U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB/A
                                 AMENDMENT NO. 1

(Mark One)
[X]            QUARTERLY REPORT PURSUANT SECTION 13 OR 15(D) OF THE
                          SECURITIES EXCHANGE ACT OF 1934
          For the quarterly period ended: December 31, 1999

[ ]         TRANSITION REPORT PURSUANT SECTION 13 OF 15(D) OF THE
                          SECURITIES EXCHANGE ACT OF 1934
         For the transition period from _____________ to _____________

                         Commission file number 0-27953

                           GOLDEN RIVER RESOURCES INC.
        (Exact name of small business issuer as specified in its charter)

           NEVADA                                     98-0187538
(State or other jurisdiction of                     (IRS Employer
 incorporation or organization)                  Identification No.)


         2420 PANDOSY STREET, KELOWNA, BRITISH COLUMBIA, CANADA V1Y 1T8
                    (Address of principal executive offices)

                                 (250) 717-1049
                           (Issuer's telephone number)

                                 NOT APPLICABLE
              (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 No X

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

            17,005,072 SHARES OF COMMON STOCK, $.001 PAR VALUE, AS OF
                                DECEMBER 31, 1999

 Transitional Small Business Disclosure Format (check one);  Yes      No   X
                                                                ----     -----


<PAGE>








                  Consolidated Financial Statements of

                  GOLDEN RIVER RESOURCES INC.

                  (An Exploration Stage Enterprise)

                  Six month period ended, December 31, 1999
                  (Unaudited - Prepared by Management)






                                      2


<PAGE>


GOLDEN RIVER RESOURCES INC.
(An Exploration Stage Enterprise)
Consolidated Balance Sheet

$ United States

December 31, 1999 and 1998
(Unaudited - Prepared by Management)

<TABLE>
<CAPTION>
================================================================================================================
                                                                                    1999                   1998
================================================================================================================
<S>                                                                       <C>                     <C>

ASSETS

Current Assets
     Cash                                                                  $       8,561          $      90,757
     Prepaid expense                                                               4,688                    -
================================================================================================================
                                                                                  13,249                 90,757

Capital assets, net of amortization                                                9,915                    -

================================================================================================================
                                                                           $      23,164          $      90,757
================================================================================================================

LIABILITIES AND STOCKHOLDERS' DEFICIENCY

Current liabilities
     Accounts payable and accrued liabilities                              $     140,570          $      13,536
     Due to shareholders                                                          22,228                 97,473
     Shares to be issued for cash                                                    -                  498,832
     Long term debt (note 2)                                                     100,233                    -
================================================================================================================
                                                                                 263,031                609,841

Stockholders' Deficiency
     Capital stock                                                             1,642,475                469,994
     Additional paid in capital                                                   78,700
     Deficit accumulated during the exploration stage                        (1,973,889)            (1,014,718)
     Accumulated other comprehensive income
         Cumulative translation adjustment                                        12,847                 25,640
================================================================================================================
                                                                                (239,867)              (519,084)

================================================================================================================
                                                                           $      23,164          $      90,757
================================================================================================================
</TABLE>


See accompanying notes to consolidated financial statements.


On behalf of the Board:

     /s/ "ROGER D. WATTS"
---------------------------- Director

    /s/ "R. BRUCE MANERY"
---------------------------- Director



                                      3

<PAGE>


GOLDEN RIVER RESOURCES INC.
(An Exploration Stage Enterprise)
Consolidated Statement of Loss

$ United States

Six month period ended December 31, 1999 and 1998
(Unaudited - Prepared by Management)

<TABLE>
<CAPTION>
===============================================================================================================
                                                     From Inception
                                                    (June 13, 1997)
                                               to December 31, 1999                 1999                   1998
===============================================================================================================
<S>                                                 <C>                  <C>                      <C>

