U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-QSB


(Mark One)
[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

     For the quarterly period ended March 31, 2001

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

     For the transition period from _______ to _______

                         Commission file number 0-25455

                              INTERGOLD CORPORATION
        (Exact name of small business issuer as specified in its charter)

            NEVADA                                                88-0365453
(State or other jurisdiction of                               (I.R.S. Employer
incorporation of organization)                               Identification No.)

                    5000 Birch Street, West Tower, Suite 4000
                         Newport Beach, California 92660
                    (Address of Principal Executive Offices)

                                 (949) 476-3611
                           (Issuer's telephone number)

                                       N/A
              (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 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

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date:

Class                                  Outstanding as of May 11, 2001

Common Stock, $.00025 par value        81,140,600

Transitional Small Business Disclosure Format (check one)

     Yes      No  X


<PAGE>


Part I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The unaudited financial statements of Intergold Corporation (the "Company")
reflect all adjustments which are, in the opinion of management, necessary to
present a fair statement of the operating results for the interim period
presented.



                              INTERGOLD CORPORATION
                         (An Exploration Stage Company)

                     INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

                                  March 31, 2001


                                                                         Page
                                                                         ----

Consolidated Balance Sheets                                               2

Interim Consolidated Statements of Operations                             3

Interim Consolidated Statements of Cash Flows                             4

Notes to Interim Consolidated Financial Statements                        5













                                       1


<PAGE>

<TABLE>
<CAPTION>

                              INTERGOLD CORPORATION
                         (An Exploration Stage Company)

                           CONSOLIDATED BALANCE SHEETS



                                                                                               March 31, 2001     December 31,
                                                                                                                          2000
-------------------------------------------------------------------------------------------------------------- ----------------
                                                                                                  (Unaudited)
                                                            ASSETS

<S>                                                                                              <C>              <C>
CURRENT ASSETS
   Cash                                                                                          $        101     $        406

PROPERTY PLANT AND EQUIPMENT (net of accumulated depreciation)                                          2,814            2,962
-------------------------------------------------------------------------------------------------------------- ----------------

                                                                                                 $      2,915     $      3,368
============================================================================================================== ================


                                             LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable                                                                              $    484,310     $    404,482
   Advances payable (Note 3)                                                                        1,100,245          898,545
   Directors fees payable                                                                              56,500           52,000
   Notes payable (Note 4)                                                                             551,890          551,890
   Accrued Series A warrant redemption payable                                                         60,000           60,000
   Accrued interest payable                                                                           291,007          260,523
-------------------------------------------------------------------------------------------------------------- ----------------

                                                                                                    2,543,952        2,227,440
-------------------------------------------------------------------------------------------------------------- ----------------

CONTINGENCIES (Notes 1 & 9)

STOCKHOLDERS' EQUITY (DEFICIT) (Note 5)
   Common stock $.00025 par value; 125,000,000 shares authorized
      81,140,600 shares issued and outstanding                                                         20,284           20,284
   Preferred stock, $.001 par value; 75,000,000 shares authorized
      Issued and outstanding
      Series A - 6,200,000 shares                                                                       6,200            6,200
      Series B - 2,510,000 shares                                                                       2,510            2,510
      Upon liquidation, Series A shares have a $.25 per share preference over other
      preferred or common stock, Series B shares have a $.50 preference over common stock
   Additional paid-in capital                                                                      10,317,039       10,317,039
   Deficit accumulated during the exploration stage                                               (12,887,070)     (12,570,105)
-------------------------------------------------------------------------------------------------------------- ----------------

                                                                                                   (2,481,037)      (2,224,072)
-------------------------------------------------------------------------------------------------------------- ----------------

                                                                                                 $      2,915     $      3,368
============================================================================================================== ================


<FN>
 The accompanying notes are an integral part of these interim consolidated financial statements
</FN>
</TABLE>



                                       2

<PAGE>

<TABLE>
<CAPTION>

                              INTERGOLD CORPORATION
                         (An Exploration Stage Company)

                  INTERIM CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (Unaudited)


                                                                            Three months     Three months      July 26, 1996
                                                                             ended March      ended March     (inception) to
                                                                               31, 2001         31, 2000      March 31, 2001
-----------------------------------------------------------------------------------------------------------------------------

<S>                                                                          <C>              <C>              <C>
REVENUE
   Other income                                                              $         -      $         -      $       1,699
-----------------------------------------------------------------------------------------------------------------------------

EXPENSES                                                                                                -
   Property exploration expenses                                                   1,600           15,239          5,883,678
   Consulting                                                                          -                -            228,451
   Directors fees                                                                  4,500                -             78,000
   General and administrative                                                    183,227          306,656          3,620,494
   Interest expense                                                               30,484           28,221            316,325
   Loss on settlement of debt                                                          -                -          1,424,213
   Professional fees                                                              97,154                -            934,562
   Realized loss on sale of available for sale investment                              -           20,000             20,000
   Travel                                                                              -                -            147,371
-----------------------------------------------------------------------------------------------------------------------------

                                                                                 316,965          370,116         12,593,094
----------------------------------------------------------------------------------------------------------------------------

NET LOSS FOR THE PERIOD                                                      $  (316,965)     $  (370,116)     $ (12,651,395)
=============================================================================================================================




BASIC NET LOSS PER SHARE                                                     $   (0.0039)      $   (0.007)
=============================================================================================================================

