective date. Results for prior years have not been restated.

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ITEM 7.     FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

The consolidated financial statements listed below were prepared on the basis of accounting principles generally accepted in the United States and are expressed in U.S. dollars. These principles conform, in all material respects, with those generally accepted in Canada.

	PAGE
Auditors’ Report	F-1
Comments by Auditors for U.S. Readers on Canada - U.S. Reporting Conflict	F-1
Consolidated Balance Sheets, November 30, 2003 and 2002	F-2
Consolidated Statements of Operations, Years Ended November 30, 2003 and 2002	F-3
Consolidated Statements of Cash Flows, Years Ended November 30, 2003 and 2002	F-4
Consolidated Statements of Stockholders’ Equity, Years Ended November 30, 2003 and 2002	F-5
Notes to Consolidated Financial Statements	F-6 to F-21

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Consolidated Financial Statements
(Expressed in U.S. Dollars)

Silverado Gold Mines Ltd.
(An Exploration Stage Company)

Years ended November 30, 2003, 2002

F1

AUDITORS' REPORT

To the Stockholders of
Silverado Gold Mines Ltd. (An Exploration Stage Company)

We have audited the consolidated balance sheets of Silverado Gold Mines Ltd. (an exploration stage company) as at November 30, 2003 and 2002, and the consolidated statements of operations, stockholders’ equity and cash flows for the years then ended. These 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 Canadian and United States generally accepted auditing standards. Those standards require that we plan and perform an audit to obtain reasonable assurance 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.

In our opinion, these consolidated financial statements present fairly, in all material respects, the financial position of the Company as at November 30, 2003 and 2002, and the results of its operations and cash flows for the years then ended in accordance with United States and Canadian generally accepted accounting principles. As required by the Company Act (British Columbia), we report, that in our opinion, these principles have been applied on a consistent basis.

Vancouver, Canada	“Morgan & Company”
January 31, 2004	Chartered Accountants

COMMENTS BY AUDITOR FOR U.S. READERS ON
CANADA – U.S. REPORTING DIFFERENCE

In the United States, reporting standards for auditors require the addition of an explanatory paragraph (following the opinion paragraph) when the financial statements are affected by conditions and events that cast substantial doubt on the Company’s ability to continue as a going concern, such as those described in Note 2(a) to the financial statements. Our report to the stockholders, dated January 31, 2004, is expressed in accordance with Canadian reporting standards which do not permit a reference to such events and conditions in the auditor’s report when these are adequately disclosed in the financial statements.

Vancouver, Canada	“Morgan & Company”
January 31, 2004	Chartered Accountants

 

Tel: (604) 687-5841		P.O. Box 10007 Pacific Centre
fax: (604) 687-0075		Sute 1488 - 700 West Georgia Street
www.morgan-cas.com		Vancouver, B.C. V7Y 1A1

F2

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Consolidated Balance Sheets
(Expressed in United States Dollars)

		As at November 30
		2003			2002
Assets
Current assets:
Cash and cash equivalents	$	397,290		$	905,000
Gold inventory		100,519			10,149
Accounts receivable		23,093			8,348
		520,902			923,497
Exploration advances (note 9)		118,889			579,745
Mineral properties (note 3)		6,690,362			2,274,027
Building, plant and equipment, (note 4)		2,926,663			2,404,984
	$	10,256,816		$	6,182,253
Liabilities and Stockholders' Equity
Current liabilities:
Accounts payable and accrued liabilities (note 5)	$	594,840		$	660,248
Loans payable secured by gold inventory		7,873			35,729
Mineral claims payable		240,000			140,000
Convertible debentures, current portion		193,303			691,978
Capital lease obligation, current portion		594,085			-
		1,630,101			1,527,955
Convertible debentures (note 6)		194,142			644,331
Capital lease obligations (note 7)		641,492			946,150
		2,465,735			3,118,436
Stockholders' equity:
Common stock (note 8):
Authorized: 200,000,000 common shares
Issued and outstanding:
November 30, 2003 – 146,027,352
common shares		63,568,652			55,271,191
November 30, 2002 – 98,086,631
common shares
Additional paid-in capital		464,314			292,320
Shares to be issued		115,000			268,613
Deferred compensation		(77,712	)		(164,213	)
Accumulated deficit		(56,279,173	)		(52,604,094	)
		7,791,081			3,063,817
	$	10,256,816		$	6,182,253

See accompanying notes to the consolidated financial statements.

Approved on behalf of the board

/s/ Garry L. Anselmo	/s/ James F. Dixon
Garry L. Anselmo	James F. Dixon
DIRECTOR	DIRECTOR

F3

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Consolidated Statements of Operations
(Expressed in United States Dollars)

		Years Ended November 30
		2003			2002
Expenses:
Accounting and audit	$	21,683		$	36,312
Advertising and promotion		417,856			573,592
Consulting fees		911,796			1,958,258
Depreciation		277,138			105,972
General exploration		507,247			98,006
Interest on convertible debentures		50,045			154,023
Interest on capital lease obligations		144,257			-
Legal		77,974			35,766
Loss (gain) on foreign exchange		(58,671	)		10,420
Management services		204,932			204,059
Office		581,205			374,392
Other interest and bank charges		8,741			4,679
Reporting and investor relations		15,397			3,430
Research		148,465			256,954
Transfer agent fees and mailing		25,449			18,428
Exploration cost written off		350,000			-
		3,683,514			3,834,291
Interest and other income		8,435			78,890
Loss for the year		(3,675,079	)		(3,755,401	)
Loss per share - basic and diluted	$	(0.03	)	$	(0.05	)
Basic and diluted weighted average number of
common shares outstanding		117,206,696			74,835,801

See accompanying notes to the consolidated financial statements

F4

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Consolidated Statements of Cash Flows
(Expressed in United States Dollars)