Expenses
     Amortization                                    $          794      $           562          $          -
     Consulting fees                                         97,586               94,765                     -
     Exploration of mineral properties                      358,379               42,406                 78,974
     General and administrative                              84,370               21,977                 14,507
     Management fees                                        125,308                  -                   12,593
     Option payments to acquire mineral
       properties written off                               860,489               30,000                297,602
     Professional fees                                      228,836               44,465                 66,918
     Travel and promotion                                   217,127               28,355                 34,916
================================================================================================================
                                                          1,973,889              262,530                505,510
================================================================================================================

Loss                                                 $   (1,973,889)     $      (262,530)         $    (505,510)
================================================================================================================

Weighted average number of shares                         6,918,865           15,376,079              3,469,808
Loss per share                                       $        (0.29)     $         (0.02)         $       (0.15)
================================================================================================================
</TABLE>


See accompanying notes to consolidated financial statements.


                                      4

<PAGE>


GOLDEN RIVER RESOURCES INC.
(An Exploration Stage Enterprise)
Consolidated Statement of Stockholders' Deficiency and Comprehensive Income

$ United States

Six month period ended December 31, 1999
(Unaudited - Prepared by Management)

<TABLE>
<CAPTION>
===================================================================================================================
                                                                            Deficit
                                                                        Accumulated     Accumulated
                                                        Additional       During the           Other          Total
                                  CAPITAL STOCK            Paid in      Exploration   Comprehensive   Stockholders
                              Shares          Amount       Capital            Stage          Income         Equity
===================================================================================================================
<S>                        <C>           <C>           <C>             <C>            <C>             <C>

Golden River Balance,
June 30, 1999              14,822,872    $ 1,537,475   $         -      $(1,711,359)  $     12,922    $  (160,962)

Issued for services         1,932,200        193,220             -                -              -        193,220

Share issue costs                  -        (118,220)            -                -              -       (118,220)

Compensation cost of
  options issued to
  non-employees                    -              -         78,700                -              -         78,700

Shares issued pursuant
  to Mineral Property
  agreement @ $.12
  per share                   250,000         30,000             -                -              -         30,000
-------------------------------------------------------------------------------------------------------------------
                           17,005,072      1,642,475        78,700       (1,711,359)        12,922         22,738

Comprehensive income:
  Loss                             -              -              -         (262,530)             -       (262,530)
  Foreign currency
     translation adjustment        -              -              -                -            (75)           (75)
-------------------------------------------------------------------------------------------------------------------
Comprehensive loss                 -              -              -         (262,530)           (75)      (262,605)

-------------------------------------------------------------------------------------------------------------------
Balance December 31,
  1999 (Unaudited)        17,005,072     $ 1,642,475   $    78,700      $(1,973,889)  $     12,847    $  (239,867)
===================================================================================================================
</TABLE>

See accompanying notes to consolidated financial statements.


                                      5

<PAGE>


GOLDEN RIVER RESOURCES INC.
(An Exploration Stage Enterprise)
Consolidated Statement of Cash Flows

$ United States

Six month period ended December 31, 1999 and 1998
(Unaudited - Prepared by  Management

<TABLE>
<CAPTION>
==================================================================================================================
                                                    From Inception
                                                   (June 13, 1997)
                                              to December 31, 1999                 1999                   1998
==================================================================================================================
<S>                                               <C>                      <C>                   <C>

Loss                                                 $  (1,973,889)        $   (262,530)         $    (505,510)

Cash flows from operating activities:
  Items not involving cash:
    Amortization                                              1,794                  562                    -
    Option payments to acquire mineral
      properties written off                                 60,000               30,000                    -
    Compensation cost of options issued
      to non-employees                                       78,700               78,700                    -
    Accounts payable and accrued liabilities                 80,242               (5,999)               (23,244)
    Other changes in non-cash operating
    Working capital                                          17,541               11,570                 92,472
==================================================================================================================
                                                         (1,735,612)            (147,697)              (436,282)
Cash flows from investing activities:
   Purchase of capital assets                               (12,467)              (1,049)                    -