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING                                    81,140,600       50,916,934
=============================================================================================================================


<FN>
 The accompanying notes are an integral part of these interim consolidated financial statements
</FN>
</TABLE>



                                       3

<PAGE>

<TABLE>
<CAPTION>

                                                INTERGOLD CORPORATION
                                            (An Exploration Stage Company)

                                    INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                     (Unaudited)

                                                                                                                 July 26, 1996
                                                                              Three months      Three months    (inception) to
                                                                               ended March     ended March 31,   March 31, 2001
                                                                                 31, 2001            2000
-------------------------------------------------------------------------------------------------------------------------------
<S>                                                                             <C>               <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss for the period                                                       $ (316,965)       $ (370,116)    $ (12,651,395)
  Adjustments to reconcile net loss to net cash from operating activities:
  - Depreciation and amortization                                                      148               148             1,486
  - Loss on settlement of debt                                                           -                 -         1,424,213
  - Loss on sale of investment                                                           -            20,000            20,000
  - Changes in working capital assets and liabilities
       Prepaid expenses                                                                  -             5,000                 -
       Advances payable                                                            180,000                 -           180,000
       Accounts payable                                                             79,828            15,438           484,310
       Accrued interest payable                                                     30,484            28,221           316,318
       Directors fees payable                                                        4,500             6,000            56,500
-------------------------------------------------------------------------------------------------------------------------------

NET CASH FLOWS USED IN OPERATING ACTIVITIES                                        (22,005)         (295,309)      (10,168,568)
-------------------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM INVESTING ACTIVITIES
  Acquisition of available-for-sale investments                                          -                 -          (170,000)
  Equipment purchases                                                                    -                 -            (4,300)
-------------------------------------------------------------------------------------------------------------------------------

NET CASH FLOWS FROM INVESTING ACTIVITIES                                                 -                 -          (174,300)
-------------------------------------------------------------------------------------------------------------------------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Sale of common stock                                                                   -                 -            14,831
  Sale of Series A preferred stock                                                       -                 -            10,000
  Sale of Series B preferred stock                                                       -                 -             2,510
  Additional paid-in capital                                                             -                 -         8,108,427
  Net advances received                                                             21,700           313,783         1,655,311
  Note payable                                                                           -                 -           551,890
-------------------------------------------------------------------------------------------------------------------------------

NET CASH FLOWS FROM FINANCING ACTIVITIES                                            21,700           313,783        10,342,969
-------------------------------------------------------------------------------------------------------------------------------

INCREASE (DECREASE) IN CASH                                                           (305)           18,474               101
CASH, BEGINNING OF PERIOD                                                              406             1,469                 -
-------------------------------------------------------------------------------------------------------------------------------

CASH, END OF PERIOD                                                             $      101        $   19,943     $         101
===============================================================================================================================

<FN>
 The accompanying notes are an integral part of these interim consolidated financial statements
</FN>
</TABLE>



                                       4

<PAGE>


                             INTERGOLD CORPORATION
                         (An Exploration Stage Company)

               NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2001
--------------------------------------------------------------------------------
                                  (Unaudited)



NOTE 1:  NATURE OF CONTINUED OPERATIONS AND BASIS OF PRESENTATION

The Company is in the exploration stage of its mineral property development.  To
date, the Company has not generated significant revenues from operations and has
a  working  capital  deficit  of  $2,542,851  and  a  stockholders'  deficit  of
$2,481,037  at March 31, 2001.  The  Company's  continuance  of  operations  and
movement into an operating  basis are contingent on raising  additional  working
capital,  settling  its  outstanding  debts  and  lawsuits  and  on  the  future
development of the Company's mineral claims or a new business venture.  Advances
from certain significant shareholders will form the primary source of short-term
funding  for the  Company  during the next  twelve  months.  Accordingly,  these
factors raise  substantial  doubt about the  Company's  ability to continue as a
going concern.

During  the  first  quarter  of 2000,  the  Company  ceased  exploration  of the
Blackhawk  claims  located  in the State of Idaho,  pending  the  outcome of the
Company's ongoing litigation with regard to the transfer of technology  pursuant
to the Sub-license Agreement between the Company and Geneva Resources,  Inc. and
the Company's Agreement for Services with Auric Metallurgical Laboratories, LLC.
The technology to be transferred under the Sub-license  Agreement may be delayed
indefinitely,  or  cancelled  all  together,  depending  on the  outcome  of the
Intergold/Geneva  litigation.  As the alleged assay and  metallurgical  recovery
technology  developed by Auric is deemed essential to the further development of
the Blackhawk  claims,  and since further  consulting  conducted by  independent
consultants  to the  Company  indicate  that  gold is not  present  in  economic
quantities on the claims, business operations are expected to be minimal pending
the outcome of the litigation in process. Refer to Note 9.

UNAUDITED INTERIM FINANCIAL STATEMENTS
The accompanying  unaudited interim consolidated  financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial  information  and with the  instructions  to Form 10-QSB of Regulation
S-B. They do not include all  information  and  footnotes  required by generally
accepted  accounting  principles  for complete  financial  statements.  However,
except  as  disclosed  herein,  there  has  been  no  material  changes  in  the
information  disclosed  in the notes to the  financial  statements  for the year
ended  December 31, 2000 included in the Company's  Annual Report on Form 10-KSB
filed  with the  Securities  and  Exchange  Commission.  The  interim  unaudited
consolidated  financial  statements  should be read in  conjunction  with  those
financial  statements included in the Form 10-KSB. In the opinion of Management,
all adjustments considered necessary for a fair presentation,  consisting solely
of normal recurring adjustments, have been made. Operating results for the three
months ended March 31, 2001 are not  necessarily  indicative of the results that
may be expected for the year ending December 31, 2001.


