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

FORM 10-QSB

x  Quarterly Report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended May 31, 2005

¨  Transition Report pursuant to 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period to

Commission File Number 0-12132

SILVERADO GOLD MINES LTD.
(Exact name of small Business Issuer as specified in its charter)

BRITISH COLUMBIA	98-0045034
(State or other jurisdiction of	(IRS Employer Identification No.)
incorporation or organization)
Suite 505, 1111 West Georgia Street
Vancouver, British Columbia
Canada	V6E 4M3
(Address of principal executive offices)	(Zip Code)
Issuer’s telephone number, including area code:	604-689-1535

None
(Former name, former address and former fiscal year, if changed since last report)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the issuer was required to
file such reports), and (2) has been subject to such filing requirements for the past 90 days
x Yes   ¨ No

State the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest
practicable date: 296,017,505 common shares, no par value outstanding as of July 13, 2005.

ITEM 1.               FINANCIAL STATEMENTS

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
CONSOLIDATED BALANCE SHEETS
May 31, 2005 and November 30, 2004
(Stated in United States Dollars)

		2005			2004
		(Unaudited)
ASSETS
Current
Cash and cash equivalents	$	75,358		$	12,828
Gold inventory		26,392			48,819
Amounts receivable		9,932			8,162
Prepaid expense		-			122,000
Exploration and development advances		457,421			532,131
		569,103			723,940
Property, plant and equipment		1,389,882			1,640,791
	$	1,958,985		$	2,364,731
LIABILITIES
Current
Accounts payable and accrued liabilities	$	470,700		$	365,297
Mineral claims royalty payable		320,000			320,000
Convertible debentures, current portion		176,652			176,652
Capital lease obligation, current portion		364,214			510,014
		1,331,566			1,371,963
Asset retirement obligation		526,609			489,300
Capital lease obligations		434,386			407,468
		2,292,561			2,268,731
SHAREHOLDERS’ EQUITY (DEFICIT)
Capital stock
Authorized: unlimited common shares with no par value
Issued and outstanding:
269,904,348 common shares (2004: 224,449,587)		69,760,285			68,253,942
Additional paid-in capital		466,314			466,314
Shares to be issued		75,000			70,000
Accumulated deficit during exploration		(70,635,175	)		(68,694,256	)
		(333,576	)		96,000
	$	1,958,985		$	2,364,731

See accompanying notes to financial statements

F-1

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
for the three and six months ended May 31, 2005 and May 31, 2004
(Stated in United States Dollars)

														Period Since
														Recommencement
		Three months ended May 31						Six months ended May 31						Of Exploration Stage
		2005			2004			2005			2004			December 1, 2001
		(Unaudited)			(Unaudited)			(Unaudited)			(Unaudited)			to May 31, 2005
					(Restated)						(Restated)			(Restated)
General and Administrative Expenses
Accounting and audit	$	29,700		$	23,984		$	52,300		$	34,230		$	154,020
Advertising and promotion		39,912			66,980			137,038			127,395			1,399,308
Consulting fees		58,624			127,496			324,161			498,725			4,345,119
Depreciation, accretion and impairment		45,784			58,613			103,834			131,958			1,532,156
Exploration expenses		143,345			274,318			299,597			1,063,362			8,180,761
Financing activities		-			-			252,003			-			252,003
Interest on convertible debentures		3,716			3,677			6,516			8,444			666,890
Interest on capital lease obligations		21,184			19,323			26,918			32,779			228,080
Legal		38,236			23,922			58,321			40,255			264,895
Management services		137,268			150,116			288,611			324,375			1,025,989
Office		122,547			114,021			228,259			232,203			1,515,477
Other interest and bank charges		1,134			1,461			3,032			3,748			23,363
Reporting and investor relations		5,498			6,347			16,323			7,843			68,709
Research		43,531			27,000			64,899			27,000			550,285
Transfer agent fees and mailing		10,013			15,994			12,264			22,811			80,488
Write-off of mineral claim expenditures		-			-			-			-			1,159,529
Write-down of property, plant and equipment		-			-			-			-			285,875
Total General and Administrative Expenses		(700,492	)		(913,252	)		(1,874,076	)		(2,555,128	)		(21,732,947	)
Other Income (Expense)
Interest and other income		508			1,309			764			2,039			91,259
Gain (loss) on foreign exchange		(20,148	)		(27,107	)		(67,607	)		(48,113	)		64,682
Total Other Income (Expense)		(19,640	)		(25,798	)		(66,843	)		(46,074	)		155,941
Loss and comprehensive loss for the period	$	(720,132	)	$	(939,050	)	$	(1,940,919	)	$	(2,601,202	)	$	(21,577,006	)
Net loss per share	$	(0.01	)	$	(0.01	)	$	(0.01	)	$	(0.02	)
Basic and diluted weighted average number of
common shares outstanding		268,630,739			178,121,438			246,662,210			170,655,392

