---

UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington, D.C.
20549

FORM 10-QSB/A

Amendment No. 1

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

For the quarterly period ended: August 31,
2008

OR

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

For the transition period from _________ to _________

Commission File Number 000-12132

SILVERADO GOLD MINES
LTD.(NAME OF SMALL BUSINESS ISSUER AS SPECIFIED IN ITS
CHARTER)

|British Columbia, Canada                                             | 98-0045034                          
|-------------------------------------------------------------------- | ------------------------------------
|(State or other jurisdiction of incorporation or
      organization) | (I.R.S. Employer Identification No.)
|                                                                     |                                     
|1111 West Georgia Street, Suite 1820,                                |                                     
|Vancouver, British Columbia, Canada                                  | V6E 4M3                             
|(Address of principal executive offices)                             | (Zip Code)                          

Issuer's telephone number: (800) 665-4646

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

Check whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Number of shares outstanding as of October 20, 2008: 959,437,101
common shares.

Transitional Small Business Disclosure Format: Yes [ ] No
[X]

---

EXPLANATORY NOTE

Silverado Gold Mines Ltd. is filing this Amendment No. 1 to its
Quarterly Report on Form 10-QSB, filed with the Securities and Exchange
Commission on October 20, 2008, in order to restate the financial statements for
the corresponding period and to address the comments of the SEC following the
conclusion of its review of certain of the Companys filings.

2

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|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES
|----------------------------------------------
|(An Exploration Stage Company)                
|INDEX                                         
|                                              
|Quarterly Period Ended August 31, 2008        

|           |                       |                                                                                                                                                                                                                                                                                 | Page
|---------- | --------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ----
|PART I     | FINANCIAL INFORMATION |                                                                                                                                                                                                                                                                                
|           | ITEM 1                | FINANCIAL STATEMENTS                                                                                                                                                                                                                                                            |     
|           |                       | Condensed Consolidated Balance Sheets as of August 31,
      2008 (unaudited) and November 30, 2007 (audited)                                                                                                                                                                   | 4   
|           |                       | Condensed Consolidated Statements of Operations and Other
      Comprehensive Loss for the three and nine months ended August 31, 2008 and
      2007, and for the period from December 1, 2001 (Recommencement of
      Exploration Stage) through August 31, 2008 (unaudited) | 5   
|           |                       | Condensed Consolidated Statements of Cash Flows for the
      nine months ended August 31, 2008 and 2007, and for the period from
      December 1, 2001 (Recommencement of Exploration Stage) through August 31,
      2008 (unaudited)                                        | 6   
|           |                       | Notes to the Condensed Consolidated Financial Statements
      as of August 31, 2008 (unaudited)                                                                                                                                                                                | 6   
|           | ITEM
      2          | MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION                                                                                                                                                                                                                       | 20  
|           | ITEM
      3          | CONTROLS AND PROCEDURES                                                                                                                                                                                                                                                         | 25  
|PART II    | OTHER INFORMATION     |                                                                                                                                                                                                                                                                                
|           | ITEM
      1          | LEGAL PROCEEDINGS                                                                                                                                                                                                                                                               | 26  
|           | ITEM
      2          | UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
      PROCEEDS                                                                                                                                                                                                               | 26  
|           | ITEM
      3          | DEFAULTS UPON SENIOR SECURITIES                                                                                                                                                                                                                                                 | 26  
|           | ITEM
      4          | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                                                                                                                                                                                                                             | 26  
|           | ITEM
      5          | OTHER INFORMATION                                                                                                                                                                                                                                                               | 26  
|           | ITEM
      6          | EXHIBITS                                                                                                                                                                                                                                                                        | 27  
|SIGNATURES |                       | 29                                                                                                                                                                                                                                                                             

3

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PART I FINANCIAL INFORMATION

|ITEM 1. | FINANCIAL STATEMENTS
|------- | --------------------

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES
|----------------------------------------------
|(An Exploration Stage Company)                
|CONDENSED CONSOLIDATED BALANCE SHEETS         
|(Stated In United States Dollars)             

|                                                            |   | August 31, 2008 |   |   | November 30, 2007 |  
|----------------------------------------------------------- | - | --------------- | - | - | ----------------- | -
|                                                            |   | (Unaudited)     |   |   | (Audited)         |  
|                                                            |   | (Restated)      |   |   | (Restated)        |  
|ASSETS                                                      |   |                 |   |   |                   |  
|Current Assets                                              |   |                 |   |   |                   |  
|Cash and cash
      equivalents                             | $ | 239,938         |   | $ | 1,073,457         |  
|Gold inventory                                              |   | 121,822         |   |   | 1,969,870         |  
|Prepaid and other
      receivables                         |   | 40,014          |   |   | 294,505           |  
|Total Current Assets                                        |   | 401,774         |   |   | 3,337,832         |  
|Mineral rights                                              |   | 1,180,821       |   |   | 1,012,316         |  
|Property, plant and equipment, net                          |   | 2,209,968       |   |   | 2,158,379         |  
|TOTAL ASSETS                                                | $ | 3,792,563       |   | $ | 6,508,527         |  
|                                                            |   |                 |   |   |                   |  
|                                                            |   |                 |   |   |                   |  
|                                                            |   |                 |   |   |                   |  
|LIABILITIES                                                 |   |                 |   |   |                   |  
|Current Liabilities                                         |   |                 |   |   |                   |  
|Accounts payable and
      accrued liabilities              | $ | 318,757         |   | $ | 210,404           |  
|Mineral claims royalty payable                              |   | 390,000         |   |   | 360,000           |  
|Due to related parties                                      |   | 520,790         |   |   | 1,214,717         |  
|Convertible debentures, current portion                     |   | 140,000         |   |   | 140,000           |  
|Capital lease
      obligation, current portion             |   | -               |   |   | 31,013            |  
|Total Current Liabilities                                   |   | 1,369,547       |   |   | 1,956,134         |  
|Asset retirement obligation                                 |   | 548,850         |   |   | 529,311           |  
|Total Liabilities                                           |   | 1,918,397       |   |   | 2,485,445         |  
|                                                            |   |                 |   |   |                   |  
|SHAREHOLDERS' EQUITY                                        |   |                 |   |   |                   |  
|Common stock                                                |   |                 |   |   |                   |  
|Authorized: unlimited common shares
      with no par value |   |                 |   |   |                   |  
|Issued and outstanding:                                     |   |                 |   |   |                   |  
|934,270,430 common
      shares (2007:785,607,717)          |   | 93,911,823      |   |   | 89,374,641        |  
|Additional paid-in capital                                  |   | 1,200,408       |   |   | 1,200,408         |  
|Subscriptions received                                      |   | -               |   |   | 275,136           |  
|Accumulated deficit during exploration
      stage          |   | (93,238,065     | ) |   | (86,827,103       | )
|Total Stockholders' Equity                                  |   | 1,874,166       |   |   | 4,023,082         |  
|TOTAL LIABILITIES AND STOCKHOLDERS'
      EQUITY            | $ | 3,792,563       |   | $ | 6,508,527         |  

The accompanying notes are an integral part of these condensed
consolidated financial statements

4

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|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES           
|---------------------------------------------------------
|(An Exploration Stage Company)                           
|CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER
|COMPREHENSIVE LOSS (UNAUDITED)                           
|(Stated In United States Dollars)                        