NOTE 2:  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

PRINCIPLES OF CONSOLIDATION
The consolidated  financial  statements  include the accounts of the Company and
its wholly-owned subsidiary, International Gold Corporation.  International Gold
Corporation  was  acquired by  purchase on July 23,  1997.  The  acquisition  of
International  Gold Corporation has been accounted for on the purchase method of
accounting.  All significant intercompany transactions and account balances have
been eliminated.

MINERAL PROPERTY COSTS

Mineral property acquisition,  exploration and development costs are expensed as
incurred  until  such time as  economic  reserves  are  quantified.  To date the
Company has not established any proven reserves on its mineral properties.

LOSS PER SHARE
As of March 31, 2001, there were 3,450,000 exercisable options, 8,710,000 shares
of convertible  preferred stock and 2,510,000  common stock warrants that can be
converted into a total of 14,670,000  shares of common stock.  As these options,
convertible  preferred stock and warrants would have an  antidilutive  effect on
the presentation of loss per share, a diluted loss per share  calculation is not
presented.

DEPRECIATION
The Company depreciates equipment over 7 years using the straight-line method.


                                       5

<PAGE>

INTERGOLD CORPORATION
(An Exploration Stage Company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2001
--------------------------------------------------------------------------------
(Unaudited)


NOTE 2:  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (con't)

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 period.  Actual results
could differ from those estimates.

FINANCIAL INSTRUMENTS
The fair  value of the  Company's  financial  assets and  financial  liabilities
approximate their carrying values due to the immediate or short-term maturity of
these financial instruments.

STOCK-BASED COMPENSATION
The Company  accounts for  stock-based  compensation in respect to stock options
granted to employees  and  officers  using the  intrinsic  value based method in
accordance with APB 25. Stock options granted to non-employees are accounted for
using the fair value method in accordance  with SFAS No. 123. In addition,  with
respect to stock options granted to employees,  the Company  provides  pro-forma
information as required by SFAS No. 123 showing the results of applying the fair
value method using the Black-Scholes option pricing model.

The Company accounts for equity  instruments  issued in exchange for the receipt
of goods or services from other than  employees in accordance  with SFAS No. 123
and the  conclusions  reached  by the  Emerging  Issues  Task Force in Issue No.
96-18.   Costs  are  measured  at  the  estimated   fair  market  value  of  the
consideration  received or the  estimated  fair value of the equity  instruments
issued,  whichever is more reliably measurable.  The value of equity instruments
issued for  consideration  other than  employee  services is  determined  on the
earliest  of a  performance  commitment  or  completion  of  performance  by the
provider of goods or services as defined by EITF 96-18.

INCOME TAXES
The Company follows the liability  method of accounting for income taxes.  Under
this 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
balances.  Future tax assets  and  liabilities  are  measured  using  enacted or
substantially  enacted tax rates  expected to apply to the taxable income in the
years in which those  differences  are expected to be recovered or settled.  The
effect  on  future  tax  assets  and  liabilities  of a change  in tax  rates is
recognized  in income in the  period  that  includes  the date of  enactment  or
substantive enactment.

RECENT ACCOUNTING PRONOUNCEMENTS
On March 31, 2000, the Financial Accounting Standards Board ("FASB") issued FASB
Interpretation  No.44,  Accounting  for  Certain  Transactions  Involving  Stock
Compensation  - An  Interpretation  of APB  Opinion  No.  25 ("FIN  44"),  which
provides  guidance  as to certain  applications  of APB 25. FIN 44 is  generally
effective  July 1, 2000 with the  exception of certain  events  occurring  after
December 15, 1998. The Company has determined  that the  implementation  of this
standard does not have a material impact on its financial statements.

In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement
No. 133,  Accounting for Derivative  Instruments and Hedging  Activities  ("SFAS
133"),  which  establishes  accounting  and reporting  standards for  derivative
instruments,  including  instruments  embedded in other  contracts,  and hedging
activities.  It requires  that an entity  recognize all  derivatives;  as either
assets or liabilities and measure those  instruments at fair value.  SFAS 133 is
effective for financial  statements  for fiscal years  beginning  after June 15,
1999. The Company  determined that the  implementation of this standard does not
have a material impact on its financial statements.


                                       6

<PAGE>

INTERGOLD CORPORATION
(An Exploration Stage Company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2001
--------------------------------------------------------------------------------
(Unaudited)


NOTE 3:  ADVANCES PAYABLE

Advances are comprised of the following:


         Sonanini Holdings Ltd.                               $   442,770
         Investor Communications International, Inc.              431,975
         Amerocan Marketing, Inc.                                  90,000
         Tristar Financial Services Ltd.                          135,500
                                                              -----------
                                                              $ 1,100,245
                                                              ===========

The advances bear 10% simple  interest and are due on demand.  There is $248,235
of interest  accrued on the advances as of March 31, 2001.  See Note 8 - Related
Party Transactions.