		Years Ended November 30
		2003			2002
Cash provided by (used in):
Operating activities:
Loss for the year	$	(3,675,079	)	$	(3,755,401	)
Adjustments to reconcile loss to net cash provided
by (used in) operating activities:
Depreciation		277,138			105,972
Stock based compensation		543,967			1,629,271
Stock issued for interest		57,388			42,469
Non-cash interest expense		39,257			-
Exploration cost written off		350,000			-
Changes in non-cash operating working capital:
Accounts receivable		(14,745	)		(5,472	)
Gold inventory		(90,370	)		991
Accounts payable and accrued liabilities		(65,408	)		(14,317	)
Increase (Decrease) in mineral claims payable		100,000			(176,500	)
		(2,477,852	)		(2,172,987	)
Investing activities:
Purchase of equipment		(548,647	)		(770,553	)
Advances for exploration		460,856			(579,745	)
Mineral properties expenditures, net of recoveries		(4,766,335	)		(1,114,498	)
		(4,854,126	)		(2,464,796	)
Financing activities:
Common stock issued for cash (net of share issue cost)		6,758,820			5,817,000
Repayment of convertible debentures		(21,696	)		-
Shares to be issued		115,000			-
Repayment of loans payable		(27,856	)		-
Due to related party		-			(291,310	)
		6,824,268			5,525,690
Net (Decrease) Increase in cash and cash		(507,710	)		887,907
equivalents
Cash and cash equivalents, beginning of year		905,000			17,093
Cash and cash equivalents, end of the year	$	397,290		$	905,000

Supplementary disclosure with respect to cash flow (note 14)

F5

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Consolidated Statements of Stockholders’ Equity
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

	Number of		Common				Additional
	common		stock	Shares			Paid in		Deferred				Accumulated
	stock shares		amount	to be issued				Capital	Compensation				deficit			Total
Balance, November 30, 2001	42,423,988	$	47,000,034	$	-		$	-	$	-		$	(48,848,693	)	$	(1,848,659	)
Loss for the year	-		-		-								(3,755,401	)		(3,755,401	)
Shares issued:
For options exercised	6,900,000		925,000		-			-		-			-			925,000
For warrants exercised	16,250,000		1,970,000		-			-		-			-			1,970,000
For consulting fees	4,793,335		1,232,551		-			-		-			-			1,232,551
For private placements	20,775,000		2,922,000		-			-		-			-			2,922,000
In lieu of payment for								-		-
debentures	6,944,308		1,221,606		-								-			1,221,606
Shares to be issued	-		-		268,613			-		-			-			268,613
Stock option granted	-		-		-			292,320		(164,213	)		-			128,107
Balance, November 30, 2002	98,086,631		55,271,191		268,613			292,320		(164,213	)		(52,604,094	)		3,063,817
Loss for the year	-		-		-			-		-			(3,675,079	)		(3,675,079	)
Shares issued:
For private placements (net)	24,651,340		5,344,245		-			-		-			-			5,344,245
For options exercised	200,000		70,000		-			-		-			-			70,000
For warrants exercised	15,278,171		1,344,575		-			-		-			-			1,344,575
For consulting fees	2,511,668		554,085	(268,613		)		-		-			-			285,472
In lieu of payment for
debentures	5,299,542		984,556		-			-		-			-			984,556
Subscriptions received	-		-		115,000			-		-			-			115,000
Amortization of stock based
compensation	-		-		-			-		129,397			-			129,397
Stock option granted	-		-		-			171,994		(42,896	)		-			129,098
Balance, November 30, 2003	146,027,352	$	63,568,652	$	115,000		$	464,314	$	(77,712	)	$	(56,279,173	)	$	7,791,081

See accompanying notes to the consolidated financial statements

F6

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

1.	Description of business: We are engaged in the acquisition and exploration of mineral properties and the development of low-rank coal-water fuel as a replacement for oil fired boilers and utility generators.
2.	Significant accounting policies: These consolidated financial statements are prepared in conformity with United States generally accepted accounting principles. The application of Canadian generally accepted accounting principles to these financial statements would not result in material measurement or disclosure differences.

(a)

Continuing operations: We have suffered recurring losses totalling $56,279,173 as of November 30, 2003, and has a net working capital deficiency. We have funded our operations through the issuance of common stock. We are in arrears of required mineral claims and option payments for certain of our mineral properties at November 30, 2003, in the amount of $240,000 (2002 - $140,000) and therefore, our rights to these properties with a carrying value of $85,000 may be adversely affected as a result of these non-payments. We understand that it is not in default of the agreements in respect of these properties. These financial statements have been prepared on a going concern basis, which assumes the realization of assets and settlement of liabilities in the normal course of business. The application of the going concern concept and the recovery of amounts recorded as mineral properties and the capital assets are dependent on our ability to obtain additional financing to fund our operations our acquisition and exploration activities, the discovery of economically recoverable ore on our properties, and the attainment of profitable operations. We plan to continue raising capital through private placements and warrant issues. In addition, we are exploring other business opportunities including the development of low-rank coal-water fuel as replacement fuel for oil fired industrial boilers and utility generators.

(b)

Basis of consolidation: The consolidated financial statements include the accounts of ours and Silverado Green Fuel Inc., a wholly owned subsidiary. All material inter-company accounts and transactions have been eliminated.

F7

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

2.	Significant accounting policies (continued):
	(c)	Gold inventory: Gold inventory is valued at the lower of weighted average cost and estimated net realizable value.
	(d)	Mineral properties: We confine our exploration activities to areas from which gold has previously been produced or to properties, which are contiguous to such areas and have demonstrated mineralization. We capitalize the costs of acquiring mineral claims until such time as the properties are placed into production or abandoned. Expenditures for mine development are capitalized when the properties are determined to have economically recoverable, proven reserves but are not yet producing at a commercial level. Once a property reaches commercial levels of production operating costs will be charged against related revenues. Amortization of mineral property costs relating to properties in production is provided during periods of production using the units-of-production method based on the estimated economic life of the ore reserves. On an ongoing basis, we evaluate each property for impairment based on exploration results to date, and considering facts and circumstances such as operating results, cash flows and material changes in the business climate. The carrying value of a long-lived asset is considered impaired when the anticipated discounted cash flow from such asset is separately identifiable and is less than its carrying value. If an asset is impaired, a loss is recognized based on the amount by which the carrying value exceeds the fair market value of the long-lived asset. Fair market value is determined primarily using the anticipated discounted cash flows with a discount rate commensurate with the risk involved. Losses on other long-lived assets to be disposed of are determined in a similar manner, except that fair market values are reduced for the costs of disposal. The amounts shown for mineral properties which have not yet commenced commercial production represent costs incurred to date, net of recoveries, and are not intended to reflect present or future values.
	(e)	Reclamation: Our operations are affected by Federal, state, provincial and local laws and regulations regarding environmental protection. We estimate the cost of reclamation based primarily upon environmental and regulatory requirements. These costs are accrued annually and the accrued liability is reduced as reclamation expenditures are made.