Cash flows from financing activities:
   Proceeds from long term debt                             100,233              100,233                     -
   Proceeds from share subscriptions                            -                    -                  498,832
   Issuance of capital stock                                903,971                  -                    6,614
   Proceeds from realization of assets acquired from
     the business combination with Golden River             739,589                  -                      -
==================================================================================================================
                                                          1,743,793              100,233                505,446

Foreign currency translation adjustment                      12,847                 (75)                  8,795
==================================================================================================================
Increase (decrease) in cash                                   8,561             (48,588)                 77,959

Cash position, beginning of period                              -                 57,149                 12,798

==================================================================================================================
Cash position, end of period                         $        8,561        $       8,561         $       90,757
==================================================================================================================
</TABLE>


See accompanying notes to consolidated financial statements.


                                      6

<PAGE>


GOLDEN RIVER RESOURCES INC.
(An Exploration Stage Enterprise)
Notes to Consolidated Financial Statements

$ United States

Six month period ended December 31, 1999 and 1998
(Unaudited - Prepared by Management)

================================================================================

1.   SIGNIFICANT ACCOUNTING POLICIES:

     a)   In the opinion of management,  all  adjustments  (consisting of normal
          recurring  items)  necessary  for  the  fair   presentation  of  these
          unaudited  financial  statements in conformity with generally accepted
          accounting principles have been made.

     b)   Translation of Financial Statements

          The Company's  subsidiary,  Rob Roy Resources Ltd., operates in Canada
          and its operation are conducted in Canadian currency.

          These consolidated  statements are presented in United States currency
          for the convenience of readers  accustomed to United States  Currency.
          The method of translation applied is as follows:

          i)   Monetary  assets and  liabilities  are  translated at the rate of
               exchange in effect at the balance  sheetdate,  being US $1.00 per
               Cdn $1.4721.

          ii)  Non-monetary assets and liabilities are translated at the rate of
               exchange in effect at the date transaction occurred.

          iii) Revenues and expenses  are  translated  at the  exchange  rate in
               effect at the transaction date.

          iv)  The net adjustment  arising from the translation is recorded in a
               separate  component of  stockholders'  equity called  "Cumulative
               translation  adjustment" which is included in "Accumulated  other
               comprehensive income".

     c)   Loss per share

          Loss per share has been calculated  using the weighted  average number
          of common  shares  outstanding  during the  period.  The effect of the
          contingent stock issues pursuant to the La Mexicana agreement, and the
          stock options issued during the period (note 3) have not been included
          in the computation because to do so would be anti-dilutive.

2.   LONG TERM DEBT:

     The long term debt is demand in nature,  does not bear  interest and has no
     fixed terms of repayment.



                                      7


<PAGE>


GOLDEN RIVER RESOURCES INC.
(An Exploration Stage Enterprise)
Notes to Consolidated Financial Statements

$ United States

Six month period ended December 31, 1999 and 1998
(Unaudited - Prepared by Management)

================================================================================

3.   STOCK OPTION PLAN:

     During 1999,  the Company  adopted a stock  option plan whereby  directors,
     officers  and  employees of the Company were granted the right to subscribe
     for up to 10% of the issued and outstanding shares of the Company at prices
     to be fixed at the time the options are granted. Options issued pursuant to
     the Plan have a vesting period of three months,  and expire five years from
     the date of issue. The Company applies APB Opinion NO. 25 in accounting for
     its employee stock option plan whereby  compensation  cost is recorded only
     to the extent that the market price exceeds the exercise  price at the date
     of grant and, accordingly, no compensation cost is recognized for its stock
     options in these financial  statements.  Options  granted to  non-employees
     will be accounted for at their fair value at the date of grant.

     During the period ended  December 31, 1999,  the Company  issued  1,450,000
     common share stock  options.  These stock options have an exercise price of
     $0.10  per  share,  a  vesting  date of  December  23,  1999 and  expire on
     September 23, 2004.