NOTE 4:  NOTES PAYABLE

Auric Metallurgical Laboratories, LLC, pursuant to the technology
sub-license  agreement dated March 18, 1999,  bearing interest at
3%  per  annum,  simple  interest  on  the  balance  outstanding.
Maturity was to be upon transfer of technology  described in Note
7.  Accrued  interest on the note  through  March 31, 2001 totals
$15,262                                                                $ 250,000

Geneva  Resources,  Inc.  pursuant to the technology  sub-license
agreement dated March 18, 1999, bearing interest at 3% per annum,
simple  interest on the balance  outstanding.  Maturity was to be
upon transfer of technology described in Note 7. Accrued interest
on the note through March 31, 2001 totals $15,262                        250,000

Sonanini Holdings Ltd., bearing interest at 7% per annum,  simple
interest on the balance outstanding.  The note is dated August 6,
1998 and has no stated  maturity  date.  Accrued  interest on the
note through March 31, 2001 totals $9,277                                 50,000

For the redemption of 1,889,750 shares of restricted common stock
of the Company payable at par value of $.00025.                            1,890
                                                                       ---------

                                                                       $ 551,890
                                                                       =========

NOTE 5:  STOCKHOLDERS' EQUITY

As of March  31,  2001,  there  are  6,200,000  Series A  preferred  shares  and
6,200,000  Series A warrants  outstanding.  If the Company's  Series A Preferred
shareholders  elect to convert  the  remaining  outstanding  Series A  Preferred
stock, an additional 9,226,600 shares of common stock would be issued, including
3,026,600  shares in settlement of accrued 20% cumulative  undeclared  dividends
totalling $756,650.

As of March 31, 2001,  the Company has $497,750 of  undeclared  dividends on the
Series B Preferred  shares.  If the  Company's  Series B Preferred  shareholders
elect to  convert  the  remaining  outstanding  Series  B  Preferred  stock,  an
additional  3,505,500  shares of common  stock  would be issued,  consisting  of
2,510,000  shares for the remaining  preferred  stock and 995,500 shares for the
20% cumulative undeclared dividends.


NOTE 6:  EMPLOYEE STOCK OPTION PLAN

During 1997,  the Company  authorized  an Employee  Stock Option Plan.  The plan
authorized  the issuance of 2,000,000  options that can be exercised at $.50 per
share of common stock and an additional  2,500,000 options that can be exercised
to  purchase  shares of common  stock at $1.00 per share.  All  options  granted
expire December 27, 2017. The options are  non-cancelable  once granted.  Shares
which may be acquired  through the plan may be authorized but unissued shares of
common stock or issued shares of common stock held in the Company's treasury.


                                       7

<PAGE>

INTERGOLD CORPORATION
(An Exploration Stage Company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2001
--------------------------------------------------------------------------------
(Unaudited)


NOTE 6:  EMPLOYEE STOCK OPTION PLAN (con't)

During the year ended  December 31, 1999,  the Board of Directors of the Company
authorized  the  grant of stock  options  to  certain  officers,  directors  and
consultants. The options granted consisted of 2,000,000 options with an exercise
price of $.50 per share of common stock and  1,450,000  options with an exercise
price of $1.00 per common share.  Selected  information  regarding the Company's
employee stock options as of March 31, 2001 are as follows:

                                                        March 31, 2001
                                                -------------------------------
                                                                  Weighted
                                                  Number of        average
                                                   options      exercise price

     Outstanding at Beg. of Period                  3,450,000       $.71/share
     Outstanding at End of Period                   3,450,000       $.71/share
     Exercisable at End of Period                   3,450,000       $.71/share
     Options Granted                                3,450,000       $.71/share
     Options Exercised                                      -                -
     Options Forfeited                                      -                -
     Options Expired                                        -                -

As of March 31, 2001, outstanding options have exercise prices ranging from $.50
to  $1.00  per  share.  The  weighted  average  exercise  price  of all  options
outstanding is $.71 per share of common stock and the weighted average remaining
contractual  life is 16 years 97 days.  There  are  3,450,000  options  that are
exercisable  with a weighted  average exercise price of $.71 per share of common
stock.


NOTE 7:  TECHNOLOGY SUB-LICENSE AGREEMENT

On March 18, 1999, the Company entered into a sub-license  agreement with Geneva
Resources,  Inc.  ("Geneva"),  to utilize  assay and  metallurgical  technology,
know-how,  and rights to technological  processes developed specifically for the
Blackhawk  mineralization by Auric  Metallurgical  Laboratories,  LLC. (Auric").
This  sub-license is for  non-exclusive  use in the Company's  claim area in the
State of Idaho for a period not less than 40 years.  Pursuant to this agreement,
the  Company  has  issued  1,500,000  restricted  common  shares to  Geneva  and
2,500,000 restricted common shares to Auric. Pursuant to the same agreement, the
Company also issued  promissory  notes to both Geneva and Auric in the amount of
$250,000 to each  company.  These are 3% interest  bearing notes and are payable
upon the transfer of the technology.

As of March 31, 2001 the  promissory  notes and common stock have been issued to
the various parties,  however,  the related technology has not been transferred.
These  promissory  notes  become  due  and  payable  upon  the  transfer  of the
technology.

The Company has initiated legal proceedings  related to this agreement (See Note
9).