See accompanying notes to financial statements

F-2

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
for the six months ended May 31, 2005 and May 31, 2004,
(Stated in United States Dollars)

								Period Since
								Recommencement
		Six Months Ended May 31						Of Exploration Stage
		2005			2004			December 1, 2001
		(Unaudited)			(Unaudited)			to May 31, 2005
					(Restated)			(Restated)
Cash Flows used in Operating Activities
Net loss for the period	$	(1,940,919	)	$	(2,601,202	)	$	(21,730,232	)
Adjustments to reconcile loss to net cash provided
by (used in) operating activities:
Cumulative effect of accounting change		-			-			153,226
Depreciation, accretion and impairment		141,143			131,958			1,569,465
Stock based compensation		-			-			2,252,950
Stock issued for debenture		-			-			217,687
Non-cash consulting expense		284,900			353,530			862,040
Non-cash financing expense		252,000			-			252,000
Interest accrued		-			16,276			486,370
Write-off of mineral claim expenditures		-			-			1,159,529
Write-down of property, plant and equipment		-			-			285,876
Changes in non-cash operating working capital:
Amounts receivable		(1,770	)		11,897			(7,056	)
Gold inventory		22,427			(90,463	)		(15,252	)
Prepaid expense		122,000			-			-
Exploration and development advances		74,710			(33,481	)		(457,421	)
Share subscriptions issued		5,000			-			190,000
Accounts payable and accrued liabilities		105,403			34,183			(125,694	)
Increase in mineral claims royalty payable		-			-			3,500
Net cash used in Operating Activities		(935,106	)		(2,177,302	)		(14,903,013	)
Cash Flows used in Investing Activities
Purchase of property, plant and equipment		(480	)		(1,615	)		(1,327,873	)
Disposal of property, plant and equipment		148,000			-			251,052
Net cash provided (used) from Investing Activities		147,520			(1,615	)		(1,076,821	)
Cash Flows from Financing Activities
Common stock issued for cash (net of share issue cost)		968,998			2,278,333			16,840,462
Repayment of convertible debentures		-			-			(38,347	)
Repayment of loans payable		-			-			(35,729	)
Repayment of capital lease obligations		(118,882	)		(142,221	)		(410,192	)
Due to related party		-			-			(318,095	)
Net cash provided from Financing Activities		850,116			2,136,112			16,038,099
Increase (decrease) in cash and cash equivalents		62,531			(42,805	)		58,265
Cash and cash equivalents, beginning of period		12,828			397,290			17,093
Cash at end of the period	$	75,358		$	354,485		$	75,358

See accompanying notes to financial statements

F-3

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Unaudited)
(Expressed in United States Dollars)

Six months ended May 31, 2005 and May 31, 2004

1.	Basis of presentation:
	The unaudited consolidated financial statements include the accounts of Silverado Gold Mines Ltd. and its wholly-owned subsidiary Silverado Green Fuel Inc. These statements have been prepared in accordance with United States generally accepted accounting principles for interim financial information. These financial statements also comply, in all material respects, with generally accepted accounting principles in the United States.
	The accompanying unaudited consolidated financial statements do not include all information and footnote disclosures required under United States generally accepted accounting principles. In our opinion, all adjustments (consisting solely of normal recurring accruals) considered necessary for a fair presentation of the financial position, results of operations and cash flows as at May 31, 2005, and for all periods presented, have been included. Readers of these financial statements should note that interim results for the six month periods ended May 31, 2005, and May 31, 2004, are not necessarily indicative of the results that may be expected for the fiscal year as a whole.
	These financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our annual report on Form 10-KSB for the fiscal year ended November 30, 2004.
2.	Continuing operations:
	At May 31, 2005, we had a working capital deficiency of $762,463, up from a working capital deficiency of $648,023 at November 30, 2004, primarily as a result of decreased funding from issuances of common stock and an increase of our debt.
	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 buildings, plant and equipment is dependent on our ability to obtain additional financing to fund our operations and our 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. We are exploring other business opportunities including the development of Low-Rank Coal-Water Fuel as a replacement fuel for oil fired industrial boilers and utility generators.