|                                                                        |   | Three Months Ended |   |   | Nine Months Ended |   |   | Period Since    |  
|----------------------------------------------------------------------- | - | ------------------ | - | - | ----------------- | - | - | --------------- | -
|                                                                        |   |                    |   |   |                   |   |   |                 |  
|                                                                        |   | August 31, 2008    |   |   | August 31, 2007   |   |   | August 31, 2008 |  
|                                                                        |   |                    |   |   |                   |   |   |                 |  
|                                                                        |   | (Unaudited)        |   |   | (Unaudited)       |   |   | (Unaudited)     |  
|                                                                        |   | (Restated)         |   |   | (Restated)        |   |   | (Restated)      |  
|                                                                        |   |                    |   |   |                   |   |   |                 |  
|General and administrative expenses                                     |   |                    |   |   |                   |   |   |                 |  
|Accounting and audit                                                    | $ | 107,175            |   | $ | 29,794            |   | $ | 283,099         |  
|Advertising, promotion
      and travel                                 |   | 47,250             |   |   | 171,242           |   |   | 184,234         |  
|Consulting fees                                                         |   | 350,941            |   |   | 229,818           |   |   | 847,062         |  
|Depreciation,
      amortization, accretion and impairment              |   | 91,523             |   |   | 54,142            |   |   | 256,440         |  
|Exploration expenses                                                    |   | 955,379            |   |   | 838,212           |   |   | 1,971,920       |  
|Financing activities                                                    |   | -                  |   |   | -                 |   |   | -               |  
|Legal                                                                   |   | 174,620            |   |   | 68,073            |   |   | 278,411         |  
|Management fees                                                         |   | 307,439            |   |   | 134,263           |   |   | 593,145         |  
|Office Expenses                                                         |   | 285,558            |   |   | 253,673           |   |   | 651,777         |  
|Related party charges
      in excess of costs incurred                 |   | 411,062            |   |   | 389,243           |   |   | 940,654         |  
|Reporting and investor relations                                        |   | 199,970            |   |   | 65,721            |   |   | 382,926         |  
|Research                                                                |   | 27,000             |   |   | 13,500            |   |   | 243,500         |  
|Transfer agent and filing fees                                          |   | 23,731             |   |   | 10,185            |   |   | 54,725          |  
|Write-off of mineral
      claim expenditures                           |   | -                  |   |   | -                 |   |   | -               |  
|Write-down of property, plant and
      equipment                       |   | -                  |   |   | -                 |   |   | -               |  
|Total expenses                                                          |   | 2,981,648          |   |   | 2,257,866         |   |   | 6,687,893       |  
|Loss from operations                                                    |   | (2,981,648         | ) |   | (2,257,866        | ) |   | (6,687,893      | )
|Gold income earned during the
      exploration stage                   |   |                    |   |   |                   |   |   |                 |  
|Gold sale proceeds earned during the
      exploration stage            |   | 1,748,149          |   |   | 235,683           |   |   | 2,121,064       |  
|Cost of gold sold                                                       |   | (1,476,916         | ) |   | (247,664          | ) |   | (1,848,048      | )
|Gold inventory addition from gold
      extraction                      |   | -                  |   |   | 2,450,371         |   |   | -               |  
|Total gold income earned during the
      exploration stage             |   | 271,233            |   |   | 2,438,390         |   |   | 273,016         |  
|Other income (expenses)                                                 |   |                    |   |   |                   |   |   |                 |  
|Interest and other
      income                                         |   | 597                |   |   | 10,009            |   |   | 20,941          |  
|Interest expenses on capital lease
      obligations                    |   | -                  |   |   | (3,338            | ) |   | (6,611          | )
|Interest expenses on
      convertible debentures                       |   | (2,800             | ) |   | (2,800            | ) |   | (8,400          | )
|Other interest expenses and bank
      charges                          |   | (3,309             | ) |   | (1,962            | ) |   | (11,274         | )
|Total other (expenses) / income                                         |   | (5,512             | ) |   | 1,909             |   |   | (5,344          | )
|Net (loss) / income before cumulative effect of
      accounting change |   | (2,715,927         | ) |   | 182,433           |   |   | (6,420,221      | )
|Cumulative effect of accounting
      change                            |   | -                  |   |   | -                 |   |   | -               |  
|Net (loss) / income                                                     |   | (2,715,927         | ) |   | 182,433           |   |   | (6,420,221      | )
|Other comprehensive income                                              |   |                    |   |   |                   |   |   |                 |  
|Gain (loss) on foreign exchange                                         |   | 139,297            |   |   | (25,160           | ) |   | 9,259           |  
|                                                                        |   |                    |   |   |                   |   |   |                 |  
|Comprehensive (loss) / income for the period                            | $ | (2,576,630         | ) | $ | 157,273           |   | $ | (6,410,962      | )
|                                                                        |   |                    |   |   |                   |   |   |                 |  
|Net loss per share                                                      | $ | (0.003             | ) | $ | 0.000             |   | $ | (0.007          | )
|                                                                        |   |                    |   |   |                   |   |   |                 |  
|Basic and diluted weighted average number                               |   |                    |   |   |                   |   |   |                 |  
|of common shares
      outstanding                                      |   | 927,792,169        |   |   | 716,459,626       |   |   | 899,279,514     |  

The accompanying notes are an integral part of these condensed
consolidated financial statements

5

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|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES                   
|-----------------------------------------------------------------
|(An Exploration Stage Company)                                   
|CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
      (UNAUDITED)
|(Stated In United States Dollars)                                

|                                                                              |   |                   |   |   |                   |   |   | Period Since           |  
|----------------------------------------------------------------------------- | - | ----------------- | - | - | ----------------- | - | - | ---------------------- | -
|                                                                              |   | Nine Months Ended |   |   | Recommencement of |  
|                                                                              |   |                   |   |   |                   |   |   | Exploration Stage from |  
|                                                                              |   | August 31, 2008   |   |   | August 31, 2007   |   |   | December 1, 2001 to    |  
|                                                                              |   | (Unaudited)       |   |   | (Unaudited)       |   |   | August 31, 2008        |  
|                                                                              |   | (Restated)        |   |   | (Restated)        |   |   | (Restated)             |  
|CASH PROVIDED BY (USED FOR):                                                  |   |                   |   |   |                   |   |   |                        |  
|Operating activities:                                                         |   |                   |   |   |                   |   |   |                        |  
|Net comprehensive loss
      for the period                                   | $ | (6,410,962        | ) | $ | (5,172,740        | ) | $ | (44,333,121            | )
|Adjustments to reconcile loss to net cash used
      in operating activities: |   |                   |   |   |                   |   |   |                        |  
|Cumulative
      effect of accounting change                                  |   | -                 |   |   | -                 |   |   | 99,481                 |  
|Depreciation, amortization,
      accretion and impairment                    |   | 256,440           |   |   | 147,370           |   |   | 2,481,951              |  
|Stock-based
      compensation included in management fees                    |   | -                 |   |   | 734,094           |   |   | 3,375,644              |  
|Stock issued for debenture                                                    |   | -                 |   |   | -                 |   |   | 217,687                |  
|Non-cash
      consulting and legal expenses                                  |   | 480,000           |   |   | 868,058           |   |   | 3,217,706              |  
|Non-cash financing expense                                                    |   | -                 |   |   | -                 |   |   | 252,003                |  
|Interest accrued                                                              |   | 8,400             |   |   | 8,400             |   |   | 494,770                |  
|Write-off of mineral claim
      expenditures                                 |   | -                 |   |   | -                 |   |   | 1,159,529              |  
|Write-down of
      property, plant and equipment                             |   | -                 |   |   | -                 |   |   | 285,875                |  
|Changes in non-cash operating working capital:                                |   |                   |   |   |                   |   |   | -                      |  
|Gold inventory                                                                |   | 1,848,048         |   |   | (2,051,182        | ) |   | (113,189               | )
|Prepaid and other receivables                                                 |   | 254,491           |   |   | (128,632          | ) |   | (37,139                | )
|Accounts payable
      and accrued liabilities                                |   | 99,953            |   |   | (18,283           | ) |   | 99,953                 |  
|Asset retirement obligation                                                   |   | 19,539            |   |   | -                 |   |   | (376,590               | )
|Net cash used in operating activities                                         |   | (3,444,091        | ) |   | (5,612,915        | ) |   | (33,175,440            | )
|                                                                              |   |                   |   |   |                   |   |   |                        |  
|Investing activities:                                                         |   |                   |   |   |                   |   |   |                        |  
|Investment in mineral
      properties                                        |   | (138,505          | ) |   | (162,555          | ) |   | (1,107,321             | )
|Purchase of property, plant and equipment                                     |   | (308,029          | ) |   | (1,280,173        | ) |   | (3,052,448             | )
|Disposal of property, plant
      and equipment                               |   | -                 |   |   | -                 |   |   | 207,289                |  
|Net cash used in investing activities                                         |   | (446,534          | ) |   | (1,442,728        | ) |   | (3,952,480             | )
|                                                                              |   |                   |   |   |                   |   |   |                        |  
|Financing activities:                                                         |   |                   |   |   |                   |   |   |                        |  
|Advances (to) / from related
      party                                      |   | (693,927          | ) |   | 692,270           |   |   | 229,478                |  
|Repayment of loans payable                                                    |   | -                 |   |   | -                 |   |   | (35,729                | )
|Repayment of capital lease
      obligation                                   |   | (31,013           | ) |   | (256,615          | ) |   | (1,131,607             | )
|Repayment of convertible debentures                                           |   | -                 |   |   | -                 |   |   | (74,999                | )
|Share subscriptions received                                                  |   | -                 |   |   | -                 |   |   | 1,536                  |  
|Common stock issued for cash (net of share
      issue costs)                 |   | 3,782,046         |   |   | 3,757,986         |   |   | 38,362,086             |  
|Net cash provided by financing
      activities                               |   | 3,057,106         |   |   | 4,193,641         |   |   | 37,350,765             |  
|                                                                              |   |                   |   |   |                   |   |   |                        |  
|(Decrease) / Increase in cash and cash
      equivalents                      |   | (833,519          | ) |   | (2,862,002        | ) |   | 222,845                |  
|                                                                              |   |                   |   |   |                   |   |   |                        |  
|Cash and cash equivalents, at beginning
      of the period                   |   | 1,073,457         |   |   | 3,509,418         |   |   | 17,093                 |  
|                                                                              |   |                   |   |   |                   |   |   |                        |  
|Cash and cash equivalents, at end of the
      period                         | $ | 239,938           |   | $ | 647,416           |   | $ | 239,938                |  

Supplemental Cash Flow Information (Note 11)

The accompanying notes are an integral part of these condensed
consolidated financial statements

6

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|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 1  Basis of Presentation

The unaudited condensed consolidated financial statements
include the accounts of Silverado Gold Mines Ltd. and its wholly-owned
subsidiaries Silverado Gold Mines Inc. and Silverado Green Fuel Inc.
(collectively Silverado or the Company). All significant inter-company
transactions have been eliminated.

The unaudited condensed consolidated financial statements do
not include all information and footnote disclosures required under United
States generally accepted accounting principles. In managements opinion, all
adjustments (consisting solely of normal recurring accruals) considered
necessary for a fair presentation of the financial position as of August 31,
2008, and the results of operations and cash flows for all periods presented,
have been included. Readers of these financial statements should note that
interim results for the periods presented are not necessarily indicative of the
results that can be expected for the entire fiscal year as a whole.