NOTE 8:  RELATED PARTY TRANSACTIONS

The Company,  on January 1, 1999,  entered into a management  services agreement
with  Investor  Communications,  Inc.  ("ICI")  to  provide  management  of  the
day-to-day operations of the Company. The management services agreement requires
monthly  payments not to exceed  $75,000 for services  rendered.  The  Company's
subsidiary  entered into a similar  agreement  on January 1, 1999 with  Amerocan
Marketing,  Inc.  ("Amerocan")  with  required  monthly  payments  not to exceed
$25,000 for services rendered.

Two officers and directors of Intergold  Corporation have been contracted by ICI
and  Amerocan  and  are  part  of the  management  team  provided  to  Intergold
Corporation and its  subsidiary.  During the period ended March 31, 2001 a total
of $180,000 was incurred to these private  companies which are also  significant
shareholders  for managerial,  administrative  and investor  relations  services
provided to the Company and its  subsidiary.  During the period  ended March 31,
2001 these  companies  paid a total of nil to these  officers and  directors for
services provided to the Company and its subsidiary.


                                       8

<PAGE>

INTERGOLD CORPORATION
(An Exploration Stage Company)

NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
MARCH 31, 2001
--------------------------------------------------------------------------------
(Unaudited)


NOTE 8:  RELATED PARTY TRANSACTIONS (con't)

During the period ended March 31, 2001 net cash  advances of $1,200 was received
from ICI. Interest of $30,485 was accrued on outstanding advances.

During the period ended March 31, 2001  Company  accrued  $4,500 for  directors'
fees. At March 31, 2001 $56,500 is owing to two directors.



NOTE 9:  LEGAL PROCEEDINGS AND CONTINGENCIES

On September 27, 1999,  IGC and Geneva filed an action against Auric and Dames &
Moore in the Third Judicial District court in and for Salt Lake County, State of
Utah. On October 8, 1999, IGC and Geneva filed a First Amended  Complaint in the
in the Utah Lawsuit in which they added Ahmet  Altinay  ("Altinay")  and Richard
Daniele  ("Daniele")  as  defendants.  In the First Amended  Complaint,  IGC and
Geneva assert causes of action for breaches of contract,  specific  performance,
fraud,  negligent  misrepresentation,  failure  to  repay  advances,  breach  of
fiduciary  duties,  and professional  negligence in the license of metallurgical
technology of engineering services related thereto.

On or about November 17, 1999, Auric, Dames & Moore,  Daniele, and Altinay filed
separate answers to the First Amended Complaint, along with counterclaims, and a
Third Party  Complaint  against  IGC,  Geneva,  the  Company,  and Brent  Pierce
("Pierce") for breach of contract  against  Geneva,  breach of contract  against
IGC, breach of contract  against Pierce,  defamation  against the Company,  IGC,
Geneva and Pierce,  injunctions  against the  Company,  IGC,  Geneva and Pierce,
amongst  other  claims.  In their  defamation  claim  against the  Company,  the
plaintiffs  seek damages and punitive  damages in an amount to be  determined at
trial,  as well as attorney's  fees and costs. In connection with their cause of
action for preliminary and permanent injunctions against the Company,  Auric and
Altinay seek attorney's fees and costs.

On or about July 19, 2000,  Geneva and IGC filed a Second  Amended  Complaint in
which they also named Michael B. Mehrtens  ("Mehrtens") and MBM Consultants Inc.
("MBM") as  defendants  in the Utah  Lawsuit.  On or about  September  26, 2000,
Mehrtens  and MBM filed an Answer,  Counterclaim  and  Third-Party  Complaint in
which Mehrtens asserted claims against the Company for Intentional Infliction of
Emotional  Distress for actual and punitive  dames in an amount to be determined
at trial; and Breach of Separation  Agreement for actual damages in an amount to
be  determined  at trial.  MBM has also asserted a cause of action for Breach of
Contract/Quantum  Meruit  against  IGC for  actual  damages  in an  amount to be
determined at trial.

The parties to the Utah Lawsuit are currently conducting discovery regarding the
allegations and defenses raised.

The Company  intends to vigorously  contest the claims and allegations of Auric,
Altinay,  Dames &  Moore,  Daniele,  Mehrtens  and  MBM.  The  likelihood  of an
unfavourable  outcome  and an  estimate  of the range of  potential  loss is not
presently determinable.

On or about June 14,  2000,  Dames & Moore filed an action  against the Company,
IGC,  and others in the  District  Court of the Fifth  Judicial  District of the
State of Idaho, in and for the County of Lincoln. In the Idaho lawsuit,  Dames &
Moore  seeks  foreclosure  of a  lien  against  the  Company  and/or  IGC  which
purportedly  arose in favour of Dames & Moore.  Dames & Moore  seeks to have the
mining claims sold to compensate Dames & Moore for its services,  materials, and
equipment. Dames & Moore also seeks its fees and costs incurred in enforcing its
claimed lien. IGC and the Company filed an Answer on or about August 8, 2000. No
discovery has occurred in the Idaho Lawsuit.  The Company  intends to vigorously
contest the claims and allegations of Dames & Moore.

The Company and Geneva  entered into an assignment  agreement  dated May 9, 2000
that  transferred  and  conveyed  to Geneva the  potential  claims and causes of
action that the Company may have under the Sub-License Agreement with Geneva. If
damages are  recovered in the lawsuit  initiated by Geneva and IGC, on behalf of
the Company,  the Company will receive a pro-rata share of such damages relating
to its claims and causes of action in relation to all other claims and causes of
action for which damages are recovered.