F-4

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Unaudited)
(Expressed in United States Dollars)

Six months ended May 31, 2005 and May 31, 2004

3.	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 Mining Group are operations and exploration contractors, and have been employed by us under  contract since 1972 to carry out all of our fieldwork and to provide administrative and management services.  Under our current contract dated January, 1997 work is charged at cost plus 25% for exploration and cost  plus 15% for development and 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. The Tri-Con  Group does not charge the Company for the services of its directors who are also directors of the Company.  At May 31, 2005, we had prepaid $457,421 to the Tri-Con Mining Group for exploration and administration  services to be performed during the current fiscal year on behalf of us. The Tri-Con Mining Group’s services  for the current fiscal year are focusing mainly on the our Low-Rank Coal-Water Fuel program as well as  corporate planning and preparation for year round production on our Nolan property, and administration  services at both our field and corporate offices.
	The aggregate amounts paid to the Tri-Con Group each period 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 including interest charged on outstanding balance at the Tri- Con Group's borrowing costs are shown below:

		May 31,		May 31,
		2005		2004
Exploration services	$	254,773	$	878,886
Administrative and management services		365,521		328,282
Research		64,899		27,000
	$	685,193	$	1,234,168
Amount of total charges in excess of Tri-Con costs incurred	$	66,572	$	186,520
Excess amount charged as a percentage of actual costs
incurred		9.7%		15.1%

4.	Loss per share:
	Basic loss per share has been calculated using the weighted average number of common shares outstanding for each period. Loss per share does not include the effect of the potential exercise of options and warrants and the conversion of debentures as their effect is anti-dilutive.

F-5

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Unaudited)
(Expressed in United States Dollars)

Six months ended May 31, 2005 and May 31, 2004

5.	Supplementary cash flow information:
	Supplemental non-cash investing and financing activities:

		May 31,			May 31,
		2005			2004
Sale of fixed assets under capital lease	$	95,000		$	100,000
Issuance of shares for:
Debentures		-			173,738
Interest on debentures		-			5,381
Financing activities		252,000			-
Consulting services		284,900			291,640
Capital lease obligation		(95,000	)		(100,000	)

6.	Debentures:
	On March 1, 2001, we completed negotiations to restructure our $2,000,000 convertible debentures. We issued replacement debentures in the aggregate amount of $2,564,400 in consideration of cancellation of the $2,000,000 principal amount plus all accrued interest on the original debentures to March 1, 2001.
	(a)	As of November 30, 2004 the replacement debentures have been repaid in full. Remaining debentures of $140,000, plus accrued interest of $78,827 are in default, however, it is unclear whether they will be exchanged for replacement debentures.
	(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 was due February 28, 2003. However, subsequent to February 29, 2003, we began re-payment of the $75,000 debenture and the balance as at May 31, 2005 is $36,652.
7.	Lease purchase agreement:
	a)	On October 11, 2002, the Company entered into a lease purchase agreement whereby the Company would purchase mining equipment valued at a total of $1,496,150. The agreement required payment upon signing of $550,000 (paid), $100,000 (paid) 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.

F-6

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Unaudited)
(Expressed in United States Dollars)

Six months ended May 31, 2005 and May 31, 2004

7.	Lease purchase agreement (continued):
	b)	On February 14, 2003, the Company entered into a three-year lease agreement whereby the company 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.
		On January 28, 2004, the agreements for the above two leases were modified into one agreement. The modified agreement required us to make a one-time payment of $50,000 on acceptance of the agreement and a fixed amount per month specified in the agreement in the following twelve months. At the same time of accepting the revised agreement, we returned three pieces of equipment under the original capital lease agreement to the lessor as a credit towards the lease liability.
		During the year ended November 30, 2004, the Company entered into an agreement to combine the two lease agreements. The new agreement required payment upon signing of $50,000 (paid), monthly payments of $25,000 to December 2004 and $48,851 thereafter until July 2006 for the balance of principal plus interest at a rate of 7.5% 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 are estimated to be 10 years. Amortization on assets under capital leases charged to expense during the period ended May 31, 2005 was $50,316 (2004: $87,316).
		Minimum future lease payments under capital leases as of May 31, 2005 and 2004

		2005			2004
November 30, 2004	$	-		$	269,253
November 30, 2005		391,556			586,206
November 30, 2006		492,472			213,610
Total minimum lease payments		884,028			1,069,069
Less: interest		(85,428	)		(75,713	)
		798,600			993,356
Less: current portion		364,214			(504,124	)
Long-term portion	$	434,386		$	489,232