F8

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

2.	Significant accounting policies (continued):
	(f)	Capital assets: Capital assets are stated at cost. Depreciation is provided as follows:

Building, plant and equipment	Straight line over 3 to 20 years
Mining equipment under capital lease	Straight line over 10 years
Auto and trucks	Straight line over 10 years
Computer equipment	Straight line over 3 years

(g)	Foreign currencies: We consider our functional currency to be the U.S. dollar for our U.S. and Canadian operations. Monetary assets and liabilities denominated in foreign currencies are translated into U.S. funds at the rates of exchange in effect at the year end. Non-monetary assets and revenue and expense transactions are translated at the rate in effect at the time at which the transactions took place. Foreign exchange gains and losses are included in the determination of results from operations for the year.
(h)	Loss per share: Basic and diluted loss per share amounts are computed using the weighted average number of shares outstanding during the year. We use the treasury stock method to determine the dilutive effect of stock options and other dilutive instruments. Under the treasury stock method, only instruments with exercise amounts less than market value prices impact the diluted calculations. In computing diluted loss per share, no shares were added to the weighted average number of common shares outstanding during the years ended November 30, 2003 and 2002 for the dilutive effect of employee stock options and warrants as they were all anti-dilutive. No adjustments were required to report loss per share amounts.
(i)	Revenue recognition: Gold sales are recognized when title passes to the purchaser and delivery occurs. (j) Research expenditures: Research expenditures are expensed in the year incurred.

F9

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

2.	Significant accounting policies (continued):
	(k)	Accounting for stock-based compensation: Effective November 1, 2002, we adopted the fair value recognition provisions of FASB Statement No. 123, Accounting for Stock-Based Compensation. Under the modified prospective method of adoption selected by us under the provisions of FASB Statement No. 148, Accounting for Stock-Based Compensation – Transition and Disclosure, compensation cost recognized in 2003 is the same as that which would have been recognized had the recognition provisions of Statement 123 been applied from its original effective date. Results for prior years have not been restated. The following table illustrates the effect on net income and earnings per share if the fair value based method had been applied to all outstanding and unvested awards in each period.

		2003			2002
Loss as reported		$	(3,639,560	)	$	(3,755,401	)
Add:	Stock based compensation expense included
	in net loss – as reported		258,496			128,106
Deduct:	Stock based compensation expense
	determined under fair value method		(258,496	)		(381,785	)
Loss:	Pro-forma	$	(3,639,560	)	$	(4,009,080	)
Basic and diluted, loss per common share
As reported		$	(0.03	)	$	(0.05	)
Pro-forma			(0.03	)		(0.05	)

The estimated weighted average fair value of the options granted in 2003 was prepared using the Black-Scholes Pricing Model assuming a risk-free rate of 5.25% (2002 – 5.25%), an expected dividend yield of 0% (2002 – 0%) an expected volatility of 108% (2002 – 127%) and a weighted average expected life of 1.5 years (2002 – 1.4 years).

(l)

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 during the reporting period. Significant areas requiring the use of management estimates relate to the amortization and depreciation rates for, and recoverability of, mineral properties and capital assets, and the determination of accrued remediation expense. Actual results could differ from those estimates.

F10

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

2.	Significant accounting policies (continued):
	(m)	Income taxes: We account for income taxes using the asset and liability method. Under the asset and liability method, future tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Future tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. A valuation allowance is recorded against any future tax asset if it is more likely than not that the asset will not be realized. The effect on future tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Income tax expense or benefit is the sum of our provision for current income taxes and the difference between the opening and ending balance of the future income tax assets and liabilities.
	(n)	Recent Accounting Pronouncements: In May 2003, the Financial Accounting Standards Board (FASB) No. 150, Accounting for Certain Financial Instruments with Characteristics of both Liabilities and Equity. This standard establishes how an issuer classifies and measures certain financial instruments with characteristics of both liabilities and equity. This standard becomes effective for any financial instruments entered into or modified after May 31, 2003. We do not expect the adoption of FAS No. 150, to have a material effect on our financial statements. In April 2003, the FASB issued FAS No. 149, Amendment of Statement 133 on Derivative Instruments and Hedging Activities. This statement amends and clarifies financial accounting and reporting for derivative instruments, including certain derivative instruments embedded in other contracts (collectively referred to as derivatives) and for hedging activities under FAS No. 133, Accounting for Derivative Instruments and Hedging Activities entered into after June 30, 2003. We do not expect the adoption of FAS No. 149 to have a material effect on our financial statements. In January 2003, the FASB issued FASB Interpretation No. 46 (FIN 46), Consolidation of Variable Interest Entities. This interpretation gives guidance that determines whether consolidation of a Variable Interest Equity is required and is effective for all variable interest entities with which we become involved beginning in February 2003, and all pre-existing entities beginning after June 15, 2003. We do not expect the adoption of FIN 46 to have a material effect on our financial statements. In December 2002, the Financial Accounting Standards Board issued Financial Accounting Standards No. 148, Accounting for Stock-Based Compensation – Transition and Disclosure (“SFAS No. 148”). SFAS No. 148, amends SFAS No. 123, Accounting for Stock-Based Compensation, to provide alternative methods of transition for a voluntary change to the fair value based method of accounting for stock-based employee compensation. In addition, SFAS No. 148 amends the disclosure requirements of SFAS No. 123 to require prominent disclosures about the method of accounting for stock-based employee compensation and the effect of the method used on reported results.