                                       9



<PAGE>


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

GENERAL

         As of the date of this  Quarterly  Report,  there  has  been no  income
realized from the business  operations of the Company.  During fiscal year ended
December 31,  2000,  the  Company's  primary  source of  financing  was proceeds
received by the Company from the  conversion of Series A Warrants into shares of
the Company's Common Stock at the redemption price of $0.25 per Series A Warrant
and cash  advances  provided  to the Company as debt.  During  fiscal year ended
December 31, 2000, an aggregate of 3,000,000  Series A Warrants  were  converted
into 3,000,000 shares of the Company's  restricted Common Stock for an aggregate
consideration  of $750,000.  Each Series A Preferred  share is also  convertible
into one share of Common  Stock of the Company  and all then  accrued and unpaid
dividends are convertible into Common Stock at the conversion price of $0.25 per
share.  During  fiscal year ended  December 31, 2000,  an aggregate of 1,100,000
Preferred  Series A shares were converted into 1,100,000 shares of the Company's
Common Stock and an additional 366,700 shares of the Company's Common Stock were
issued as a dividend pursuant to such conversion.

         As of the date of this Quarterly  Report,  6,200,000 Series A Preferred
Stock and  6,200,000  Series A  Warrants  remain  outstanding.  If the  Series A
Preferred  Stock is converted by the holders  thereof,  an additional  9,226,600
shares of Common  Stock would be issued,  including  3,026,600  shares of Common
Stock as settlement of accrued 20% cumulative undeclared dividends on the Series
A Preferred Stock totaling approximately $756,650.

         As of the date of this Quarterly  Report,  2,510,000 shares of Series B
Preferred Stock remain  outstanding and, if converted,  an additional  2,510,000
shares of Common  Stock  would be issued,  including  995,5000  shares of Common
Stock as settlement of accrued 20% cumulative undeclared dividends on the Series
B Preferred Stock totaling approximately $497,750.

RESULTS OF OPERATION

Three-Month Period Ended March 31, 2001 Compared to Three-Month Period Ended
March 31, 2000

         The  Company's  net losses for the  three-month  period ended March 31,
2001  were  approximately  $256,965  compared  to a net  loss  of  approximately
$370,116 in the  corresponding  period of 2000.  During the  three-month  period
ended March 31, 2001 and March 31, 2000, the Company recorded no income.

         During  the  three-month  period  ended  March 31,  2001,  the  Company
recorded  operating  expenses  of $256,965  compared  to  $370,116 of  operating
expenses  recorded in the same period for 2000.  Property  exploration  expenses
decreased by approximately $13,639 during the three-month period ended March 31,
2001 from $15,239  incurred during the  three-month  period ended March 31, 2000
compared to $1,600 incurred during the three-month  period ended March 31, 2001.
This decrease in property  exploration  expenses resulted from suspension of any
further  exploration of the Blackhawk  Property and the cessation of work orders
for research, development and metallurgical services compared to the significant
property  exploration  expenses incurred in the same period for 2000 relating to
amounts paid by the Company for research, development and metallurgical services
performed  associated with contractual  agreements between the Company and AuRIC
Metallurgical  Laboratories  LLC ("AuRIC"),  Dames & Moore ("Dames & Moore") and
Geneva Resources, Inc. ("Geneva"), respectively.


                                       10
<PAGE>

         General and  administrative  expenses also  decreased by  approximately
$123,429 during the three-month period ended March 31, 2001 from $306,656
incurred during the three-month period ended March 31, 2000 compared to $183,227
incurred during the three-month period ended March 31, 2001. This decrease in
administrative expenses was due primarily to a decrease in overhead and
administrative expenses resulting from the decreasing scale and scope of overall
corporate activity pertaining to exploration and administration of the Blackhawk
Property. Of the $183,227 incurred as administrative expenses during the
three-month period ended March 31, 2001, $180,000 was incurred payable to
Investor Communications International, Inc. ("ICI") and Amerocan Marketing, Inc.
("Amerocan") for services rendered by ICI and Amerocan including, but not
limited to, financial, administrative and metals exploration management. During
the three-month period ended March 31, 2001, the Company paid $-0- to ICI and
Amerocan towards the amount due and owing. Two of the Company's
officers/directors are contracted by ICI and Amerocan and are part of the
management team provided by ICI and Amerocan to the Company.

         During  the  three-month  period  ended  March 31,  2001,  the  Company
recorded a loss of $256,965. As discussed above, the decrease in net loss during
the  three-month  period  ended March 31,  2001 as  compared to the  three-month
period  ended  March  31,  2000 is  attributable  primarily  to the  substantial
decrease in general and  administrative  expenses.  The  Company's  net earnings
(losses) during the three-month  period ended March 31, 2001 were  approximately
($256,965)  or  ($0.0032)  per  share  compared  to a net loss of  approximately
($370,116) or ($0.007) per share during the  three-month  period ended March 31,
2000. The weighted average number of shares  outstanding were 81,140,600 for the
three-month  period  ended  March  31,  2001  compared  to  50,916,934  for  the
three-month period ended March 31, 2000.

LIQUIDITY AND CAPITAL RESOURCES

         The Company's financial  statements have been prepared assuming that it
will continue as a going concern and,  accordingly,  do not include  adjustments
relating to the  recoverability  and realization of assets and classification of
liabilities  that might be necessary should the Company be unable to continue in
operation.