F-7

SILVERADO GOLD MINES LTD.
(An Exploration Stage Company)
Notes to Consolidated Financial Statements
(Unaudited)
(Expressed in United States Dollars)

Six months ended May 31, 2005 and May 31, 2004

8.	Restatement of financial statements:
	The comparative consolidated financial statements for the period ended May 31, 2004 have been restated to give effect to the write-off of exploration and mineral property costs previously capitalized.
	The effect of the impact of the restatements on loss and comprehensive loss for the period and loss per share is as follows:

		May 31,
		2004
Loss and comprehensive loss for the period, as previously stated	$	(1,709,234	)
Exploration expenses		(891,968	)
Loss and comprehensive loss for the period, as restated	$	(2,601,202	)
Net loss per share, as previously stated	$	(0.01	)
Exploration costs written off		(0.01	)
Net loss per share, as restated	$	(0.02	)

9.	Subsequent events:
	Subsequent to May 31, 2005, the Company:
	(a)	issued 3,333,334 common shares at $0.0225 per share totaling $75,000 pursuant to a private placement;
	(b)	issued 5,002,045 common shares at $0.0225 per share totaling $112,546 pursuant to a private placement.
	(c)	issued 17,777,778 common shares at $0.0225 per share totaling $400,000 pursuant to a private placement.

F-8

ITEM 2.               MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

FORWARD-LOOKING STATEMENTS

The information in this Quarterly Report on Form 10-QSB 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.

OVERVIEW

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 continue with exploration activities at the Nolan Gold Project. These plans include exploration for both placer gold deposits and lode gold deposits at the Nolan Gold Project. Our exploration activities include lode drilling and trenching, geochemical and geophysical surveys, placer drilling, and bulk placer test mining work that we carry out as part of our exploration programs.

We are also seeking financing to enable us to proceed with the retrofitting and operation of our Grant Mill Facility as a demonstration facility to establish the combustion characteristics and marketability of low-rank coal-water fuel to be used as a replacement fuel in oil fired boilers and utility generators. There is no assurance that we will be able to obtain any financing for this project.

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. We do not have any commercially viable reserves on any of our properties. 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 of the feasibility of commercial mining on any of our properties is determined. There is no assurance that further exploration will result in a final evaluation that determines a commercially viable mineral deposit exists on any of our mineral properties.

2

PLAN OF OPERATIONS

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

The Nolan Gold Project

We plan to conduct further exploration at 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 our Annual Report on Form 10-KSB for the year ended November 30, 2004 entitled Description of Properties – Nolan Gold Project. The objective of this geological exploration program is to further define both placer and lode gold occurrences in order to provide a basis for future exploration activities, including test mining activities, at the Nolan Gold Project. Our lode exploration work is intended to increase our geologic knowledge on the Solomon Shear Trend.

We plan to spend approximately $1,960,000 in the next twelve months in carrying out our exploration activities for the Nolan Gold Project. Of this amount, we anticipate approximately $1,300,000 will be spent on test mining activities, with the balance of $660,000 being spent on other exploration activities, including the phase one drilling program on the Mary’s Bench East deposit and continued exploration for lode gold occurrences along the Solomon Shear Trend. The actual amount that we spend on exploration will depend on the actual amount of funds that we have available for exploration. We are presently seeking sufficient financing to enable us to proceed with these plans and will require additional financing within the next three months in order to proceed with our exploration plans, including winter test mining and gravel processing for gold recovery during the summer of 2006. We will not process any gravel for gold recovery during the summer of 2005. There is no assurance that we will secure the necessary financing to proceed with those plans. While the costs of exploration and test mining may be off-set by recoveries from sales of gold that we may achieve these recoveries may not exceed the costs of our exploration programs including our test mining activities. Further, 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 below.

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, exploration costs, the price of gold and available capital. Further, the extent of our exploration programs that we undertake will be dependent upon the amount of financing available to us.

We do not have any commercially viable reserves on any of our properties that comprise the Nolan Gold Project or any of our other properties. We plan to carry out exploration activities on the Nolan Gold Project that are referred to as “test mining activities”. The objectives of the test mining activities on the Nolan Gold Project are to expand our knowledge on bulk extraction costs and methods, continue development of geological data of the placer deposits on the Nolan Gold Project and to recover gold from test mining activities in order to recover a portion of the expense associated with exploration of the Nolan Gold Project. As we have not established commercially viable reserves on the Nolan Gold Project, there is no assurance that any recoveries of gold from test mining activities will be sufficient to pay for the full cost of exploration. There is no assurance that our test mining activities will result in a final evaluation that a commercially viable mineral deposit exists on any of our mineral properties that comprise the Nolan Gold Project.