F11

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

2.	Significant accounting policies (continued):
	(n)	Recent Accounting Pronouncements (continued): In November 2002, the FASB issued FAS Interpretation No. 45 (FIN 45), Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Guarantees of Indebtedness of Others, FIN 45 requires that upon issuance of a guarantee, the guarantor must recognize a liability for the fair value of the obligation it assumes under that guarantee. The initial recognition and measurement should be applied on a prospective basis to guarantees issued or modified after December 31, 2002. Disclosure requirements are effective for financial statements of both interim and annual periods that end after December 15, 2002. We have no guarantees to unaffiliated third parties so the adoption of FIN 45 had no impact on our financial statements. In June 2002, the FASB issued FAS No. 146, Accounting for Costs Associated with Exit or Disposal Activities. This standard addresses the recognition, measurement and reporting of costs that are associated with exit or disposal activities. FAS No. 146 is effective for exit or disposal activities that are initiated after December 31, 2002. The adoption of FAS No. 146 had no impact on our financial statements.
3.	Mineral properties:
	(a)	Mineral properties:
		(A)	Ester Dome Gold Project, Fairbanks Mining District, Alaska: The Ester Dome Gold Project encompasses all of our properties on Ester Dome, which is accessible by road 10 miles northwest of Fairbanks, Alaska. The specific properties at this site are as follows:
			(i)	Grant Mine: This property consists of 26 state mineral claims subject to payments of 15% of net profits until $2,000,000 has been paid and 3% of net profits thereafter.
			(ii)	May (St. Paul) / Barelka: This gold property consists of 22 State mineral claims subject to payments of 15% of net profits until $2,000,000 (inflation indexed from 1979) has been paid and 3% of net profits thereafter.
			(iii)	Dobb’s: This property consists of 1 unpatented Federal mineral claim and 4 State mineral claims subject to payments of 15% of net profits until $1,500,000 has been paid and 3% of net profits thereafter.

F12

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

3.	Mineral properties (continued):
		(B)	Marshall Dome Property, Fairbanks Mining District, Alaska: This property consists of 38 State claims and covers an area of two and one-half square miles, and is located eighteen miles northeast of Fairbanks. During the year ended November 30, 2003, the lease agreement was terminated, carrying cost totalling $350,000 have been written off to operations.
		(C)	Nolan Gold Project, Wiseman Mining District, Alaska: The Nolan Gold Project consists of four contiguous properties covering approximately six square miles, eight miles west of Wiseman, and 175 miles north of Fairbanks, Alaska. The specific properties at this site are as follows:
			(i)	Nolan Placer: This property consists of 158 unpatented Federal placer claims.
			(ii)	Thompson’s Pup: This property consists of 6 unpatented Federal placer claims and is subject to a royalty of 3% of net profits on 80% of production.
			(iii)	Dionne (Mary’s Bench): This property consists of 15 unpatented Federal placer claims.
			(iv)	Smith Creek: This property consists of 35 unpatented Federal placer claims.
			(v)	Nolan Lode This property consists of 67unpatented Federal lode claims. The lode claims overlie much of the placer properties and extend beyond them. During the year ended November 30, 2003, we staked 36 unpatented federal lode claims.
		(D)	Hammond Property, Wiseman Mining District, Alaska: This property consists of 24 Federal placer claims and 36 Federal lode claims covering one and one-half square miles and adjoining the Nolan Gold Properties. We are obligated to pay a royalty equal to 10% of gross production and is subject to a minimum royalty of $80,000 per year. As at November 30, 2003, royalty payments totalling $240,000 (2002 – $140,000) are unpaid, in arrears, and included in mineral claims payable.

F13

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

3.	Mineral properties (continued):
	(b)	Mineral claim expenditures: Cumulative claims expenditures are as follows:

		Ester		Marshall			Nolan	Hammond
		Dome		Dome			Project	Property			Total
Balance, November
30, 2002	$	406,000	$	350,000		$	1,433,027	$	85,000	$	2,274,027
Exploration costs
incurred		-		-			4,766,335		-		4,766,335
Write off of mineral
properties		-		(350,000	)		-		-		(350,000	)
Balance, November
30, 2003	$	406,000	$	-		$	6,199,362	$	85,000	$	6,690,362

4. Building, plant and equipment: Buildings, plant and equipment primarily include the mill facility and equipment of the Ester Dome/Grant Mine Gold Project and mining equipment and camp facilities at the Nolan Gold Project.

			Accumulated			Net book
2003		Cost		depreciation		value
Grant Mine mill equipment	$	2,076,780	$	1,384,618	$	692,162
Nolan Gold Project buildings		63,000		5,879		57,121
Mining equipment		549,437		41,379		508,058
Mining equipment under capital lease		1,746,320		207866		1,538,454
Other equipment		543,113		412,245		130,868
	$	4,978,650	$	2,051,987	$	2,926,663
			Accumulated			Net book
2002		Cost		depreciation		value
Grant Mine mill equipment	$	2,076,780	$	1,384,618	$	692,162
Nolan Gold Project buildings		123,757		61,597		62,160
Mining equipment		500,380		457,397		42,983
Mining equipment under capital lease		1,496,150		37,404		1,458,746
Other equipment		499,836		350,903		148,933
	$	4,696,903	$	2,291,919	$	2,404,984

F14

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

5.  Accounts payable and accrued liabilities: Accounts payable and accrued liabilities consist of:
 

		2003		2002
Accounts payable	$	330,130	$	388,195
Accrued interest		68,710		76,053
Accrued reclamation expense		196,000		196,000
	$	594,840	$	660,248

6. Convertible Debentures: Convertible debentures outstanding at November 30, 2003 and 2002 consisted of the following:

		2003		2002
Renegotiated in 2001	$	194,142	$	1,121,309
Issued in 1999		140,000		140,000
Issued in 1994		53,303		75,000
		387,445		1,336,309
Less: Current portion		193,303		691,978
	$	194,142	$	644,331

(a) On March 1, 2001, we completed negotiations to restructure our $2,000,000 convertible debentures. The replacement debentures aggregate $2,564,400 and consist of the original $2,000,000 principal amount plus all accrued interest to March 1, 2001. The debentures bear interest of 8.0% per annum and mature March 1, 2006. Principal payments are due at the end of each month. Interest is due and payable on a quarterly basis on February 28, May 31, August 31, and November 30. If we fail to make any payment of principal or interest, we must issue shares equivalent in value to the unpaid amounts of 20% below the average market price. Remaining debentures of $140,000 plus accrued interest of $108,204 are in default, however, it is unclear whether they will be exchanged for replacement debentures.

F15

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

6. 
Debenture (continued):

(b) In February 1999, we issued a debenture for $75,000 with interest payable at a rate of 5.0% per annum. The debenture is unsecured and it was due on February 28, 2002. During the year ended November 30, 2003, we made a principal payment of $21,697 and an interest payment of $3,750.