     Of these options, $1,050,000 were granted to non-employees.  The fair value
     of these options has been  determined to be $78,700 using the Black Scholes
     Method  using the expected  life to be the life of the options,  volatility
     factor of 95%, risk free rate of 5.5% and no assumed dividend rate.



                                      8




<PAGE>



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

Effective  March 10, 1999, the Company  completed the acquisition of 100% of the
outstanding  common shares of Rob Roy Resources Inc. ("Rob Roy"). As the Rob Roy
shareholders  obtained  effective control of the Company through the exchange of
their  shares of Rob Roy for shares of the  Company,  the  acquisition  has been
accounted  for  in  these  consolidated   financial   statements  as  a  reverse
acquisition.  Consequently,  the consolidated statements of loss and deficit and
changes in cash  flows  reflect  the  results  from  operations  and  changes in
financial position of Rob Roy, the legal subsidiary,  since inception,  combined
with those of the Company,  the legal parent,  from the date of  acquisition  on
March 10, 1999, in accordance with generally accepted accounting  principles for
reverse acquisitions. In addition, the comparative figures are those of Rob Roy,
the legal subsidiary.

The Company's  fiscal year end is June 30. The following is a summary of certain
selected  financial  information for the six months ended December 31, 1999, the
fiscal year ended June 30, 1999,  and the period from its date of  incorporation
to June 30, 1998.  Reference should be made to the financial statements attached
to this  registration  statement to put the  following  summary in context.  All
dollar figures referred to in this section relating to the Company are listed in
US dollars unless otherwise noted.

<TABLE>
<CAPTION>

                                                                                                 INCEPTION (JUNE 13,
                                     SIX MONTHS ENDED                  YEAR ENDED                 1997) TO JUNE 30,
                                     DECEMBER 31, 1999               JUNE 30, 1999                1998 (UNAUDITED)
<S>                                 <C>                           <C>                            <C>
------------------------------------------------------------------------------------------------------------------------
Revenues                                    --                             --                            --
------------------------------------------------------------------------------------------------------------------------
(Loss) from
continuing operations               $      (262,530)              $   (1,202,151)                $      (509,208)
------------------------------------------------------------------------------------------------------------------------
(Loss) per common
share                               $         (0.02)              $        (0.15)                $         (0.26)
------------------------------------------------------------------------------------------------------------------------

------------------------------------------------------------------------------------------------------------------------
                                     DECEMBER 31, 1999               JUNE 30, 1999                  JUNE 30, 1998
------------------------------------------------------------------------------------------------------------------------
Working capital
(deficiency)                        $      (249,782)              $     (170,390)                $       (28,983)
------------------------------------------------------------------------------------------------------------------------
Total assets                        $        23,164               $       72,797                 $        12,798
------------------------------------------------------------------------------------------------------------------------
Long-term obligations                       --                             --                            --
------------------------------------------------------------------------------------------------------------------------
</TABLE>


RESULTS OF OPERATIONS

During the six months ended  December 31, 1999,  the Company  incurred a loss of
$262,530 due to  expenditures  for  consulting  fees  ($94,765),  exploration of
mineral properties ($42,406),  professional fees ($44,465), travel and promotion
($28,355),  and general and administrative  ($21,977).  In addition,  $30,000 in
option payments to acquire mineral  properties was written off. This compares to
a loss of $505,510  for the six months ended  December  31, 1998,  with the most
significant  expenditure  being $297,602 in option  payments to acquire  mineral
properties written off.


                                        9

<PAGE>



Due to the  lack  of any  revenues,  and the  cumulative  losses  of  $1,711,359
incurred through June 30, 1999, and $1,973,889  through December 31, 1999, there
is a  substantial  doubt  about the  Company's  ability to  continue  as a going
concern,  as noted in the report of the  independent  auditors on the  Company's
financial  statements.  The Company  requires  additional  financing to continue
operations and to undertake the exploration  programs  described below. If it is
unable to obtain  such  financing,  it may be unable to continue  operations  or
engage in the exploration programs.