These condensed consolidated financial statements should be
read in conjunction with the consolidated financial statements and notes thereto
included in Silverados Amendment No. 1 to its Annual Report on Form 10-KSB for
the fiscal year ended November 30, 2007. Certain of the prior periods figures
in the statement of operations and cash flows have been reclassified to conform
to the presentation adopted in the current period.

The Company considers its functional currency to be the U.S.
dollar for its U.S. and Canadian operations. Monetary assets and liabilities
denominated in foreign currencies are translated into the U.S. dollar at the
rates of exchange in effect at the period-end. Non-monetary assets and revenue
and expense transactions are translated at the rate in effect at the time at
which the transactions took place. Foreign exchange gains and losses are
included in the determination of results from operations for the periods as
other comprehensive gains and losses.

The accompanying condensed consolidated financial statements
have been prepared assuming the Company will continue as a going concern. The
ability of the Company to continue as a going concern is dependent upon the
Companys ability to raise additional capital and implement its business plan.
The condensed consolidated financial statements do not include any adjustments
that may be necessary if the Company were unable to continue as a going concern.

Note 2  Changes in Significant Accounting Policies and
Restatements

Following the conclusion of a review of certain of the
Companys filings by the Securities and Exchange Commission, the Company
determined to make certain accounting policies changes, restatements and
reclassifications to its consolidated balance sheets for the fiscal years ended
November 30, 2007 and 2006, and its related consolidated statements of
operations and other comprehensive income for the fiscal years ended November
30, 2007 and 2006 and for the period since recommencement of exploration stage
from December 1, 2001 to November 30, 2007 (refer to the Companys Amendment No.
1 to its Annual Report on Form 10-KSB for the year ended November 30, 2007.)
Following are the accounting policies affected by the restatements.

a) Gold Inventory

The Companys test production in past years has yielded gold
dust and gold nuggets. Gold dust has yielded sales prices equivalent to the spot
gold price. Gold nuggets, however, are considered to be gem or jewelry items,
which in the industry sell at a higher price than the spot price. They are
valued according to weight, purity, character, and relative flatness (wearing
quality). Historically, the Companys gold nuggets have sold at prices above the
spot gold price.

7

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|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 2  Changes in Significant Accounting Policies and
Restatements (continued)

a) Gold Inventory (continued)

Since December 1, 2001, recommencement of exploration stage,
the Company had valued its gold inventory using the spot gold price at the end
of the reporting period and directly applied the gold extraction and the
revaluation difference to exploration costs. In addition, proceeds from sales of
gold extracted during exploration and test mining had been recorded as a
reduction of exploration costs during the exploration stage period.

Retroactively effective from the period since recommencement of
exploration stage from December 1, 2001, the Company has modified the accounting
policy in the gold inventory to measure the gold inventories at the lower of
cost or market. The Company is still in the exploration stage. By definition,
the Companys direct and absorbed costs would exceed the market value of any
gold recovery. Therefore, the Company has retroactively set up inventory groups
from December 1, 2001, valued each group at the spot price as of the date of the
addition to the gold inventory, and recorded the costs of gold inventory sold on
a first-in first-out basis. Gold sale proceeds and cost of gold sold are now
recorded as other income earned during the exploration stage.

b) Revenue Recognition

Proceeds on gold recoveries from test mining were recorded as a
reduction of exploration costs during the period the Company is in the
exploration stage. This accounting policy has been changed and now proceeds on
gold recoveries from test mining are recorded as other income earned during the
exploration stage, retroactively effective from the period since recommencement
of exploration stage from December 1, 2001.

c) Mineral Rights Payments and Exploration Costs

Since December 1, 2001, recommencement of exploration stage,
the Company had expensed all costs related to the acquisition, maintenance and
exploration of mineral claims in which it had secured exploration rights prior
to establishment of proven and probable reserves.

Pursuant to EITF 04-02, Whether Mineral Rights are Tangible
or Intangible Assets and Related Issues, the Company has modified its
accounting policy with respect to mineral claim payments, retroactively
effective to June 1, 2004, to capitalize the direct costs to acquire or lease
mineral properties and mineral rights as tangible assets. The direct costs
include the costs of signature (lease) bonuses, options to purchase or lease
properties, and brokers and legal fees. If the acquired mineral rights relate
to unproven properties, the Company does not amortize the capitalized mineral
costs, but evaluates the capitalized mineral costs periodically for impairment.
The Company expenses all costs related to the exploration of mineral claims in
which it had secured exploration rights prior to establishment of proven and
probable reserves.

8

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|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 2  Changes in Significant Accounting Policies and
Restatements (continued)

d) Restatements

The accompanying consolidated financial statements have been
restated to give effect to the capitalization of direct costs to acquire or
lease mineral properties and mineral rights previously expensed and to value
gold inventories at the lower of cost or market previously valued at the spot
gold price at the end of reporting period. We have also made certain
reclassification to include gold extractions on a first-in and first-out basis
as other income earned in the exploration stage previously recorded as a
reduction of exploration costs.

The effect of the restatements on total assets for the period
presented is as follows:

|                                                                 |   | August 31, 2008 |  
|---------------------------------------------------------------- | - | --------------- | -
|                                                                 |   | (Restated)      |  
|Total Assets, as previously stated                               | $ | 2,644,025       |  
|Gold inventory, as previously stated at spot price               |   | (154,105        | )
|Gold inventory, as restated at the lower of
      cost or market |   | 121,822         |  
|Mineral rights previously expensed                               |   | 1,180,821       |  
|Total Assets, as restated                                        | $ | 3,792,563       |  

The effect of the restatements on the results of operations and
accumulated losses is as follows:

|                                                                         |   | Three Months Ended |   |   | Nine Months Ended |  
|------------------------------------------------------------------------ | - | ------------------ | - | - | ----------------- | -
|                                                                         |   |                    |   |   |                   |  
|                                                                         |   | August 31, 2008    |   |   | August 31, 2007   |  
|                                                                         |   |                    |   |   |                   |  
|                                                                         |   | (Restated)         |   |   | (Restated)        |  
|                                                                         |   |                    |   |   |                   |  
|Comprehensive (loss) / income for the
      period, as previously stated | $ | (3,006,001         | ) | $ | 88,673            |  
|Capitalized mineral rights costs previously expensed                     |   |                    |   |   |                   |  
|and included in exploration                                              |   | 89,000             |   |   | 107,555           |  
|Gold inventory changes reclassified                                      |   | 1,817,287          |   |   | (2,241,662        | )
|Cost of gold sold, reclassified from gold
      inventory changes        |   | (1,476,916         | ) |   | (247,664          | )
|Gold inventory addition from gold extraction                             |   | -                  |   |   | 2,450,371         |  
|Comprehensive loss for the period, as
      restated                     | $ | (2,576,630         | ) | $ | 157,273           |  

9

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 3  Recent Accounting Pronouncements and Significant
Accounting Policies

Recent Accounting Pronouncements and Interpretations

In December 2007, the Financial Accounting Standards Board
(FASB) issued Statement No. 160 Non controlling Interests in Consolidated
Financial Statementsan amendment of ARB No. 51. This statement requires that
the ownership interests in subsidiaries held by parties other than the parent be
clearly identified, labeled, and presented in the consolidated statement of
financial position within equity, but separate from the parents equity. This
Statement is effective for fiscal years, and interim periods within those fiscal
years, beginning on or after December 15, 2008. Earlier adoption is prohibited.
The Company will adopt this statement on December 1, 2009.

In February 2007, the FASB issued Statement of Financial
Accounting Standards (SFAS) No. 159, Establishing the Fair Value Option for
Financial Assets and Liabilities (SFAS No. 159). SFAS No. 159 was to permit
all entities to choose to elect, at specified election dates, to measure
eligible financial instruments at fair value. An entity shall report unrealized
gains and losses on items for which the fair value option has been elected in
earnings at each subsequent reporting date, and recognize upfront costs and fees
related to those items in earnings as incurred and not deferred. SFAS No. 159
applies to fiscal years beginning after November 15, 2007, with early adoption
permitted for an equity that has also elected to apply the provisions of SFAS
No. 157, Fair Value Measurements. An entity is prohibited from retrospectively
applying SFAS No. 159, unless it chooses early adoption. SFAS No. 159 also
applies to eligible items existing at November 15, 2007 (or early adoption
date). The Company does not expect that SFAS No. 159 will have a material impact
on the Companys consolidated financial statements.

In September 2006, the FASB issued Statement of Financial
Accounting Standards No. 157 Fair Value Measurements (SFAS 157), which
provides expanded guidance for using fair value to measure assets and
liabilities. SFAS 157 establishes a hierarchy for data used to value assets and
liabilities, and requires additional disclosures about the extent to which a
company measures assets and liabilities at fair value, the information used to
measure fair value, and the effect of fair value measurements on earnings. SFAS
157 is effective for fiscal years beginning after November 15, 2007, and all
interim periods within those fiscal years. However, in February 2008, the FASB
issued Staff Position 157-2 which delays the effective date of SFAS 157 for all
nonfinancial assets and nonfinancial liabilities, except those that are
recognized or disclosed at fair value in the financial statements on a recurring
basis. For items within its scope, this Staff Position defers the effective date
of SFAS 157 to fiscal years beginning after November 15, 2008. The Company is
evaluating the potential impact of the adoption of this standard on the
Companys consolidated financial statements.