7.  Capital lease obligations:

a)

On October 11, 2002, we entered into a lease purchase agreement whereby we would purchase mining equipment valued at a total of $1,496,150. The agreement required payment upon signing of $550,000 (paid), $100,000 on or before December 1, 2003 and 24 equal payments thereafter for the balance of the purchase price plus interest at a rate of 12% per annum.

b)

On February 14, 2003, we entered into a three year lease agreement whereby we would purchase mining equipment valued at a total of $250,170. The agreement required payment upon signing of $105,000 (paid), $25,000 on or before December 4, 2003 and 24 equal payments for the balance of the purchase price plus interest at a rate of 12% per annum. The assets and liabilities under capital leases are recorded at the lower of the present value of the minimum lease payments or the fair value of the asset. The assets are amortized over their estimated productive lives which is estimated to be 10 years. Amortization on assets under capital leases charged to expense in 2003 was $170,462. Minimum future lease payments under capital leases as of November 30, 2003 for each of the next three years and in the aggregate are:

		Amount
November 30, 2004	$	705,466
November 30, 2005		635,302
November 30, 2006		52,880
Total minimum lease payments		1,393,648
Less: Interest		158,071
		1,235,577
Less: Current portion		594,085
	$	641,492

F16

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

8.  Common stock:

(a) Stock options: A summary of the change in stock options for the year ended November 30, 2003 and 2002 is presented below.

				Weighted
	Number			Average
	of			Exercise
	Options			Price
Outstanding at November 30, 2001	4,050,000		$	0.20
Granted	5,650,000			0.18
Exercised	(6,900,000	)		0.13
Outstanding at November 30, 2002	2,800,000			0.25
Granted	7,220,000			0.63
Exercised	(200,000	)		0.35
Expired	(400,000	)		0.35
Outstanding at November 30, 2003	9,420,000		$	0.52

As at November 30, 2003, the following stock options were outstanding:

		OUTSTANDING OPTIONS			EXERCISEABLE OPTIONS
		Weighted		Weighted
		Average		Average			Weighted
Range of		remaining		remaining			average
exercise price	Number	contractual life		exercise price	Number		exercise price
$0.10 to $0.20	2,370,000	2.10 years	$	0.14	1,770,000	$	0.16
$0.30 to $0.40	550,000	1.31 years	$	0.35	150,000	$	0.35
$0.50 to $0.70	6,500,000	5.02 years	$	0.68	6,500,000	$	0.68
	9,420,000	4.07 years	$	0.52	8,420,000	$	0.57

(b) Warrants: A summary of the warrants outstanding as at November 30, 2003, is presented below:

Number	Exercise	Expiry
of Warrants	Price	Date
8,433,334	$0.075	October 2004

F17

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

9.  Related party transactions: We have had related party transactions with Tri-Con Mining Ltd., Tri-Con Mining Inc., Tri-Con Mining Alaska Inc. (collectively the "Tri-Con Mining Group"); all of which are controlled by a Director of ours. The Tri-Con Group are operations, exploration contractors, and have been employed by us under contract since 1972 to carry out all our fieldwork and to provide administrative and management services. Under the current contract dated January, 1997, work is charged at cost plus 25 % for exploration and cost plus 15 % for mining. Cost includes out of pocket or actual cost plus 15 % charge for office overhead including stand by and contingencies. There is no mark up on capital purchases. Services of the directors of the Tri-Con Group who are also Directors of ours are not charged. At November 30, 2003, we had prepaid $118,889 (2002 – $579,745) to the Tri-Con Group for exploration, and administration services to be performed during the next fiscal period on behalf of us. For the year 2003, the Tri-Con Mining Group’s services focused mainly on corporate planning, mining, engineering, and preparation for year round production on our Nolan property, administration services at both our field and corporate offices, and the Low-Rank Coal-Water fuel project. The aggregate amounts paid to the Tri-Con Group each year by category, including amounts relating to the Grant Mine Project and Nolan properties, for disbursements and for services rendered by the Tri-Con Group personnel working on our projects, and include interest charged on outstanding balances at the Tri-Con Group's borrowing costs are shown below:

		2003			2002
Exploration, and field services	$	3,841,618		$	824,083
Administrative and management services		427,551			194,272
Research		148,465			256,954
	$	4,417,634		$	1,275,309
Amount of total charges in excess of Tri-Con
costs incurred	$	984,726		$	348,634
Excess amount charged as a percentage of
actual costs incurred		22.3	%		27.3	%

F18

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

10. Income taxes: Tax effects of temporary differences that give rise to deferred tax assets at November 30, 2003 and 2002 are as follows:

		2003			2002
Net operating loss carry forwards	$	11,763,000		$	11,197,000
Valuation allowance		(10,297,000	)		(11,067,000	)
Future tax assets		1,466,000			130,000
Future tax liability:
Temporary differences arising from mineral properties and
building, plant and equipment		(1,466,000	)		(130,000	)
Net future tax asset (liability)	$	-		$	-

At November 30, 2003, we had losses carried forward totaling $22,490,662 available to reduce future years' income for U.S. income tax purposes which expire in various years to 2023. In addition, we had losses carried forward in Canada totalling $15,500,277 (CDN) which expire in various years to 2010.

The provision for income taxes differs from the amount computed by applying the Canadian statutory federal income tax rate of 37.62% (2002 39.62%) to net loss before provision for income taxes. The sources and tax effects of the differences are as follows:

		2003			2002
Computed “expected” tax benefit	$	(1,383,000	)	$	(1,783,000	)
Tax loss expired during the year		1,021,000			1,485,000
Temporary differences and other		(86,000	)		151,000
Change in valuation allowance		378,000			37,000
Difference in foreign tax rate and other		70,000			110,000
Income tax provision	$	-		$	-

11. Commitments and contingencies:

(a) Office lease: On January 20, 1994, we entered into a lease agreement for office premises for a term of 10 years commencing April 1, 1994, with an approximate annual rental of $86,835 (Cdn$135,000) including operating costs.