         As of the three-month  period ended March 31, 2001, the Company's total
assets  were  $2,915  compared  to total  assets of $3,368 for fiscal year ended
December 31, 2000. This decrease in total assets from fiscal year ended 2000 was
due primarily to a decrease in cash and cash equivalents.

         As of the three-month  period ended March 31, 2001, the Company's total
liabilities  were  $2,483,952  compared to total  liabilities  of $2,227,440 for
fiscal year ended  December 31, 2000.  This  increase in  liabilities  from from
fiscal year ended December 31, 2000 was due primarily to an increase in advances
due and owing by the Company to significant shareholders and debt holders in the
amount of $201,700 and an increase in accrued  interest  payable in the amount
of $30,484.

         Stockholders'  deficit  increased from ($2,224,072) for fiscal year
ended December 31, 2000 to ($2,481,037) for the three-month  period ended March
31, 2001.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

         On  September  27,  1999,  Geneva and INGC,  on behalf of the  Company,
initiated  legal  proceedings  against  AuRIC and  Dames & Moore by  filing  its
complaint in the  District  Court of the Third  Judicial  District for Salt Lake
City, State of Utah.


                                       11

<PAGE>

         INGC and AuRIC  entered into an Agreement  for Services  whereby  AuRIC
agreed to perform  certain  services,  including the  development of proprietary
technology and know-how relating to fire and chemical assay analysis  techniques
and  metallurgical  ore extraction  procedures  developed  specifically  for the
Blackhawk  Property (the "Proprietary  Technology").  Dames & Moore verified the
fire and chemical assay  techniques and procedures  developed by AuRIC and their
repeatability.  The Company  subsequently entered into multiple work orders with
Dames & Moore relating to a variety of services. Gevena and AuRIC entered into a
License Agreement whereby AuRIC agreed to (i) supply the Proprietary  Technology
to Geneva,  (ii) grant to Geneva a license to use the Proprietary  Technology on
claims located  adjacent to the Blackhawk  Property and the right to sub-license
the Proprietary Technology to the Company for use on the Blackhawk Property. The
Company and Geneva simultaneously entered into the Sub-License Agreement whereby
the Company  acquired from Geneva a sub-license to utilize  AuRIC's  Proprietary
Technology  and related  precious  metals  recovery  processes on the  Blackhawk
Property.

         On  September  27,  1999,  Geneva and INGC,  on behalf of the  Company,
initiated legal proceedings against AuRIC for: (i) multiple breaches of contract
relating to the Agreement for Services and the License Agreement,  respectively,
including, but not limited to, establishment and facilitation of the Proprietary
Technology and fire assay procedures  developed by AuRIC at an independent assay
lab and failure to deliver the  Proprietary  Technology  and  procedures  to the
Company,  Geneva and Dames & Moore;  (ii) breach of the implied covenant of good
faith  and  fair  dealing;  (iii)  negligent  misrepresentation;  (iv)  specific
performance,  (v)  non-disclosure  injunction;  (vi)  failure  by AuRIC to repay
advances,  and (vii) quantum  meruit/unjust  enrichment.  INGC, on behalf of the
Company,  also  named  Dames & Moore in the legal  proceeding  in a  declaratory
relief cause of action. Dames & Moore is currently a division of URS Corporation
pursuant to a merger.

         On October 8, 1999, Geneva and INGC, on behalf of the Company,  amended
its  complaint  by naming as  defendants  AuRIC,  Dames & Moore,  Ahmet  Altinay
General Manager of AuRIC,  and Richard Daniele,  Chief  Metallurgist for Dames &
Moore and  specifying  damages in excess of  $10,000,000.  The damages sought by
Geneva and INGC, on behalf of the Company,  are based on the general  claims and
causes of action set forth in the amended complaint  relating to reliance on the
assays and  representations  made by AuRIC, the actions and engineering  reports
produced by Dames & Moore and,  specifically,  the negligent  misrepresentations
and inaccuracies contained within some or all of those Dames & Moore reports and
breaches of contract by AuRIC and Dames & Moore.

         On or about November 17, 1999,  AuRIC,  Dames & Moore,  Richard Daniele
and Ahmet Altinay filed separate  answers to the amended  complaint,  along with
counterclaims and a third party complaint against Geneva,  INCG, the Company and
Brent Pierce for breach of contract  against Geneva,  breach of contract against
INCG, breach of contract against Pierce,  defamation against the Company,  INCG,
Geneva and Pierce,  injunctions  against the Company,  INCG,  Geneva and Pierce,
amongst  other  claims.  In their  defamation  claim  against the  Company,  the
plaintiffs  seek damages and punitive  damages in an amount to be  determined at
trial,  as well as attorney's  fees and costs.  In connection  with the cause of
action for preliminary and permanent injunctions against the Company,  AuRIC and
Ahmet Altinay seek attorney's fees and costs.


                                       12

<PAGE>

         On June 21, 2000,  Geneva and INGC,  on behalf of the Company,  filed a
second amended  complaint in the District  Court of the Third Judicial  District
for Salt Lake City, State of Utah. The second amended complaint increased detail
regarding  the  alleged  breaches  of contract  and  increased  causes of action
against other parties  involved by adding two new  defendants,  MBM  Consulting,
Inc. and Dr. Michael B. Merhtens,  who provided consulting services to INGC. The
second amended  complaint  also added certain claims of other entities  involved
through Geneva against the  defendants.  The  Proprietary  Technology  forms the
basis of claims  made by  Geneva  and INGC,  on  behalf of the  Company,  in the
complaints as filed with the District  Court.  Geneva and INGC, on behalf of the
Company,  allege that the Proprietary  Technology does not exist and that Geneva
and INGC were  fraudulently,  recklessly and/or  negligently  deceived by AuRIC,
Dames & Moore, and other parties to the lawsuit.