Income Taxes

The Company uses the assets and liability method of accounting
for income taxes pursuant to SFAS No. 109 Accounting for Income Taxes. Under
the assets and liability method of SFAS No. 109, deferred tax assets and
liabilities are recognized for the future tax consequences attributable to
temporary differences between the financial statements carrying amounts of
existing assets and liabilities and their respective tax bases. Deferred tax
assets and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to
be recovered or set.

10

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 3  Recent Accounting Pronouncements and Significant
Accounting Policies (continued)

Income Taxes (continued)

Effective December 1, 2007, the Company adopted the provisions
of the FASB Interpretation (FIN) No. 48,

Accounting for Uncertainty in Income Taxes an
interpretation of FASB Statement No. 109. FIN 48 contains a two-step
approach to recognizing and measuring uncertain tax positions accounted for in
accordance with SFAS No. 109, Accounting for Income Taxes. The first step
is to evaluate the tax position for recognition by determining if the weight of
available evidence indicates it is more likely than not that the position will
be sustained on audit, including resolution of related appeals or litigation
processes, if any. The second step is to measure the tax benefit as the largest
amount which is more than 50% likely of being realized upon ultimate settlement.
We consider many factors when evaluating and estimating its tax positions and
tax benefits, which may require periodic adjustments and which may not
accurately anticipate actual outcomes. Based on our review, there was no impact
of FIN 48 on our financial position.

Gold Inventory

The Company values its gold inventories at the lower of cost or
market. The Company is still in the exploration stage. By definition, the
Companys direct and absorbed costs would exceed the market value of any gold
recovery. Therefore, the Company values gold inventory additions from gold
extraction at the spot price as of the date of the addition to the gold
inventory, and records the costs of gold inventory sold on a first in first out
basis. Gold sale proceeds and cost of gold sold are recorded as other income
earned during the exploration stage.

Revenue Recognition

During the period the Company is in the exploration stage,
proceeds on gold recoveries from test mining are recorded as other income earned
during the exploration stage.

Use of Estimates

The preparation of financial statements in conformity with
accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the reported
amount of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period. Actual results could vary
from these estimates.

Fair Value of Financial Instruments

The carrying value of cash and cash equivalents, gold
inventory, prepaid and other receivables, accounts payable and accrued
liabilities, mineral claims royalty payable and payable to related party
approximate fair value because of the short-term maturity of these instruments.
The carrying amounts reported in the balance sheets for convertible debentures
approximate their fair values as they bear interest at rates which approximate
market rates. Unless otherwise noted, it is managements opinion that the
Company is not exposed to significant interest, currency or credit risks arising
from these financial instruments.

11

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 3  Recent Accounting Pronouncements and Significant
Accounting Policies (continued)

Mineral Rights Payments and Exploration Costs

Pursuant to EITF 04-02, Whether Mineral Rights are Tangible
or Intangible Assets and Related Issues, the Company has modified its
accounting policy with respect to mineral claim payments, retroactively
effective to June 1, 2004, to capitalize the direct costs to acquire or lease
mineral properties and mineral rights as tangible assets. The direct costs
include the costs of signature (lease) bonuses, options to purchase or lease
properties, and brokers and legal fees. If the acquired mineral rights relate
to unproven properties, the Company does not amortize the capitalized mineral
costs, but evaluates the capitalized mineral costs periodically for impairment.
The Company expenses all costs related to the exploration of mineral claims in
which it had secured exploration rights prior to establishment of proven and
probable reserves.

Note 4  Related Party Transactions

The Company has related party transactions with Tri-Con Mining
Ltd., Tri-Con Mining Inc., Tri-Con Mining Alaska Inc. (collectively Tri-Con or
the Tri-Con Group), all of which are controlled by a director and officer of
the Company.

The Tri-Con Group are operations, exploration and development
contractors and have been retained by the Company under contract since 1972 to
carry out all the Companys fieldwork and to provide field administrative and
management services. Under the current contract dated January 1, 1997, work is
charged at cost plus 25% for exploration and at cost plus 15% for development
and mining services. Cost includes out of pocket or actual cost plus 15% charge
for office and project overhead. There is no mark up on capital purchases. The
Tri-Con Group does not charge the Company for the services of its directors who
are also directors of the Company.

Tri-Cons services for the current fiscal year are focusing
mainly on Silverados corporate planning and preparation for year-round
operations and administration services. The aggregate amounts billed by Tri-Con
each period are primarily for services rendered by Tri-Con personnel and
subcontractors working on Silverado projects, and disbursements incurred.

As of August 31, 2008, Silverado owed $520,790 (November 30,
2007: $1,214,717) to Tri-Con for exploration and administration services
performed on behalf of Silverado. The following is a summary of Tri-Con services
charges for the nine months ended August 31, 2008 and 2007:

|                                                                    |   | Nine Months Ended | 
|------------------------------------------------------------------- | - | ----------------- | 
|                                                                    |   | August 31, 2008   | 
|                                                                    |   | (Unaudited)       | 
|Exploration Services                                                | $ | 3,093,085         | 
|Administration and management services                              |   | 956,668           | 
|Research                                                            |   | -                 | 
|                                                                    | $ | 4,049,753         | 
|Amount of total charges in excess of
      Tri-Cons costs incurred | $ | 940,654           | 
|                                                                    |   |                   | 
|Percentage of excess amount charged                                 |   | 23.23%            | 

12

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 5  Basic and Diluted (Loss) / Income Per Share

Basic (loss)/income per share is computed by dividing the
(loss)/income for the period by the weighted average number of common shares
outstanding during the period. Diluted earnings per share reflect the potential
dilution that could occur if potentially dilutive securities were exercised or
converted to common stock. The dilutive effect of options and warrants and their
equivalent is computed by application of the treasury stock method and the
effect of convertible securities by the if converted method. Fully diluted
amounts are not presented when the effects of the computations are anti-dilutive
due to the losses incurred. Accordingly, there is no difference in the amounts
presented for basic and diluted income per share for the period when the Company
achieved net income.

Note 6  Gold Inventory

For the nine months ended August 31, 2008, the Company sold
2,811.74 troy ounces of gold (for the nine months ended August 31, 2007: 718.94
troy ounces) for proceeds of $2,121,064 (August 31, 2007: $489,190), which were
recorded as other income earned during the exploration stage. The following is a
summary of gold inventory changes during the nine months ended August 31, 2008
and during the year ended November 30, 2007:

|                                                   |  |                   |   |   | Weighted      |  |   | Value      |  
|-------------------------------------------------- |  | ----------------- | - | - | ------------- |  | - | ---------- | -
|                                                   |  | Troy
      Ounces |   |   | Average price |  |   | (Restated) |  
|Balance as of November 30, 2006, as
      restated |  | 791               |   |   | 623.50        |  |   | 493,188    |  
|Additions from gold extraction                     |  | 3,778             |   |   | 656.12        |  |   | 2,489,124  |  
|Cost of gold sold                                  |  | (1,573            | ) |   | 619.61        |  |   | (1,012,443 | )
|Balance as of November 30, 2007, as restated       |  | 2,996             |   |   | 657.50        |  |   | 1,969,870  |  
|Additions from gold
      extraction               |  | -                 |   |   | -             |  |   | -          |  
|Cost of gold sold                                  |  | (2,812            | ) |   | 657.50        |  |   | (1,848,048 | )
|Balance as of August 31, 2008, as restated         |  | 184               |   | $ | 657.50        |  | $ | 121,822    |  

Note 7  Property, plant and equipment

Property, plant and equipment are stated at cost. Depreciation
and amortization is provided on a straight line basis as follows:

Mining equipment
    10
      yearsAuto and trucks
    5
      yearsComputer software
    1
      yearComputer equipment
    3
      yearsLeaseholds
      improvements
    Duration of lease (5-7 years)Furniture and
      Fittings
    10
      years


Property, plant and equipment primarily include mining
equipment and camp facilities at the Nolan Gold Project. Leasehold improvements
are for both the Vancouver, BC and Fairbanks, AK offices. Assets currently in
construction are segregated and will be reclassified as depreciable assets as
soon as they are put into use. The following is a summary of property, plant and
equipment as at August 31, 2008 and November 30, 2007:

13

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 7  Property, plant and equipment (Continued)

August 31, 2008
    
    
    November 30,(Unaudited)
    
    
    2007OfficesOffice leasehold improvements
    $
    597,557
    
    $
    612,117Computer
      Equipment and software
    
    133,995
    
    
    105,797Furniture and Fittings
    
    394,358
    
    
    394,358Mining ProjectNolan Gold
      Project buildings
    
    63,000
    
    
    63,000Leasehold improvements
    
    48,123
    
    
    48,123Nolan mining
      equipment
    
    2,514,418
    
    
    2,309,804Other equipment
    
    19,193
    
    
    27,200Capital assets in construction
    
    79,784
    
    
    -3,850,428
    
    
    3,560,399Accumulated depreciation and amortization
    
    (1,640,460
    )
    
    (1,402,020
    )Net Book Value
    $
    2,209,968
    
    $
    2,158,379


Note 8  Debentures

On March 1, 2001, Silverado completed negotiations to
restructure convertible debentures totaling $2,000,000. Replacement debentures
totaling $2,564,400 were issued in consideration of cancellation of the original
debentures plus all accrued interest to March 1, 2001. As of November 30, 2004
the replacement debentures were repaid in full.

Remaining original convertible debentures totaling $140,000 and
accrued interest of $118,027 as of August 31, 2008 are in default; however, it
is unclear whether they will be exchanged for replacement debentures as the
Company has been unsuccessful in its extensive attempts to locate the
holders.