F19

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company) |
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

11.	Commitments and contingencies (continued):
	(b)	Severance agreements with directors: We have entered into compensation agreements with two directors of ours. The agreements provide for severance arrangements where a change of control of us occurs, as defined, and the directors are terminated. The compensation payable to the two directors aggregates $4,100,000 (2002- $4,100,000) plus the amount of annual bonuses and other benefits that they would have received in the eighteen months following termination.
	(c)	Consulting agreements We entered into consulting agreements with ten individuals for various corporate planning and business development services to us. Under the terms of the agreements, we will issue an aggregate 1,255,000 shares over the length of the contracts which range from six months to two years. Consulting fees are calculated using the number of shares issued multiplied by the closing price on the day the shares were issued.
12.	Financial instruments: The carrying amounts reported in the balance sheet for cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, and loans payable secured by gold inventory approximate fair values due to the short-term to maturity of these instruments. The carrying amounts reported in the balance sheet for convertible debentures approximate their fair values as they bear interest at rates, which approximate market rates.
13.	Segment disclosures:
	(a)	Reportable segments: We operate in one reportable segment being the acquisition and exploration of mineral properties. Our development of low-rank coal-water-fuel is in its initial stages and is not a reportable segment.
	(b)	Geographical information: The following presents financial information about geographical areas:

		2003		2002
Loss for the year:
Canada	$	1,746,886	$	3,059,339
United States		1,928,193		696,062
	$	3,675,079	$	3,755,401
Long-lived assets:
Canada	$	19,618	$	67,471
United States		9,597,407		4,611,540
	$	9,617,025	$	4,679,011

F20

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

14. Supplementary cash flow information:

		2003		2002
Cash payments made during the year:
Interest	$	12,491	$	4,679
Supplemental non-cash investing and financing
activities:
Purchase of mining equipment under capital lease	$	250,170	$	946,150
Issuance of shares:
In lieu of required payment on convertible
debentures	$	927,168	$	1,061,307
In lieu of interest payable on convertible	$	57,388	$	160,301
debentures
For consulting services	$	285,472	$	1,232,551

15. Subsequent events: Subsequent to the year ended November 30, 2003, we:

a)	Issued a total of 1,102,500 shares to consultants for a portion of their services under the terms of the service agreements at a value of $149,400
b)	Issued 1,000,000 units at a price of $0.075 per unit for total proceeds of $75,000. Each unit consists of one common share and one share purchase warrant. Each common share purchase warrant entitles the holder to purchase one common share at a price of $0.15 per share until November 26, 2004.
c)	Issued an aggregate of 1,119,342 shares at a price of $0.11 per share in lieu of payment convertible debentures.
d)	Issued an aggregate of 7,133,334 common shares at a price of $0.075 per share for warrants exercised for total proceeds of $535,000.
e)	Issued an aggregate of 10,000,000 units at a price of $0.075 per unit for total proceeds of $750,000. Each unit consists of one common share and one share purchase warrant. Each share purchase warrant entitles the holder to purchase one additional common share at a price of $0.125 per share until January 9, 2005.
f)	Repriced 6,500,000 stock options previously issued from an exercise price of $0.68 per share to a price of $0.13 per share.
g)	Granted 5,680,000 stock options to the directors and officers of ours to acquire shares of us at a price of $0.13 per share exercisable until January 8, 2011.

F21

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Expressed in U.S. Dollars)

Years ended November 30, 2003 and 2002

15.	Subsequent events (continued)
	h)	On December 29, 2003, we amended the Warrant Exercise Agreement for twelve private placements (total of 11,750,000 units at $0.10 per unit) that were completed in August 2003 to October 2003. The warrant exercise price was amended from $0.20 per share to $0.075 per share if exercised on or before December 31, 2003. In addition, upon exercising the original warrants, these twelve investors will be issued in aggregate, a total of 5,000,000 additional warrants (the “Investor Replacement Warrants”) to purchase an additional number of shares of ours equal to the number of original warrants exercised. These Investor Replacement Warrants are exercisable at a price of $0.075 per share up to January 10, 2004. Upon exercising the Investor Replacement Warrants on or before January 10, 2004, these investors will again be issued in aggregate, a total of 5,000,000 additional warrants to purchase an additional number of our shares equal to the number of Investor Replacement Warrants exercised. Each additional common share purchase warrant entitles the holder to purchase on common share at a price of $0.20 per share until January 10, 2005. On January 10, 2004, the 5,000,000 Investor Replacement Warrants were exercised at a price of $0.075 per share for total proceeds of $375,000 and 5,000,000 shares were issued.

PART III

ITEM 9.     DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(A) OF THE EXCHANGE ACT.

Our current executive officers and directors are:

Name	Age	Position
Garry L. Anselmo	60	Director and Chairman of the Board; President, Chief Executive Officer, Chief Financial Officer and Chief Operating Officer
James F. Dixon (1) (2)	57	Director
Stuart C. McCulloch (1) (2)	69	Director
John R. Mackay	72	Corporate Secretary
Edward J. Armstrong	56	President of Silverado Green Fuel Inc.
Dr. Warrack G. Willson	60	Vice-President, Fuel Technology of Silverado Green Fuel Inc.

 

(1)	Member of Silverado's Audit Committee
(2)	Member of Silverado’s Compensation Committee

Set forth below is a brief description of the background and business experience of each of the Company’s executive officers and directors for the past five years:

Garry L. Anselmo

Mr. Anselmo is presently the chairman of our board of directors and is our president, chief executive officer and chief financial officer. Mr. Anselmo is also the chairman of the board of directors and the chief executive officer and chief financial officer of our wholly owned subsidiary, Silverado Green Fuel Inc. Mr. Anselmo has been the chairman of our board of directors and our chief operating officer since 1973. Mr. Anselmo has been our president, chief executive officer and chief financial officer from 1973 to 1994 and from 1997 to present. Mr. Anselmo founded Tri-Con Mining Ltd., a private mining service company, in 1968, and is currently a shareholder, director, and president of Tri-Con Ltd. He is also the chairman and director of Tri-Con Ltd.’s United States operating subsidiaries, Tri-Con Mining Inc. and Tri-Con Mining Alaska Inc. Mr. Anselmo obtained his bachelor of arts degree from Simon Fraser University in British Columbia, Canada.

Mr. Anselmo devotes his full business time to our business.