Low-Rank Coal-Water Fuel Project

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

3

RESULTS OF OPERATIONS

Six months ended May 31, 2005 compared to the six months ended May 31, 2004.

Revenues

We did not earn revenues during the six months ended May 31, 2005 or May 31, 2004 as we did not reach commercial production of gold from the Nolan Gold Project during either of these periods. Under our accounting policies, any sales of gold recovered as a result of our exploration activities that may be realized will be treated as sales received incidental to exploration activities on the Nolan Gold Project until such time as we have reached commercial levels of gold production from the Nolan Gold Project.

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.

Expenses

Our expenses decreased to $1,874,076 for the six months ended May 31, 2005 compared to $2,555,128 for the six months ended May 31, 2004, representing a decrease of $681,052 or 27%. Our expenses decreased to $700,492 for the three months ended May 31, 2005 compared to $913,252 for the three months ended May 31, 2004 representing a decrease of $212,760 or 23%. The decrease in expenses were primarily attributable to reductions in exploration expenses during the six months ended May 31, 2005 as a result of our having less funds with which to pursue exploration. Expenses associated with consulting fees and management services also declined as a result of our decreased activity. Decreases on these expenditures were in-part off-set by increases in accounting and audit, legal, financing, advertising and promotion and research expenses.

Our decreased exploration activity on our mineral properties resulted in a reduction of our general exploration expenses to $299,597 for the six months ended May 31, 2005 compared to $1,063,362 for the six months ended May 31, 2004. General exploration expenses decreased to $143,345 for the three months ended May 31, 2005 compared to $274,318 for the three months ended May 31, 2004. The decrease in exploration expenses during the six months of our current fiscal year was attributable to decreased exploration activities at the Nolan Gold Project compared to 2004 when activities were directed to gold recovery operations at the Nolan Deep Channel. These exploration activities included drilling and exploration activities on the Nolan Deep Channel, Mary’s Bench, and Treasure Chest areas. We anticipate that our exploration expenses will increase as we proceed with our planned drilling and exploration activities on the Nolan Gold properties, subject to our achieving the necessary financing. During the six months ended May 31, 2005 we sold 45 troy ounces of gold for proceeds of $19,263 which have been directly applied as a reduction to exploration costs in accordance with our accounting policies.

Research activities attributable to the low-rank coal-water fuel technology increased to $64,899 for the six months ended May 31, 2005 compared to $27,000 for the six months ended May 31, 2004. These expenses increased to $43,531 for the three months ended May 31, 2005 from $27,000 for the three months ended May 31, 2004. Our research activities are 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.

Office expenses decreased to $228,259 for the six months ended May 31, 2005 compared to $232,203 for the six months ended May 31, 2004, representing a decrease of $3,944 or 2%. Office expenses increased to $122,547 for the three months ended May 31, 2005 compared to $114,021 for the three months ended May 31, 2004, representing an increase of $8,526 or 8%. The overall decrease during the six months of our current fiscal year reflect a decrease in our general office operating costs and activity in our offices in Fairbanks, Alaska due to the reduced exploration activities during the first half of our current fiscal year.

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Management services expenses decreased to $288,611 for the six months ended May 31, 2005 compared to $324,375 for the six months ended May 31, 2004, representing a decrease of $35,674 or 11%. Management services expenses decreased to $137,268 for the three months ended May 31, 2005 compared to $150,116 for the three months ended May 31, 2004. Consulting fees decreased to $324,161 for the six months ended May 31, 2005 compared to $498,725 for the six months ended May 31, 2004, representing a decrease of $174,564 or 35%. These fees decreased to $58,624 for the three months ended May 31, 2005 compared to $127,496 for the three months ended May 31, 2004. Consulting fees are attributable to stock based compensation paid to our consultants during the year. Compensation was recorded based on the quoted market price of our shares as of the date of issue. Decreases in management services and consulting expenses reflected our decreased activity in the first six months of 2005 compared to the first six months of 2004.