Note 9  Common Stock

During the nine month period ended August 31, 2008, the Company
completed private placements resulting in the issuance of an aggregate of
35,000,000 units at $0.03 per unit and 80,698,459 units at $0.0325 per unit.
Each unit consists of one share of the Companys restricted common stock and one
half-warrant, with a full warrant (consisting of two half-warrants) being
exercisable for a period of one year at a per share exercise price of $0.07. The
Company received gross proceeds of $3,672,700 from such private placements, of
which $275,136 cash was received before the fiscal year ended November 30, 2007.
In addition, the Company received $775,749 from the sale of restricted common
stock through warrant exercises during the nine month period ended August 31,
2008. The Company paid commission fees of $391,267, which was recorded as a
reduction of common stock.

During the nine month period ended August 31, 2008, the Company
issued an aggregate of 10,800,000 shares of the Companys common stock for
consulting fees. The following is a summary of the change in common stock for
the nine month period ended August 31, 2008 and for the fiscal year ended
November 30, 2007:

14

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 9  Common Stock (Continued)

|                                                                        |  | Number of     |  |   | Common Shares |  
|----------------------------------------------------------------------- |  | ------------- |  | - | ------------- | -
|                                                                        |  | Common Shares |  |   | Amount        |  
|Balance as of November 30, 2006                                         |  | 630,785,052   |  | $ | 82,538,598    |  
|Shares issued for:                                                      |  |               |  |   |               |  
|Private placement at $0.0321 per share                                  |  | 59,166,669    |  |   | 1,900,000     |  
|Private placement at $0.035 per share                                   |  | 4,700,000     |  |   | 164,500       |  
|Common stock purchase warrants exercised at $0.03 - $0.07               |  | 65,754,387    |  |   | 3,429,586     |  
|Stock options exercised at $0.05 - $0.058                               |  | 12,680,000    |  |   | 642,000       |  
|Commissions paid                                                        |  | -             |  |   | (408,458      | )
|Shares issued for consulting fees at
      $0.07 - $0.1435              |  | 12,521,609    |  |   | 1,108,415     |  
|Balance as of November 30, 2007                                         |  | 785,607,717   |  |   | 89,374,641    |  
|Shares issued for cash:                                                 |  |               |  |   |               |  
|Private placement at $0.03 per share                                    |  | 35,000,000    |  |   | 1,050,000     |  
|Private placement at $0.0325 per share                                  |  | 80,698,459    |  |   | 2,622,700     |  
|Common stock purchase warrants exercised at $0.035, December
      2007 |  | 16,513,024    |  |   | 577,956       |  
|Common stock purchase warrants exercised at $0.035, January 2008        |  | 1,484,563     |  |   | 51,960        |  
|Common stock purchase warrants exercised at $0.035, February
      2008 |  | 4,166,667     |  |   | 145,833       |  
|Commissions paid                                                        |  | -             |  |   | (391,267      | )
|Shares issued for
      consulting fees at $0.06, January 2008          |  | 500,000       |  |   | 30,000        |  
|Shares issued for consulting fees at
      $0.10, February 2008         |  | 1,800,000     |  |   | 180,000       |  
|Shares issued for
      consulting fees at $0.06, February 2008         |  | 500,000       |  |   | 30,000        |  
|Shares issued for consulting fees at
      $0.03, August 2008           |  | 8,000,000     |  |   | 240,000       |  
|Balance as of August 31, 2008                                           |  | 934,270,430   |  | $ | 93,911,823    |  

Note 10  Stock Options and Common Stock Purchase
Warrants

(a) Stock Options

There is no Stock Option Plan adopted for fiscal year 2008 and
no options granted and exercised during the nine months ended August 31, 2008.

On January 11, 2007, the Companys Board of Directors adopted
the 2007 Stock Option Plan (the 2007 Plan). The 2007 Plan authorizes the
issuance of options to purchase the Companys common stock to directors,
officers, employees, and eligible consultants. The Company reserved 25,000,000
shares of its common stock for awards to be made under the 2007 Plan. The 2007
Plan is to be administered by a committee of two or more members of the Board of
Directors. The 2007 Plan allows for the issuance of incentive stock options
(which can only be granted to employees) and non-qualified stock options. The
committee shall determine the type of option granted, the exercise price, the
option term (which may be no more than ten years), and terms and conditions of
exercisability.

On January 11, 2007, the Company granted 21,500,000 stock
options with an exercise price of $0.07 and expiry on January 11, 2013 under the
2007 Plan. The granted options were vested immediately. As of August 31, 2008,
3,500,000 options under the 2007 Plan are available for future awards.

A summary of the change in stock options for the nine month
period ended August 31, 2008 and for the fiscal year ended November 30, 2007 is
as follows:

15

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 10  Stock Options and Common Stock Purchase Warrants
(Continued)

(a) Stock Options (Continued)

|                              |  |                 |   |   |                  |  |  | Weighted         | 
|----------------------------- |  | --------------- | - | - | ---------------- |  |  | ---------------- | 
|                              |  | Outstanding and |   |   |                  |  |  | Average          | 
|                              |  | Exercisable     |   |   | Weighted Average |  |  | Remaining        | 
|                              |  | Options         |   |   | Excercise Price  |  |  | Contractual Life | 
|Balance, November 30, 2006    |  | 63,180,000      |   | $ | 0.07             |  |  | 4.80 years       | 
|Options granted               |  | 21,500,000      |   |   | 0.07             |  |  |                  | 
|Options exercised             |  | (12,180,000     | ) |   | 0.05             |  |  |                  | 
|Options cancelled and expired |  | -               |   |   | -                |  |  |                  | 
|Balance, November 30, 2007    |  | 72,500,000      |   |   | 0.06             |  |  | 4.43 years       | 
|Options granted               |  | -               |   |   | -                |  |  |                  | 
|Options exercised             |  | -               |   |   | -                |  |  |                  | 
|Options cancelled and expired |  | (2,100,000      | ) |   | 0.11             |  |  |                  | 
|Balance, August 31, 2008      |  | 70,400,000      |   | $ | 0.06             |  |  | 3.72 years       | 

The balance of outstanding and exercisable common stock options
as at August 31, 2008 is as follows:

Number of Options
    
    
    
    
    
    
    
    RemainingOutstanding and
    
    
    
    
    
    
    
    Contractual LifeExercisable
    
    
    
    
    Exercise Price
    
    
    (Years)500,000
    
    
    
    $
    0.060
    
    
    0.2650,000,000
    
    
    
    
    0.050
    
    
    0.26 - 4.3519,900,000
    
    
    
    
    0.070
    
    
    4.3770,400,000


(b) Common Stock Purchase Warrants

In November 2007, the Company reduced the exercise price of
16,513,024 of its common stock purchase warrants from $0.12 to $0.035 per common
share, and such warrants were exercised in December 2007. In December 2007, the
Company reduced the exercise price of 990,001 of its common stock purchase
warrants from $0.12 to $0.035 per common share and 495,001 of its common stock
purchase warrants from $0.06 to $0.035 per common share, of which a total of
1,484,563 warrants were exercised in January 2008, and the remaining 439
warrants expired. In December 2007, the Company reduced the exercise price of
4,166,667 of its common stock purchase warrants from $0.10 to $0.035 per common
share, and such warrants were exercised in February 2008.

In fiscal year 2006 and 2007, the Company completed private
placements resulting in the issuance of units consisting of one share of Company
restricted common stock and one half-warrant (with each whole warrant
exercisable for one share of Company restricted common stock). The warrants
referenced above were issued during such private placements. There was no value
assigned to these warrants when they were granted. The exercise price reduction
incentivized the holders to exercise the warrants, which assisted the Company in
meeting its working capital requirements. The Company received less proceeds
from these exercised warrants due to the price reductions, but the Company
believes these warrants would have been left to expire had the Company not
effected the exercise price reductions.

16

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 8  Stock Options and Common Stock Purchase Warrants
(Continued)

(b) Common Stock Purchase Warrants (Continued)

A summary of the change in common stock purchase warrants for
the nine month period ended August 31, 2008 and for the fiscal year ended
November 30, 2007 is as follows:

|                           |  |             |   |   | Weighted        |  |  | Weighted Average | 
|-------------------------- |  | ----------- | - | - | --------------- |  |  | ---------------- | 
|                           |  | Outstanding |   |   | Average         |  |  | Remaining        | 
|                           |  | Warrants    |   |   | Excercise Price |  |  | Contractual Life | 
|Balance, November 30, 2006 |  | 138,579,724 |   | $ | 0.098           |  |  | 0.83 years       | 
|Warrants issued            |  | 29,583,335  |   |   | 0.100           |  |  |                  | 
|Warrants exercised         |  | (65,754,387 | ) |   | 0.085           |  |  |                  | 
|Warrants expired           |  | (40,395,669 | ) |   | 0.100           |  |  |                  | 
|                           |  |             |   |   |                 |  |  |                  | 
|Balance, November 30, 2007 |  | 62,013,003  |   |   | 0.110           |  |  | 0.32 years       | 
|Warrants issued            |  | 57,849,234  |   |   | 0.070           |  |  |                  | 
|Warrants exercised         |  | (22,164,254 | ) |   | 0.035           |  |  |                  | 
|Warrants expired           |  | (14,432,081 | ) |   | 0.120           |  |  |                  | 
|Balance, August 31, 2008   |  | 83,265,902  |   | $ | 0.079           |  |  | 0.29
      years | 