FINANCIAL CONDITION

Since inception,  the Company's capital resources have been limited. The Company
has had to rely upon the sale of equity securities for cash required to fund the
administration of the Company. From its inception through December 31, 1999, the
Company has raised  $730,823,  net of share  issuance costs from the sale of its
Common Stock. In addition,  850,000 shares have been issued for mineral property
options and 200,000 shares have been issued for services. Since the Company does
not expect to generate any revenues in the near future, it will have to continue
to rely upon sales of equity and debt  securities to raise  capital.  It follows
that there can be no assurance  that  financing,  whether  debt or equity,  will
always be available to the Company in the amount required at any particular time
or for any particular period or, if available,  that it can be obtained on terms
satisfactory to the Company.

At December 31, 1999, the Company had a working capital  deficiency of $249,782,
as compared to a deficiency  of $170,390 at June 30, 1999.  The increase was due
primarily to the loss incurred during the six months then ended.

PLAN OF OPERATION

In  addition  to option  payments  of $5,000  due  toward  the  January  1, 2000
installment , the Company is required to invest a total of $300,000 on or before
June 12, 2000 and $1,000,000 on or before February 12, 2001 on work commitments.
The Company must also issue  750,000  shares of Common Stock by March 2002.  The
Company  issued the minimum of 250,000  shares by  February  12,  2000,  leaving
500,000  shares to be issued by March 2002. The Company plans to conduct a Phase
1  regional  geochemical  survey  over  the La  Mexicana  property  at a cost of
approximately $19,000. The Phase 1 program will be followed by a Phase 2 program
at a cost of  approximately  $77,000.  The Company does not  presently  have the
funds available for either the Phase 1 or Phase 2 program and will have to raise
additional  funds by way of debt or equity in order to finance same. It does not
have any arrangements for such funding at present. If the Company were unable to
raise the funds  necessary  to satisfy the option  payment  and work  commitment
requirements,  the  Company  would seek an  extension  from the  optionor of the
Mexicana I property.  There is no  assurance  that the Company  would be able to
obtain an extension.  If the Company  defaulted in its  obligations,  the option
agreement  would be terminated  and the Company  would lose  everything of value
paid for the property.

In addition to the property  obligations  described in the preceding  paragraph,
the Company has only normal trade  obligations.  As of December 31, 1999,  these
trade obligations were $140,570, of which $129,066 was outstanding for more than
90 days. The officers and directors of the Company and

                                       10

<PAGE>



the persons to whom the long-term  debt of $100,233 is owed,  have not given the
Company a fixed date for repayment.

As of December  31,  1999,  the Company had  approximately  $8,500 cash on hand.
However, in January 2000, the Company borrowed $75,000, which will be sufficient
to  satisfy  its cash  requirements  for the next four to six  months of minimal
operations.  The Company  would be able to maintain an office,  but would not be
able to undertake  the  exploration  programs on the  property,  make any option
payments,  or service any existing debt. The Company does not intend to hire any
more full-time employees over the next 12 months. Subject to the availability of
funds the Company will hire additional  employees and consultants on a part-time
basis in order to carry out its  proposed  work  programs.  The Company does not
intend to make any purchases of plant or equipment over the next 12 months.

If the  Transmeridian  transaction  should be  completed,  the Company  would be
required to arrange for a private  placement in the minimum amount of $2,000,000
to cover immediate working capital and project costs. Since the Company has just
started its due diligence work on Transmeridian and no progress has been made in
recent months, management does not believe that the acquisition of Transmeridian
is probable.  Accordingly,  the Company has not made any plans with respect to a
proposed private placement.

YEAR 2000 READINESS DISCLOSURE

The Year 2000 issue refers to the  inability  of computer and other  information
technology  systems to properly  process  date and time  information  due to the
programming  of a two digit year rather than a four digit year. The risk is that
a system will  recognize  the digits "00" as 1900 rather than the year 2000,  or
that the system may not recognize "00" as a year at all. As a result,  computers
and embedded  processing systems may be at risk of malfunctioning,  particularly
during the transition from 1999 to 2000.