Loss

Our loss and comprehensive loss decreased to $1,940,919 for the six months ended May 31, 2005 compared to $2,601,202 for the six months ended May 31, 2004 representing a decrease of $660,283 or 25%. Our loss and comprehensive loss decreased to $720,132 for the three months ended May 31, 2005 compared to $939,050 for the three months ended May 31, 2004. These decreases in our loss were primarily attributable to reduced exploration and consulting expenses during the six months ended May 31, 2005. We anticipate that we will continue to incur a loss until such time as we can achieve commercial production from the Nolan Gold Project, of which there is no assurance.

LIQUIDITY AND FINANCIAL CONDITION

Cash and Working Capital

We had cash and cash equivalents of $75,358 as of May 31, 2005, compared to cash of $12,828 as of November 30, 2004. We had a working capital deficiency of $762,463 as of May 31, 2005, compared to a working capital deficiency of $648,023 as of November 30, 2004. The increase in our working capital deficiency was primarily the result of fewer financings and continued expenses during the six months ended May 31, 2005.

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 plan to spend approximately $1,960,000 in the next twelve months in carrying out our exploration activities for the Nolan Gold Project. We anticipate spending approximately $300,000 during the next twelve months on our work to seek funding in connection with establishment of the demonstration facility at the Grant Mill. We presently do not have sufficient financing to enable us to proceed with these plans and will require additional financing within the next three months if we are able to proceed with our exploration plans, including test mining activities during the winter of 2005/2006 and process gravel for gold recovery during the summer of 2006. Our actual expenditures on these activities will depend on the actual amount of funds that we have available as a result of our financing efforts. There is no assurance that we will be able to raise the necessary financing. See Risk Factors.

Cash Used in Operating Activities

Cash used in operating activities decreased to $935,106 for the six months ended May 31, 2005, compared to $2,177,302 for the six months ended May 31, 2004, predominantly as a result of our reduced exploration activity. We funded the cash used in operating activities primarily through equity sales of our common shares.

Investing Activities

Cash provided by investing activities increased to $147,520 during the six months ended May 31, 2005 compared to cash used in investing activities of $1,615 during the six months ended May 31, 2004, representing an increase of $149,135. The increase was due to sale of mining equipment.

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Financing Activities

Cash provided by financing activities decreased to $850,116 for the six months ended May 31, 2005, compared to $2,136,112 for the six months ended May 31, 2004. Cash provided by financing activities was primarily attributable to share issuances. Cash provided by financing activities was used to fund our operating and investing 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.

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 (paid) 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.

On January 28, 2004 the agreements for the above two leases were modified into one agreement. The modified agreement required us to make a one-time payment of $50,000 on acceptance of the agreement and a fixed amount per month specified in the agreement in the following six months. At the same time of accepting the revised agreement, we returned three pieces of equipment under the original capital lease agreement to the lessor as a credit towards the lease liability.

During the year ended November 30, 2004, we entered into an agreement to combine the two lease agreements. The new agreement required payment upon signing of $50,000 (paid), monthly payments of $25,000 to December 2004 and $48,851 thereafter until July 2006 for the balance of principal plus interest at a rate of 7.5% per annum.

As at May 31, 2005, the total amount outstanding under the revised lease purchase agreements was $884,028, including interest of $85,428. 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 $391,556 during the 2005 fiscal year and $492,472 during the 2006 fiscal year.

Tri-Con Group

We had pre-paid $457,421 to the Tri-Con Group as of May 31, 2005 in connection with planned exploration activities to be carried out on the Nolan Gold Project during fiscal 2005. 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 of our Annual Report on Form 10-KSB for the year ended November 30, 2004 further disclosure regarding our operating agreements with the Tri-Con Group.

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Debt

The amount of our convertible debt outstanding was $176,652 as of May 31, 2005. All of this amount is current. Included in this amount is a convertible debenture in the amount of $140,000 which is in default and has accrued interest of $84,418. It is unclear as to whether this amount will ever be converted into common shares. There is no agreement to exchange this amount of remaining original convertible debentures into replacement debentures.

As of November 30, 2004, we had repaid in full all previously outstanding convertible debentures that we had renegotiated as of March 1, 2001.

Mineral Properties

As of May 31, 2005, we were in arrears of required mineral property claims and option payments of $320,000 in respect of our Hammond Property 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. There is however no assurance that we will be able to re-negotiate this agreement.

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 seeking financing from the U.S. Government and from private sources to achieve the full $20,000,000 funding for this project. There is no assurance that we will be awarded any grant or private funding or that we 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 activities, including test mining activities.