The balance of outstanding and exercisable common stock
warrants as at August 31, 2008 is as follows:

Number of
    
    
    
    
    
    
    
    RemainingWarrants
    
    
    
    
    
    
    
    Contractual LifeOutstanding
    
    
    
    
    Exercise Price
    
    
    (Years)8,333,334
    
    
    
    $
    0.100
    
    
    0.0110,833,334
    
    
    
    
    0.100
    
    
    0.056,250,000
    
    
    
    
    0.100
    
    
    0.0757,849,234
    
    
    
    
    0.070
    
    
    0.33
      - 0.4683,265,902


(c) Fair Value Determination

The fair value of stock options granted using the Black-Scholes
option pricing model was calculated using the following weighted average
assumptions:

Nine Months Ended August 31,2008
    
    
    2007Risk free interest rate
    
    -
    
    
    5.10%Expected volatility
    
    -
    
    
    74.50%Expected term of stock option in years
    
    -
    
    
    3 yearsExpected dividend yield
    
    -
    
    
    0%Weighted average value per option
    
    -
    
    $
    0.034


17

---

|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 10  Stock Options and Common Stock Purchase Warrants
(Continued)

(c) Fair Value Determination (Continued)

Expected volatility is based on historical volatility. Because
trading tends to be thin, in relation to the total shares outstanding, average
weekly stock prices were used to calculate volatility. Management believes that
the annualized weekly average of volatility is the best measure of expected
volatility.

U.S. Treasury constant maturity rates were utilized with
maturities most closely approximating the expected term of the option.

The expected term of the options was calculated using the
alternative simplified method permitted by SAB 107, which defines the expected
life as the average of the contractual term of the options and the weighted
average vesting period for all option tranches.

For the nine months ended August 31, 2008, there were no stock
options granted. For the nine months ended August 31, 2007, 21,500,000 stock
options were granted in Q1 2007 to directors and officers as well as to
employees of Tri-Con Group at an exercise price of $0.07 with a six year term
expiring January 11, 2013. Based on the Black-Scholes option pricing model,
$734,094 of stock based compensation was recognized and included in the
statement of operations and other comprehensive income as management fees in Q1
2007. The details are as follows:

|                                        |  | Nine Months Ended August 31, | 
|--------------------------------------- |  | ---------------------------- | 
|                                        |  | 2008                         | 
|                                        |  |                              | 
|                                        |  | Number of                    | 
|                                        |  | Options                      | 
|Management fees:                        |  |                              | 
|Directors and Officers fees             |  | -                            | 
|Tri-Con
      Employees management fees |  | -                            | 
|Total                                   |  | -                            | 

Note 11  Supplemental Cash Flow Information

|                                                                                  |   | Nine Months Ended |  
|--------------------------------------------------------------------------------- | - | ----------------- | -
|                                                                                  |   | August 31, 2008   |  
|                                                                                  |   | (Restated)        |  
|Changes in non-cash financing and
      investing activities:                     |   |                   |  
|Common shares issued for services                                                 | $ | 480,000           |  
|Common shares issued
      for subscriptions received                             |   | 275,136           |  
|Mineral claims royalty payable changes
      at period-end for mineral properties |   | 30,000            |  
|Write-off equipment,
      cost                                                   |   | (18,000           | )
|Write-off equipment, accumulated
      depreciation                               |   | 18,000            |  
|                                                                                  |   |                   |  
|Other cash flow information:                                                      |   |                   |  
|Interest paid                                                                     | $ | 9,295             |  

18

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|SILVERADO GOLD MINES LTD. AND ITS SUBSIDIARIES          
|--------------------------------------------------------
|(An Exploration Stage Company)                          
|NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|as of August 31, 2008                                   
|(Stated In
      United States Dollars)                 

Note 12  Commitments

| | a) | In March 2007, the Company entered into a new seven-year
      lease expiring August 2014 for its Vancouver, British Columbia office when
      obliged to vacate its previously leased location at the expiry of the
      lease. The annual lease commitment is as
follows:
| | -- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

Years ending November 30, 2008  2011
    $
    401,967Year ending November 30, 2012
    
    125,664Year ending November 30, 2013
    
    128,439Year ending November 30, 2014
    
    74,923$
    730,993


| | b) | In December 2007, the Company entered into a lease
      purchase agreement to purchase mining equipment valued at $555,385. The
      agreement required payment of $55,538 upon execution (paid), and 36 equal
      monthly payments of $13,889 commencing upon delivery. The annual
      percentage rate implicit in the lease will be the rate prevailing at the
      time of delivery.
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                               
| |    | This mining equipment lease agreement was cancelled
      subsequent to August 31, 2008 and the Company received the refund of
      $55,538 down payment.                                                                                                                                                                                                                                    

Note 13  Subsequent Events

| | a) | Subsequent to August 31, 2008, the Company issued
      4,000,000 shares of the Companys common stock for consulting
  fees.                                                                                                                                                                                                                                                                 
| | -- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                               
| | b) | Subsequent to August 31, 2008, the Company reduced the
      exercise price of 3,666,667 of its common stock purchase warrants from
      $0.10 to $0.0125 per common share and 17,500,004 of its common stock
      purchase warrants from $0.07 to $0.0125 per common share to induce
      purchase of stock and accelerate cash flow. These warrants were exercised
      in October 2008.

Note 14  Legal Proceedings

On July 24, 2008, Smith Canciglia Consulting, Inc. (SCC)
filed a complaint against the Company and Garry L. Anselmo in Circuit Court,
Loudoun County, Virginia following a dispute concerning the terms of a
Consulting Agreement to which SCC and the Company were parties. The complaint
sought compensatory damages in the amount of $1,535,366 (plus prejudgment
interest), $3,000,000 in punitive damages, $3,450,000 as part of a trebling of
damages on a state unfair business act claim, and attorneys fees. The Company
and Mr. Anselmo thereafter caused the case to be successfully removed to the
U.S. District Court, Eastern District of Virginia, and filed a motion to dismiss
with the court. On September 30, 2008, SCC voluntarily dismissed the case
against the Company and Mr. Anselmo.

The Company is not a party to any pending legal proceeding, nor
is the Companys property the subject of any pending legal proceeding. The
Company also is not aware of any proceeding that a governmental authority is
contemplating.

19

---

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

FORWARD-LOOKING STATEMENTS

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

OVERVIEW

I. MINING

Silverado Gold Mines Ltd. and its wholly-owned subsidiaries
Silverado Gold Mines Inc. and Silverado Green Fuel Inc. (collectively referred
to herein interchangeably as the Company or Silverado) are
engaged in the acquisition and exploration of mineral properties in the State of
Alaska. Precious metals, primarily gold, and antimony are the main interests.
Silverado has more than 35 years of experience in all aspects of the gold mining
industry, from grass-roots exploration, to state of the art mining and
processing technologies, for both lode and placer gold deposits. The primary
focus is presently on the continued exploration of the Nolan Creek Property,
located 175 air miles north of Fairbanks, Alaska, where plans include
exploration for both placer and lode gold and antimony lode deposits at the
Nolan Gold & Antimony Project. The exploration activities include lode
diamond drilling and trenching, geochemical and geophysical surveys and test
mining work carried out as part of Silverados exploration programs.

Silverado holds interests in four groups of mineral properties
in Alaska, as listed below:

|1) | Nolan Creek property     
|-- | -------------------------
|   |                          
|2) | Hammond Property;        
|   |                          
|3) | Eagle Creek Property; and
|   |                          
|4) | Ester Dome Property.     

20

---

As an exploration stage company, all of the properties are
presently in the exploration stage. Silverado does not have any commercially
viable reserves on any of the properties, and there is no assurance that
commercially viable mineral deposits exist on any of the mineral properties.
Further exploration will be required before a final evaluation of the
feasibility of commercial mining on any of the properties is determined. There
is no assurance that further exploration will result in a final evaluation that
determines a commercially viable mineral deposit exists on any of the mineral
properties.

At the Nolan Creek Property, the nature of all deposits
encountered to date are small (4,000 to 14,000 bank cubic yards) but gold
bearing in nature. Although drill densities and exploration activities have
resulted in the discovery and test mining of individual placer gold deposits,
the Company has not yet identified a resource base sufficient for establishing
annual production levels over a sustained period of time. Silverado mines the
deposits, processes the gold bearing gravels and sells this gold even though the
criteria for a proven reserve have not been met. The Company may continue with
test mining of small placer gold deposits at the Nolan Creek property without
establishing that the placer gold deposits contain sustainable and commercially
viable mineral deposits. The Company is also drilling and developing a
gold/antimony lode resource on the Workmans Bench portion of the Nolan Creek
Property.

II. LOW-RANK COAL WATER FUEL

Silverado has been working for six years through its
subsidiary, Silverado Green Fuel Inc., on the development of low-rank coal water
fuel (LRCWF), a non-toxic liquid fuel product derived from
sub-bituminous and lignite coal. In its finished form, LRCWF is a non-toxic,
non-hazardous environmentally friendly strategic liquid fuel. The Companys
primary focus is to perform bench-scale testing on Mississippi lignite coal.
Bench-scale testing will, among other things, provide the Company with data that
may result in the Company deciding to proceed with an independent financial
analysis for building a production facility. There is no assurance that a full
independent financial analysis will be completed or that a production facility
will be constructed if at all.