James F. Dixon

Mr. Dixon has been one of our directors since May 6, 1988. Mr. Dixon is presently a lawyer and a partner in the law firm of Shandro Dixon Edgson, Barristers and Solicitors, of Vancouver, British Columbia. Mr. Dixon has been engaged in the practice of law since 1973. Mr. Dixon holds a bachelor of commerce degree and a bachelor of law degree.

Mr. Dixon devotes his full business time to his legal practice. Mr. Dixon devotes his time to our business on a part-time basis as required to attend meetings of our directors and to fulfill his obligations as one of our directors.

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Stuart C. McCulloch

Mr. McCulloch has been one of our directors since December 14, 1998. Mr. McCulloch is also a director of our subsidiary, Silverado Green Fuel Inc. Mr. McCulloch retired as district manager from Canada Safeway in January, 1991.

Mr. McCulloch is presently retired. Mr. McCulloch devotes his time to our business on a part-time basis as required to attend meetings of our directors and to fulfill his obligations as one of our directors.

John R. Mackay

Mr. Mackay has served as our corporate secretary since June 1998. Mr. Mackay is a practicing lawyer who practiced as a sole practitioner from March 1993 to June 1998 prior to joining Silverado. Prior to 1993, Mr. Mackay was a lawyer and partner in the law firm Davis and Company, Barristers and Solicitors, of Vancouver, British Columbia where he practiced for 35 years. Mr. Mackay is presently our in-house legal counsel. Mr. Mackay presently practices law on a part-time basis.

Mr. Mackay provides his services as corporate secretary and in-house legal counsel on a part-time basis as required by us.

Edward J. Armstrong

Mr. Armstrong has been the president of our subsidiary, Silverado Green Fuel Inc., since September 1997. Mr. Armstrong is also the president of Tri-Con Mining Inc. and Tri-Con Mining Alaska Inc., the United States operating subsidiaries of Tri-Con Mining Ltd. Mr. Armstrong is the holder of a bachelor of science degree in geology from Washington State University which he received in 1971. Mr. Armstrong is also a professional geologist qualified in the states of Alaska and Arizona.

Mr. Armstrong devotes approximately 90% of this business time to our business. Mr. Armstrong provides his services through a private consulting company owned by Mr. Armstrong. The balance of Mr. Armstrong’s business time is spent on projects undertaken by Tri-Con that are unrelated to our business.

Dr. Warrack G. Willson

Dr. Willson was appointed our vice-president, fuel technology, in March 2000, to lead the conversion of the Grant Mill into a demonstration level low-rank coal-water fuel plant. Dr. Willson received a supervisory chemical engineering rating from the US Civil Service Commission in 1978, a PhD in physical chemistry from the University of Wyoming in 1970 and a bachelor of arts in chemistry and mathematics from the University of Northern Colorado in 1965. He founded Coal-Water Fuel Services in 1994, which provides engineering services to develop clean coal conversion projects to develop low cost and non-hazardous alternatives to oil.

Dr. Willson is a full-time employee of Tricon and devotes his full business time to our low-rank coal water fuel project.

SIGNIFICANT EMPLOYEES

We do not have any significant employees, other than our directors and executive officers named above.

FAMILY RELATIONSHIPS

Mr. Anselmo and Mr. McCulloch, each of whom is one of our directors, are cousins.

TERMS OF OFFICE

Our directors are elected to hold office until the next annual meeting of our shareholders and until their respective successors have been elected and qualified. Our executive officers are appointed by our board of

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directors to hold office until their successors are appointed. The last annual meeting of our shareholders was held on May 17, 2004.

AUDIT COMMITTEE

Our audit committee is comprised of James Dixon and Stuart McCulloch. Our board of directors has determined that each member of our audit committee is independent as that term is defined in Rule 121 of the American Stock Exchange (“AMEX”) listing standards. Our board of directors has determined none of the directors on our audit committee presently meets the definition of a “financial expert” based on their respective experience and qualification. Our board of directors is presently looking for a suitable candidate to join as a member of our board of directors and who would meet the definition of “financial expert”.

CODE OF ETHICS

We adopted a Code of Ethics applicable to our Chief Executive Officer, Chief Financial Officer, Corporate Controller and certain other finance executives, which is a "code of ethics" as defined by applicable rules of the SEC. Our Code of Ethics is publicly available on our website at www.silverado.com. If we make any amendments to our Code of Ethics other than technical, administrative, or other non-substantive amendments, or grant any waivers, including implicit waivers, from a provision of our Code of Ethics to our chief executive officer, chief financial officer, or certain other finance executives, we will disclose the nature of the amendment or waiver, its effective date and to whom it applies on our website at www.silverado.com or in a report on Form 8-K filed with the SEC.

COMPLIANCE WITH SECTION 16(a) OF THE SECURITIES EXCHANGE ACT

Section 16(a) of the Exchange Act requires the Company's executive officers and directors, and persons who beneficially own more than ten percent of the Company's equity securities, to file reports of ownership and changes in ownership with the Securities and Exchange Commission. Officers, directors and greater than ten percent shareholders are required by SEC regulation to furnish the Company with copies of all Section 16(a) forms they file. Based on its review of the copies of such forms received by it, the Company believes that during the fiscal year ended November 30, 2003 all such filing requirements applicable to its officers and directors were complied with.

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ITEM 13.     EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits

Exhibit
Number	Description of Exhibit
3.1	Articles of the Company (1)
3.2	Amendment to Articles of the Company (2)
3.3	Altered Memorandum of the Company (3)
3.4	Amendment to Articles of the Company (8)
4.1	Share certificate representing common shares of the capital of the Company (1)
10.1	Agreement for Conditional Purchase and Sale of Mining Property between the Company and Roger C. Burggraf dated October 6, 1978 – Grant Mine Property (1)
10.2	Agreement for Conditional Purchase and Sale of Mining Property between the Company and Paul Barelka, Donald May and Mark Thoennes dated May 12, 1979 – St. Paul Property (1)
10.3	Lease of Mining Claims with Option to Purchase between the Company and Alaska Mining Company, Inc. dated February 3, 1995 – Hammond Property (4)
10.4	Change of Control Agreement between the Company and Garry L. Anselmo dated May, 1995(6)
10.5	Change of Control Agreement between the Company and James Dixon dated May, 1995 (6)
10.6	Amendment to Change of Control Agreement between the Company and Garry L. Anselmo (6)
10.7	Operating Agreement between the Company and Tri-Con Mining Ltd. dated January 1, 1997 (5)
10.8	Operating Agreement between the Company and Tri-Con Mining Inc. dated January 1, 1997 (6)
10.9	Operating Agreement between the Company and Tri-Con Mining Alaska Inc. dated January 1, 1997 (6)
10.10	Contract between the Company and Dr. Warrack Willson dated March 19, 2001 (6)
10.11	Equipment Lease Agreement between the Company and Airport Equipment Rentals Inc. dated October 11, 2002 (6)
10.12	2003 Stock Option Plan (7)
10.13	Form of Warrant Exercise Agreement between the Company and certain of the selling security holders (9)
10.14	Consultant Agreement between the Company and CEOcast, Inc. dated April 21, 2004 (9)
10.15	Subscription Agreement between the Company and Christoph Bruning dated May 10, 2004 (9)
10.16	Consultant Agreement between the Company and Smith Conciglia Consulting, Inc. dated May 16, 2004 (9)
10.17	Form of Delay Agreement between the Company and certain of the Selling Shareholders.(9)
10.18	2004 Stock Option Plan (10)
23.1	Consent of Morgan & Company, Chartered Accountants (11)
31.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002(11)
32.1	Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002(11)

(1)	Filed as an exhibit to the Company’s Registration Statement on Form 10 filed initially on May 11, 1984, as amended.
(2)	Filed as an exhibit to the Company’s Quarterly Report on Form 10-Q filed on July 15, 1997.
(3)	Filed as an exhibit to the Company’s Current Report on Form 8-K filed on September 11, 2002.
(4)	Filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended November 30, 1995.

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(5)	Filed as an exhibit to the Company’s Annual Report on Form 10-K for the year ended November 30, 1996.
(6)	Filed as an exhibit to the Company’s Annual Report on Form 10-KSB for the year ended November 30, 2002.
(7)	Filed as an exhibit to the Company’s Schedule 14A Proxy Statement filed April 29, 2003.
(8)	Filed as an exhibit to the Company’s Current Report on Form 8-K filed on June 13, 2003.
(9)	Filed as an exhibit to the Company’s Registration Statement on Form SB-2 filed on May 19, 2004;
(10)	Filed as an exhibit to the Company’s Quarterly Report on Form 10-QSB filed on July 15, 2004.
(11)	Filed as an exhibit to this Amendment No. 1 to Annual Report on Form 10-KSB.

(b) Reports on Form 8-K.

We did not file any current reports on Form 8-K during the last quarter of our fiscal year ended November 30, 2003.

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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.

SILVERADO GOLD MINES LTD.

By:	/s/ Garry L. Anselmo
	Garry L. Anselmo, President
	Chief Executive Officer and Chief Financial Officer
	Director
	Date: October 19, 2004

In accordance with the Securities Exchange Act, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:	/s/ Garry L. Anselmo
	Garry L. Anselmo, President
	Chief Executive Officer and Chief Financial Officer
	(Principal Executive Officer)
	(Principal Financial Officer and Principal Accounting Officer)
	Director
	Date: October 19, 2004
By:	/s/ James F. Dixon
	James F. Dixon
	Director
	Date: October 19, 2004
By:	/s/ Stuart McCulloch
	Stuart McCulloch
	Director
	Date: October 19, 2004

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EX-23.1

October 20, 2004

Silverado Gold Mines Ltd.
#505 – 1111 West Georgia Street
Vancouver, BC V6E 4M3

Attention: Mr. Garry L. Anselmo, President

Dear Sirs:

RE:	SILVERADO GOLD MINES LTD.
	REGISTRATION STATEMENT ON FORM S-8
	CONSENT OF INDEPENDENT AUDITORS

We hereby consent to the inclusion by reference of our report, dated January 31, 2004, on the consolidated balance sheets of Silverado Gold Mines Ltd. (the "Company") as at November 30, 2003 and 2002, and the consolidated statements of operations, stockholders' equity, and cash flows for the years then ended in the Company's Form S-8 Registration Statements filed with the United States Securities and Exchange Commission as follows:

1.	Form S-8 filed on February 1, 2002;
2.	Form S-8 filed on August 27, 2002;
3.	Form S-8 filed on August 22, 2003; and
4.	Form S-8 filed on January 14, 2004.

Yours truly,

/s/ Morgan & Company

Chartered Accountants

Tel: (604) 687-5841		P.O. Box 10007 Pacific Centre
fax: (604) 687-0075		Sute 1488 - 700 West Georgia Street
www.morgan-cas.com		Vancouver, B.C. V7Y 1A1

EX-31.1

EXHIBIT 31.1

CERTIFICATIONS

I, Garry L. Anselmo, Chief Executive Officer and Chief Financial Officer of Silverado Gold Mines Ltd., certify that;

(1)	I have reviewed this annual report on Form10-KSB for the year ended November 30, 2003 of Silverado Gold Mines Ltd.;
(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 officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) 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)	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
	c)	Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal year end 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 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 a significant role in the registrant's internal control over financial reporting.

Date:	October 19, 2004
/s/ Garry L. Anselmo
By:	Garry L. Anselmo
Title:	Chief Executive Officer
	Chief Financial Officer

EX-32.1

EXHIBIT 32.1

CERTIFICATION OF
CHIEF EXECUTIVE OFFICER
AND
CHIEF FINANCIAL OFFICER
PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

I, Garry L. Anselmo, Chief Executive Officer and Chief Financial Officer of Silverado Gold Mines Ltd., (the "Company"), hereby 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 my knowledge:

(i)	the Annual Report on Form 10-KSB of the Company for the fiscal year ended November 30, 2003 (the "Annual Report") fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
(ii)	the information contained in the Annual Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

By:	/s/ Garry L. Anselmo
Name:	Garry L. Anselmo
Title:	Chief Executive Officer and
	Chief Financial Officer
Date:	October 19, 2004

This written statement is being furnished to the Securities and Exchange Commission as an exhibit to the Company's Annual Report on Form 10-KSB. A signed original of this statement has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

This certification accompanies this Annual Report on Form 10-KSB pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and shall not, except to the extent required by such Act, be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that the Company specifically incorporates it by reference.