Restatement

Our consolidated financial statements for the years ended November 30, 2003 and 2002 have been restated to give effect to (i) the write-off of exploration and mineral property costs previously capitalized, (ii) the write down of equipment relating to our Grant mine mill, (iii) to correct a computation error in the amount of asset retirement obligations, and (vi) to correct an error in recording the effect of the issuance of shares of common stock issued at a 20% discount to debenture holders upon repayment of amounts due by way of stock issued instead of cash. Please refer to Note 17 of our audited financial statements for the years ended November 30, 2003 and 2002 included with our second amended Form 10-KSB for the year ended November 30, 2003 for a summary of the impact of this restatement on our results of operations for 2003. Please refer to Note 8 of our interim financial statements for the six months ended May 31, 2005 for a summary of the impact of this restatement on our results of operations for that period.

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. Our ability to continue as a going concern is dependent upon our ability to generate profitable operations in the future and/ or to obtain the necessary

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financing to meet our obligations and repay our liabilities arising from normal business operations when they become due. The outcome of these matters cannot be predicted with any certainty at this time and raise substantial doubt that we will be able to continue as a going concern. Our financial statements do not include any adjustments to the amount and classification of assets and liabilities that may be necessary should we be unable to continue as a going concern.

We plan to continue raising capital through private placements and warrant issues, although there is no assurance that any additional private placement financings will be achieved. 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.

CRITICAL ACCOUNTING POLICIES

Exploration Stage Company

The Securities and Exchange Commission’s Exchange Act Guide 7 “Description of Property by Issuers Engaged or to be Engaged in Significant Mining Operations” requires that mining companies in the exploration stage should not refer to themselves as development stage companies in their financial statements, even though such companies should comply with Financial Accounting Board Statement No. 7, if applicable. We are an exploration stage company under the SEC’s Guide 7 and accordingly, we have not been referred to as a development stage company in our financial statements. Accumulated results of operations are presented from December 1, 2001, the date we re-entered the exploration stage.

Mineral claim payments and exploration costs

We expense all costs related to the acquisition, maintenance and exploration of mineral claims in which we have secured exploration rights prior to establishment of proven and probable reserves. To date, we have not established the commercial feasibility of our exploration prospects, therefore, all costs are being expensed.

Asset retirement obligation

Effective December 1, 2002, we adopted SFAS 143, Accounting for Asset Retirement Obligations, which addresses financial accounting and reporting for obligations associated with the retirement of tangible long-lived assets and the associated retirement costs. The standard applies to legal obligations associated with the retirement of long-lived assets that result from the acquisition, construction, development and normal use of the asset.

SFAS No. 143 requires that the fair value of a liability for an asset retirement obligation be recognized in the period in which it is incurred if a reasonable estimate of fair value can be made. The fair value of the liability is added to the carrying amount of the associated asset and this additional carrying amount is depreciated over the life of the asset. The liability is accreted at the end of each period through charges to operating expense. If the obligation is settled for other than the carrying amount of the liability, we will recognize a gain or loss on settlement.

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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 value of shares issued to non-employees for services is based on the quoted market price of our shares as of the date of issue.

RISK FACTORS

We face risks in completing our exploration plans and achieving revenues. The following risks are material risks that we face. We also face the risks identified elsewhere in this Quarterly Report on Form 10-QSB and in other filings with the Securities and Exchange Commission. 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 exploration 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. We will continue to require additional financing to complete our plan of operations for exploration work at the Nolan Gold Project 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, including additional test mining 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 three fiscal years there is no assurance that we will be able to achieve the financing necessary to enable us to proceed with our exploration activities, including test mining activities,.

We had a working capital deficiency of $762,463 as of May 31, 2005. We did not report revenues in our last three fiscal years ended November 30, 2004, 2003 or 2002 or in the six months ended May 31, 2005. Our plan of operations calls for substantial expenditures of $1,960,000 to be incurred by us over the next twelve months in order to continue exploration activities at the Nolan Gold Project. While we will apply proceeds from gold sales generated from our test mining activities to cover our exploration 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 activities, including our planned test mining 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 any amounts we recover from test mining activities on the Nolan Gold Project will be exceed the costs of recovering this gold.

Our activities at the Nolan Gold Project are in the exploration stage. While we have undertaken test mining activities at the Nolan Gold Project as part of our exploration programs, we have not yet established 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 test mining 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

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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 costs of exploration will exceed any amount recovered from test mining activities that we carry out as part of our exploration program on the Nolan Gold Project.

If we are unable to achieve projected gold recoveries from our test mining activities at the Nolan Gold Project, then our financial condition will be adversely affected and we will have less cash with which to pursue our operations.