         Geneva and INGC subsequently  obtained an order from the District Court
granting its Motion to Compel.  The Order  requires that AuRIC and Dames & Moore
produce the  Proprietary  Technology  that was allegedly  developed by AuRIC and
confirmed  by multiple  engineering  reports by Dames & Moore for  Geneva's  and
INGC's  restricted  use by its legal  counsel and industry  experts.  Geneva and
INGC,  on behalf of the  Company,  have  obtained  an expert  opinion  as to the
ineffectiveness of the Proprietary Technology.

         On November 10, 2000, Geneva and INGC filed motions for partial summary
judgment against Dames & Moore and AuRIC.  Subsequently,  on March 19, 2001, the
motions for partial summary judgment were denied. The court, however, provided a
ninety-day  period during which both parties were required to prepare for trial,
and after such period the court would set a date for trial.

         As of the date of this Quarterly Report,  various depositions have been
taken by various parties to the lawsuit.  Discovery and document production have
been  conducted by both sides to the dispute.  Geneva and INGC, on behalf of the
Company,  continue  to pursue all such legal  actions and review  further  legal
remedies  against AuRIC and Dames & Moore,  and have hired an expert  witness in
this regard.

         On  approximately  June 14, 2000, Dames & Moore filed an action against
the  Company,  INGC and  others  in the  District  Court of the  Fifth  Judicial
District  of the State of Idaho,  in and for the County of Lincoln  (the  "Idaho
Lawsuit").  In the Idaho  Lawsuit,  Dames & Moore  seeks  foreclosure  of a lien
against the  Company  and/or  INGC which  purportedly  arose in favor of Dames &
Moore.  Dames & Moore seeks to have the mining claims sold to compensate Dames &
Moore for its services,  materials and  equipment.  Dames & Moore also seeks its
fees and costs  incurred in  enforcing  its claimed  lien.  The Company and INGC
filed an answer on or about  August 8, 2000.  No  discovery  has occurred in the
Idaho  Lawsuit.  The  Company  intends  to  vigorously  contest  the  claims and
allegations of Dames & Moore.

         Due to the Company's knowledge that the Blackhawk Property's unpatented
lode mining claims do not contain commercial  quantities of gold or silver, IGCO
has ceased to  maintain  and pay annual fees  relating to most of the  Blackhawk
Property  claimed areas,  except for certain claims  relating to the litigation.
Moreover,  management deems the proprietary technology purported to be developed
by AuRIC and  verified by Dames & Moore is crucial  with  respect to  successful
exploration of the Blackhawk Property.  Management has suspended  exploration of
the Blackhawk  Property and works  exclusively  towards  resolution of the legal
proceedings.  Management believes that the legal proceedings will prove that the
alleged proprietary technology is invalid.


                                       13

<PAGE>

         If  the  Proprietary  Technology  is  proven  to  be  invalid  and  not
transferable,  and  INGC/Geneva  are  not  successful  in  the  outcome  of  the
litigation  and damages are not awarded,  the Company may not be able to recover
its potential losses and expenses  incurred due to the breach of the Sub-License
Agreement by Geneva.  However,  if the  Proprietary  Technology  is proven to be
invalid and not  transferable,  and INGC/Geneva are successful in the outcome of
the litigation,  INGC/Geneva may then receive damages from AuRIC, Dames & Moore,
and other parties to the lawsuit.  Geneva's  damages  result  primarily from its
inability to transfer the  Proprietary  Technology  to the Company in accordance
with the provisions of the Sub-License Agreement.

         The Company and Geneva entered into an assignment  agreement  dated May
9, 2000 (the "Assignment Agreement") that transferred and conveyed to Geneva the
potential  claims  and  causes of action  that the  Company  may have  under the
Sub-License  Agreement  with  Geneva.  If damages are  recovered  in the lawsuit
initiated by Geneva and INGC, on behalf of the Company, the Company will receive
a pro rata share of such damages  relating to its claims and causes of action in
relation  to all  other  claims  and  causes of action  for  which  damages  are
recovered.  Thus,  Geneva  will  receive  any such pro rata share of the damages
recovered  pursuant to the terms and  provisions  of the  Assignment  Agreement.
Management  believes  that the  Company  will,  under  these  circumstances,  be
entitled  to receive a pro-rata  portion of the awarded  damages  for  potential
losses incurred due to the breach of the Sub-License Agreement by Geneva.

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

         No report required.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

         No report required.

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

         No report required.

ITEM 5.  OTHER INFORMATION

         No report required.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         (a) No exhibits required.
         (b) No Form 8-Ks have been filed.


                                       14

<PAGE>

SIGNATURES

     In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                             INTERGOLD CORPORATION

Dated: May 14, 2001                          By:/s/ GARY POWERS
                                             ---------------------------
                                             Gary Powers, President



Dated: May 14, 2001                          By:/s/GRANT ATKINS
                                             ----------------------------
                                             Grant Atkins, Secretary


















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