The Company has  completed  its  assessment of the impact of Year 2000 issues on
its  business  operations.  The Year 2000 issue may  affect the  Company in four
principal  areas  including:  (1) computer  systems such as personal  computers,
operating  systems,   business  software,  and  application  software  including
accounting systems,  technical support software and administration software; (2)
field assets (primarily embedded systems) such as programmable logic controllers
and equipment control panels; (3) other systems such as telephones, photocopiers
and facsimile machines; and (4) third-party suppliers and service providers such
as banks and insurance companies.

To date,  the Company  has  implemented  and tested its  computer  software  and
hardware  for Year 2000  compliance  and has  concluded  that its  hardware  and
software is Year 2000 compliant.

The  Company's  Year 2000  program is designed to reduce the  Company's  risk of
material  losses due to the Year 2000 issue.  Management does not anticipate any
material adverse effect from the Year 2000 issue; however, the Company cannot be
certain that it will not suffer material adverse effects in the event that third
parties  upon which the Company is  dependent  are unable to resolve  their Year
2000 issues.

                                       11

<PAGE>



                           PART II - OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

           Not Applicable.

ITEM 2.    CHANGES IN SECURITIES

           In November 1999, the Company issued 1,182,200 shares of Common Stock
           to 67849 Capital Ltd. as payment for services valued at $118,220.  In
           addition, the Company issued 250,000 shares to Ing. Cuitlahuac Rangel
           Alcaraz valued at $30,000,  pursuant to the  obligations set forth in
           the amended Option Agreement on the La Mexicana property. The Company
           relied upon the exemption from registration contained in Section 4(2)
           of the  Securities  Act of 1933.  No  underwriters  were  used and no
           underwriting commissions were paid.

ITEM 3.    DEFAULTS UPON SENIOR SECURITIES

           Not Applicable.

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

           Not Applicable.

ITEM 5.    OTHER INFORMATION

           Not Applicable.

ITEM 6.    EXHIBITS AND REPORTS ON FORM 8-K

           A)       EXHIBITS

<TABLE>
<CAPTION>
REGULATION                                                                           CONSECUTIVE
S-B NUMBER                       EXHIBIT                                             PAGE NUMBER
<S>          <C>                                                                     <C>

  2.1        Offer to Purchase (1)                                                       N/A

  3.1        Articles of Incorporation (1)                                               N/A

  3.2        Bylaws (1)                                                                  N/A

 10.1        Mexicana I Agreement dated as of February 12, 1998 (1)                      N/A

 10.2        La Lajita Agreement dated as of February 12, 1998 (1)                       N/A

 10.3        1999 Stock Option Plan (1)                                                  N/A

 10.4        Agreement with Transmeridian Exploration Inc., as amended (1)               N/A



                                       12

<PAGE>



REGULATION                                                                           CONSECUTIVE
S-B NUMBER                       EXHIBIT                                             PAGE NUMBER


 10.5        Letter of Intent with OREX Gold Mines Corporation (1)                       N/A

 10.6        Mexicana I Agreement dated as of November 12, 1999 (1)                      N/A

 10.7        Interim Financing Agreement                                                 N/A

  27         Financial Data Schedule                                                     N/A
</TABLE>

----------------------------
(1)      Incorporated  by reference to the exhibits filed with the  Registration
         Statement on Form 10-SB, File No. 0-27953

             B)    REPORTS ON FORM 8-K:

                   None.


                                       13

<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.

                                  GOLDEN RIVER RESOURCES INC.
                                  (Registrant)


Date:    April 10, 2000           By:   /s/ Robert Bruce Manery
                                     ----------------------------------------
                                       Robert Bruce Manery, Secretary
                                       (Principal financial officer)

                                       14

<PAGE>