We plan to undertake test mining activities as part of our exploration program for the Nolan Gold Project. Our objective is to recover gold from test mining activities to off-set the exploration cost of our test mining activities. As we have not established any reserves on this property, there is no assurance that actual recoveries of gold from material mined during test mining activities will equal or exceed our exploration costs. 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 condition 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 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 gold’s industrial, jewelry 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 financial condition and ability to pursue additional exploration will be adversely affected.

We have proceeded with test mining 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 used in test mining activities at the Nolan Gold Project will be greater than anticipated. Increase cash used in test mining activities 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 test mining activities on the Nolan Gold Project. In this event, our financial condition will be adversely affected and will have less funds with which to pursue our exploration programs.

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If our exploration costs are higher than anticipated, then our financial condition and ability to pursue additional exploration 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 our exploration activities, including test mining activities, that we plan to carry out at our Nolan Gold Project, and for our general and administrative expenses. In this event, our financial condition will be adversely affected, our losses will increase and we will have less funds with which to pursue our exploration programs. Factors that could cause exploration costs to increase include adverse weather conditions, difficult terrain and shortages of qualified personnel.

Exploration activities, including test mining and operating activities, are inherently hazardous.

Mineral exploration activities, including test mining 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, test mining 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.

Our annual report on Form 10-KSB for the year ended November 30, 2004 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 activities, including test mining 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 test mining 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 test mining 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 activities, including test mining 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 audited financial statements included with our Annual Report for the year ended November 30, 2004 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, 2004. 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 and three year operation 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 and from private sources to fund the construction of the demonstration facility. There is no assurance that we will succeed in obtaining government or private 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.

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ITEM 3.               CONTROLS AND PROCEDURES.

As required by Rule 13a-15 under the Securities Exchange Act of 1934 (the “Exchange Act”), we carried out an evaluation of the effectiveness of the design and operation of our disclosure controls and procedures as of May 31, 2005, being the date of our most recently completed fiscal quarter. This evaluation was carried out under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, Mr. Garry L. Anselmo. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective in timely alerting management to material information relating to us required to be included in our periodic SEC filings. There have been no significant changes in our internal controls or in other factors that could significantly affect internal controls subsequent to the date we carried out our evaluation.

Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in our reports filed under the Exchange Act is accumulated and communicated to management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.

During our most recently completed fiscal quarter ended May 31, 2005, there were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to affect, our internal control over financial reporting.

The term “internal control over financial reporting” is defined as a process designed by, or under the supervision of, the registrant's principal executive and principal financial officers, or persons performing similar functions, and effected by the registrant's board of directors, management and other personnel, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles and includes those policies and procedures that:

(1)	Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the registrant;
(2)	Provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the registrant are being made only in accordance with authorizations of management and directors of the registrant; and
(3)	Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the registrant's assets that could have a material effect on the financial statements.

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PART II - OTHER INFORMATION

ITEM 1.               LEGAL PROCEEDINGS

We currently are not a party to any material legal proceedings and to our knowledge, no such proceedings are threatened or contemplated.

ITEM 2.               CHANGES IN SECURITIES AND USE OF PROCEEDS

We have reported sales of securities without registration under the Securities Act of 1933 during our fiscal quarter ended May 31, 2005 on the following Current Report on Form 8-K that we have filed with the Securities and Exchange Commission:

Report	Date of Filing with SEC
Current Report on Form 8-K	June 27, 2005

We did not complete any sales of securities without registration pursuant to the Securities Act of 1933 during the fiscal quarter ended May 31, 2005 that were not reported on the Current Report on Form 8-K described above.

ITEM 3.               DEFAULT UPON SENIOR SECURITIES

We are currently in default of obligations pursuant to convertible debentures in the aggregate principal amount of $140,000, plus accrued interest of $78,827. There is no agreement to exchange this amount of remaining original convertible debentures into replacement debentures.

ITEM 4.               SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

ITEM 5.               OTHER INFORMATION

None.

ITEM 6.               EXHIBITS AND REPORTS ON FORM 8-K

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)

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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)
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.
(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 Quarterly Report on Form 10-QSB.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly autexhibit31-1.htmhorized.

		SILVERADO GOLD MINES LTD.
DATE:	July 15, 2005
		/s/ Garry L. Anselmo
		Garry L. Anselmo
		President
		Chief Executive Officer
		(Principal Executive Officer)
		Chief Financial Officer
		(Principal Financial Officer)

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