PLAN OF OPERATIONS

Managements plan of operation for the next three months is
discussed below:

I. MINING

The ability of the Company to continue as a going concern and
to implement the following plan of operations is dependent upon the Companys
ability to raise additional capital. The Companys operations have been funded
primarily from sales of its stock and the sale of gold extracted during
exploration activities. As of August 31, 2008, the Company has $239,938 in cash,
$154,105 in gold inventory, and $935,490 in negative working capital. The
following plan of operations will require approximately $1,000,000 of additional
capital to properly implement and the Company is planning to raise $2,000,000
from sales of its stock for such purpose.

1. NOLAN CREEK PROPERTY - Lode and Placer
Exploration

During the third quarter of our fiscal year, exploration
concentrated on the Workmans Bench gold and antimony mineralized zones on our
Nolan Property. During June, July and August 2008, the Company drilled 28
diamond drill holes into the Workman's Bench mineralized zones, with a total
footage of 9,321 feet, to intersect the gold bearing antimony-quartz vein
systems. Drilling has extended the known lateral extent of the stibnite
(antimony)-gold vein systems on Workman's Bench from 600 feet to 1,000 feet.

21

---

Workman's Bench is the Company's prime exploration target for a
lode gold and antimony deposit in the southwestern part of the Solomon Shear
Zone. The Solomon Shear Zone contains northeast striking gold antimony-quartz
vein systems which also occur in other areas on the Nolan Creek property,
including across Smith Creek on Pringle Bench and north of Smith Creek Dome.

A NI 43-101 Technical Report regarding the Nolan Creek
property, entitled Estimation of Lode and Placer Mineral Resources, Nolan Creek
Wiseman B-1 Quadrangle, Koyukuk Mining District, Northern Alaska dated July 29,
2008, has been prepared by Thomas K. Bundtzen of Pacific Rim Geological
Consulting Inc. and is available on SEDAR at www.sedar.com.

This years drilling on Workman's Bench has focused on defining
the lateral and vertical extent of the known gold and antimony mineralized
zones, in particular on the main exposed vein in underground exploration Tunnels
C and D. Information thus far indicates the gold and antimony mineralized zones
at Workman's Bench are open laterally and at depth.

Assay results for the 2008 drilling program received thus far
have been disclosed in two press releases dated July 21, 2008 and August 14,
2008, which can be found at the Companys website at
www.silverado.com.

All diamond core drilling was performed by Tri-Con Mining Inc.
The core recovery averaged about 95% in most drill holes. All drill core was
logged and photographed by geologists, under the supervision of a professional
geologist. Once all technical data was derived from the core, the core was cut
lengthwise. The half-core was sampled by pre-determined intervals based on
geology, and placed in sealed sample bags and labeled with the assigned sample
number. All samples were delivered to ALS Chemex in Fairbanks for analysis. With
the shipment to the laboratory of every 20th sample, the Company submitted two
(2) standard samples, and one (1) blank sample for analysis. From time to time
the Company instructed the laboratory to assay duplicate samples of the pulp
from the drill core.

In June and July 2008, the Company conducted a VLF-EM ground
geophysical survey over Fortress and Saddle Zones on its Nolan property to
identify structures such as shear zones, faults, and veins that occur within the
bedrock. The Fortress and Saddle Zones disclosed additional strong conductors
(geological structures) to those located in 2007. These geological structures
exist at and around the northeast end of Solomon's Shear Zone and are at the
headwaters of Thompson Pup Creek where Silverado extracted many fresh
(sharp-edged) gold crystals as part of its previous operations.

The VLF-EM ground geophysical survey was conducted by Tri-Con
Mining Inc. Compilation of survey data, processing and interpretation was
performed by a professional geologist.

The Company is currently operating under multi-year (2008 
  2010) Bureau of Land Management (BLM) approved Plan of Operations
  that authorizes the collection of a bulk sample of mineralized vein material.
  Work under this plan is anticipated to lead to the construction of an initial
  150 ton/day gravity and water concentrator to process the bulk sample. Larger-scale
  year round operations are concurrently under planning and analysis, and preliminary
  discussions continue with the BLM on this subject. Further, a contract has been
  awarded to SRK Consulting (U.S.), Inc. of Anchorage, Alaska to characterize
  the bulk sample's waste rock and its potential to generate poor quality drainage
  from a spoil pile. The products of this work will be a geochemical characterization
  of the waste rock, a prediction of current and future drainage quality with
  and without the implementation of management measures, and the recommendation
  of preferred management measures to prevent the release of water of unacceptable
  quality. Further, a program of Nolan Creek background water sampling has been
  designed and is underway that samples the creek at select locations for the
  application of numerous laboratory. The combination of the waste rock characterization
  study and Nolan Creek background water quality work are intended to facilitate
  subsequent larger-scale mining and processing operations as their feasibility
  is determined.

22

---

There is no assurance that a commercially viable mineral
deposit exists at this time on the Nolan Creek property. Further exploration
will be required before a final evaluation as to the economic and legal
feasibility of mining this property is determined. Although the results to date
are encouraging, at this point there is no assurance that further exploration
will result in a determination that a commercially viable mineral deposit exists
on the property. Towards that end, a preliminary assessment is being conducted
on the Workmans Bench portion of the property.

Further to the Company's geological, geochemical and
geophysical discoveries from the 2007 exploration season, the Company is
following-up exploration at the Nolan Creek gold/antimony lode properties and
gold placer resource areas within the Nolan Creek Gold Project. This follow-up
exploration program is further defining and assessing lode gold and antimony
occurrences at the Nolan Creek Project. The Companys follow-up lode exploration
work is increasing our geological, geochemical and geophysical knowledge of the
Solomon Shear Zone, the Fortress Zone, and other lode gold/antimony occurrences
on the property, and will assist the Company in ascertaining whether or not they
have economic potential.

Continued drilling is being conducted on the Workman's Bench
portion of the Solomon Shear Zone to determine whether or not we can proceed
with confidence to additional test mining, and eventually to commercial mining.

In the next three months, Silverado plans to concentrate on the
continued drilling and assessment of the Workmans Bench gold/antimony deposit
with the intent to place it into test production as soon as possible. Concurrent
with this, an analysis of the feasibility of additional winter placer mining
will be ongoing.

2. HAMMOND PROPERTY

Annual rentals have been paid to keep the mining claims in good
standing.

This property will require additional funding to continue its
development. At present there is no plan to work on this property. If funding is
acquired, there is no guarantee that a commercial gold-bearing placer deposit
will be developed. If a gold bearing deposit is developed, additional funding
will be required to mine the deposit, and until a feasibility study is
completed, there is no guarantee that the deposit will be profitable to
mine.

3. EAGLE CREEK PROPERTY

The Number One Vein on this property was the lode quartz gold
structure that was historically mined commercially for antimony.

Annual assessment work has been carried out on the property and
the mining claims are in good standing. Assessment work was focused on the
northwest part of the claim block, where drilling and trenching has defined an
intrusive host rock thought to be a sill that contains low-grade gold, silver
and antimony mineralization. Otherwise, no work is presently planned for this
property.

The Company has determined it is appropriate to expend its
funds for the foreseeable future on the Nolan Project as it presents the best
opportunity to initiate steady cash returns.

23

---

4. ESTER DOME PROPERTY

Proposals have been solicited from qualified third-party
consultants to engage in the engineering design of the closure of the former
Grant Mine mill tailings pond. A contract award is anticipated to take place
during the fourth quarter of this year and design work is expected to be
completed by the close of the winter of 2008-2009. This tailings pond, currently
filled to capacity, will be capped and decommissioned after the final approval
of the tailings pond closure plan is gained from local and state regulatory
agencies.

Furthermore, with respect to other areas on this property,
several large scale projects have been proposed over the past ten years and
remain warranted, but for the time being the Company has determined it is
appropriate to expend its funds for the foreseeable future on the Nolan Creek
Project as it presents the best opportunity to initiate steady cash returns.

Further exploration will be required before a final evaluation
as to the economic and legal feasibility of mining the Nolan Creek or any of
Silverados properties is determined.

II. LOW-RANK COAL WATER FUEL PROJECT

The Memorandum of Understanding (MOU) dated December 18, 2006
among Silverado Green Fuel Inc., the State of Mississippi as represented by the
Mississippi Development Authority, Choctaw Country Board of Supervisors, and the
Choctaw Country Economic Development District, remains in place. No steps have
been taken to proceed with building the LRCWF demonstration facility
contemplated under the MOU as the Company is not currently pursuing the
construction of a demonstration facility in Mississippi. If the Company
determines, upon completion of a successful independent financial analysis, that
the construction of such facility is commercially viable, the Company may seek
an extension of the MOU to discuss the construction of a commercial facility. As
discussed below, there is no assurance that a full independent financial
analysis will be completed.

The Company has developed preliminary commercial models based
on various assumptions and estimates for the construction of commercial
production facilities and the cost of producing LRCWF using locally-mined coal
purchased from third parties. Estimated production costs may vary significantly,
as LRCWF production is dependent, among other factors, on coal quality, coal
price and location of the proposed commercial facility.

Whether the Company proceeds with the construction of a
commercial production facility is dependent on the completion of a successful
financial analysis with respect to a particular location and utilizing a
particular type of coal as an input. With respect to Mississippi lignite coal,
the Company anticipates spending approximately US$300,000 during the current
fiscal year on bench-scale testing. Bench-scale testing will, among other
things, provide the Company with data that may result in the Company deciding to
proceed with an independent financial analysis for building a production
facility.

Subsequent to the quarter end, the Company completed an
independent financial analysis and the Company has determined that construction
of a commercial production facility would be economically viable. However,
proceeding with the construction of such a facility will be dependent on several
factors including (i) determining the size and location of the facility, (ii)
acquiring land and transportation infrastructure, (iii) obtaining necessary
permitting, (iv) obtaining a long term supply agreement for coal, and (v)
obtaining sufficient financing. The Company's business venture into LRCWF is at
a very early stage and is subject to a high degree of risk. There is no
assurance that the Company will succeed in obtaining government or private
funding for this project or that a commercial facility based on a particular
financial analysis will be constructed at all. The Company may pursue other
initiatives including joint ventures, divestiture and licensing/royalty
arrangements.

24

---

OFF-BALANCE SHEET ARRANGEMENTS

We have not entered into any off-balance sheet arrangements
that have or are reasonably likely to have a current or future effect on our
financial condition, changes in financial condition, revenues, or expenses,
results of operations, liquidity, capital expenditures, or capital resources and
would be considered material to investors.

CRITICAL ACCOUNTING POLICIES

Our critical accounting policies (the policies we believe are
most important to the presentation of our financial statements and require the
most difficult, subjective and complex judgments) are outlined in our notes to
the financial statements above.

ITEM 3. CONTROLS AND PROCEDURES

As required by Rule 13a-15 under the Securities Exchange Act of
1934 (the Exchange Act), we carried out an evaluation of the effectiveness of
the design and operation of our disclosure controls and procedures and our
internal control over financial reporting as of August 31, 2008. This evaluation
was carried out under the supervision and with the participation of our Chief
Executive Officer and Chief Financial Officer, Garry L. Anselmo. Based upon that
evaluation, our Chief Executive Officer and Chief Financial Officer concluded
that our disclosure controls and procedures and our internal control over
financial reporting are effective to ensure, among other things, that the
information required to be disclosed by us in the reports that we file or submit
under the Exchange Act is accumulated, recorded, processed, communicated, and
reported within the time periods specified by the rules and forms of the
Securities and Exchange Commission.

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

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

During the fiscal quarter ended August 31, 2008, there were no
changes that had a material effect on, or are reasonably likely to affect, our
internal control over financial reporting.

25

---

PART II

OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

On July 24, 2008, Smith Canciglia Consulting, Inc. (SCC)
filed a complaint against the Company and Garry L. Anselmo in Circuit Court,
Loudoun County, Virginia following a dispute concerning the terms of a
Consulting Agreement to which SCC and the Company were parties. The complaint
sought compensatory damages in the amount of $1,535,366 (plus prejudgment
interest), $3,000,000 in punitive damages, $3,450,000 as part of a trebling of
damages on a state unfair business act claim, and attorneys fees. The Company
and Mr. Anselmo thereafter caused the case to be successfully removed to the
U.S. District Court, Eastern District of Virginia, and filed a motion to dismiss
with the court. On September 30, 2008, SCC voluntarily dismissed the case
against the Company and Mr. Anselmo.

The Company is not a party to any pending legal proceeding, nor
is the Companys property the subject of any pending legal proceeding. The
Company also is not aware of any proceeding that a governmental authority is
contemplating.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
PROCEEDS

The Company has not sold any unregistered securities during the
period covered by this report other than those previously reported on a Current
Report on Form 8-K and filed with the Securities and Exchange Commission.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

The Company is not currently in material default of
indebtedness that exceeds 5% of its total assets.

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

None.

ITEM 5. OTHER INFORMATION

None.

26

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ITEM 6. EXHIBITS

|Number       | Description of Exhibit                                                                                                                                                                  
|------------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|3.1          | Articles of Incorporation of the Company (1)                                                                                                                                            
|3.2          | Amendment to Articles of Incorporation of the Company (2)                                                                                                                               
|3.3          | Altered Memorandum of the Company (3)                                                                                                                                                   
|3.4          | Amendment to Articles of Incorporation of the Company (7)                                                                                                                               
|4.1          | Share certificate representing common shares of the capital
      of the Company (1)                                                                                                    
|10.1         | Agreement for Conditional Purchase and Sale of Mining Property
      between the Company and Roger C. Burggraf dated October 6, 1978 
      Grant Mine Property (1)                    
|10.2         | Agreement for Conditional Purchase and Sale of Mining Property
      between the Company and Paul Barelka, Donald May and Mark Thoennes dated
      May 12, 1979  St. Paul Property (1)
|10.3         | Lease of Mining Claims with Option to Purchase between
      the Company and Alaska Mining Company, Inc. dated February 3, 1995 
      Hammond Property (4)                            
|10.4         | Change of Control Agreement between the Company and Garry
      L. Anselmo dated May, 1995(6)                                                                                           
|10.5         | Change of Control Agreement between the Company and James
      Dixon dated May, 1995 (6)                                                                                               
|10.6         | Amendment to Change of Control Agreement between the Company
      and Garry L. Anselmo (6)                                                                                             
|10.7         | Operating Agreement between the Company and Tri-Con Mining
      Ltd. Dated January 1, 1997 (5)                                                                                         
|10.8         | Operating Agreement between the Company and Tri-Con Mining
      Inc. dated January 1, 1997 (6)                                                                                         
|10.9         | Operating Agreement between the Company and Tri-Con Mining
      Alaska Inc. dated January 1, 1997 (6)                                                                                  
|10.1         | Contract between the Company and Dr. Warrack Willson dated
      March 19, 2001 (6)                                                                                                     
|10.11        | Equipment Lease Agreement between the Company and Airport
      Equipment Rentals Inc. dated October 11, 2002 (6)                                                                       
|10.12        | Form of Warrant Exercise Agreement between the Company
      and certain of the selling security holders (8)                                                                            
|10.13        | Form of Delay Agreement between the Company and certain
      of the Selling Shareholders (8)                                                                                           
|10.14        | 2006 Stock Option Plan (10)                                                                                                                                                             
|10.15        | 2006-II Stock Option Plan (11)                                                                                                                                                          
|10.16        | 2007 Stock Option Plan (12)                                                                                                                                                             
|10.17        | Shared Well Agreement between the Company and Sukakpak,
      Inc., dated May 17, 2007 (13)                                                                                             
|10.18        | Lease Agreement between the Company and TA Properties (Canada)
      Ltd., dated March 30, 2007 (14)                                                                                    
|10.19        | 2007-1 Equity Compensation Plan (15)                                                                                                                                                    
|14.1         | Code of Ethics (9)                                                                                                                                                                      
|31.1 *       | Certification pursuant to Section
      302 of the Sarbanes-Oxley Act of 2002                                                                                                           
|31.2
      * | Certification pursuant to Section
      302 of the Sarbanes-Oxley Act of 2002                                                                                                           
|32.1 *       | Certification pursuant to 18
      U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
      Act of 2002                                                      
|32.2
      * | Certification pursuant to 18
      U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
      Act of 2002                                                      
|99.1         | Recorded Documents Relating to Federal and State Mining
      Claims (16)                                                                                                               
|             |                                                                                                                                                                                         
|(1)          | Filed as an exhibit
      to the Companys Registration Statement on Form 10 filed initially
      on May 11, 1984, as amended.                                                         
|(2)          | Filed as an exhibit
      to the Companys Quarterly Report on Form 10-Q filed on July 15, 1997.                                                                                        
|(3)          | Filed as an exhibit
      to the Companys Current Report on Form 8-K filed on September 11, 2002.                                                                                      

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|(4)  | Filed as an exhibit to the Companys Annual Report on
      Form 10-K for the year ended November 30, 1995.                             
|---- | ----------------------------------------------------------------------------------------------------------------------------------------
|(5)  | Filed as an exhibit to the Companys Annual Report on
      Form 10-K for the year ended November 30, 1996.                             
|(6)  | Filed as an exhibit to the Companys Annual Report on
      Form 10-KSB for the year ended November 30, 2002                            
|(7)  | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on June 13, 2003.                                           
|(8)  | Filed as an exhibit to the Companys Registration
      Statement on Form SB-2 filed on May 19, 2004.                                   
|(9)  | Filed as an exhibit to the Companys Quarterly Report on
      Form 10-QSB filed on July 15, 2004.                                      
|(10) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on April 11, 2006.                                  
|(11) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on March 31, 2006.                                  
|(12) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on February 20, 2007.                               
|(13) | Filed as an exhibit to the Companys Annual Report on
      Form 10-KSB for the year ended November 30, 2007                            
|(14) | Filed as an exhibit to the Companys Quarterly Report on
      Form 10-QSB filed on July 15, 2008                                       
|(15) | Filed as an exhibit to the Companys Registration
      Statement on Form S-8 filed on September 7, 2007.                               
|(16) | Filed as an exhibit to the Companys Amendment No. 1 to
      its Annual Report on Form 10-KSB for the year ended November 30,
    2007.
|*    | Filed herewith.                                                                                                                         

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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.

|                           | SILVERADO GOLD MINES LTD.                      
|-------------------------- | -----------------------------------------------
|                           |                                                
|                           |                                                
|**DATE: January 21, 2009** | /s/ *Garry L.
Anselmo*                         
|                           | Garry L. Anselmo                               
|                           | President, Chief Executive Officer (Principal  
|                           | Executive Officer), and Chief Financial Officer
|                           | (Principal Financial and Accounting Officer)   

29

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