---

UNITED STATES
  SECURITIES AND EXCHANGE COMMISSION
  Washington, DC 20549

FORM 10-QSB

x Quarterly Report
  pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
  For the quarterly period endedAUGUST 31, 2003

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

Commission File Number   0-12132

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

|BRITISH COLUMBIA                | 98-0045034                       
|------------------------------- | ---------------------------------
|(State or other jurisdiction of | (IRS Employer Identification No.)
|incorporation or organization)  |                                  

|Suite 505, 1111 West Georgia Street             |             
|----------------------------------------------- | ------------
|Vancouver, British Columbia                     |             
|Canada                                          | V6E 4M3     
|(Address of principal executive offices)        | (Zip Code)  
|                                                |             
|Issuers telephone number, including area code: | 604-689-1535

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

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

State the number of shares outstanding of each of the issuers
  classes of common stock, as of the latest practicable date: 136,947,082 Shares
  of no par value Common Stock outstanding as of October 8, 2003

1

---

SILVERADO GOLD MINES LTD.Consolidated Balance Sheets 
  (Expressed in United States Dollars)

|                                                 | August 31,  |             | November 30, |  
|------------------------------------------------ | ----------- | ----------- | ------------ | -
|                                                 | 2003        |             | 2002         |  
|                                                 | (unaudited) |             |              |  
|Assets                                           |             |             |              |  
|Current assets:                                  |             |             |              |  
|Cash                                             | $           | 422,538     |              | $
|Gold inventory                                   |             | 74,959      |              |  
|Accounts receivable                              |             | 9,594       |              |  
|                                                 |             | 507,091     |              |  
|                                                 |             |             |              |  
|Exploration and development advances (note 3)    |             | -           |              |  
|Mineral properties                               |             | 6,325,124   |              |  
|                                                 |             | 6,832,214   |              |  
|                                                 |             |             |              |  
|Buildings, plant and equipment                   |             | 5,299,786   |              |  
|Accumulated depreciation                         |             | (2,490,237  | )            |  
|                                                 |             | 2,809,549   |              |  
|                                                 |             |             |              |  
|                                                 | $           | 9,641,764   |              | $
|                                                 |             |             |              |  
|Liabilities and Stockholders' Equity             |             |             |              |  
|Current liabilities:                             |             |             |              |  
|Accounts payable and accrued liabilities         |             | 578,671     |              |  
|Loans payable secured by gold inventory          |             | 7,873       |              |  
|Mineral claims payable                           |             | -           |              |  
|Payable to related companies (note 3)            |             | 26,098      |              |  
|Debentures, current portion (note 5)             |             | 140,000     |              |  
|Debenture, current portion (note 5)              |             | 53,303      |              |  
|Current portion of capital lease obligation      |             | 125,000     |              |  
|Replacement debentures, current portion (note 5) |             | 119,245     |              |  
|                                                 |             | 1,050,190   |              |  
|                                                 |             |             |              |  
|Debentures (note 5)                              |             | 194,142     |              |  
|Capital lease obligations                        |             | 966,320     |              |  
|Stockholders' equity:                            |             |             |              |  
|Common stock:                                    |             |             |              |  
|Authorized: 200,000,000 common shares            |             |             |              |  
|Issued and outstanding:                          |             |             |              |  
|August 31, 2003128,537,919                      |             |             |              |  
|November 30, 2002
       98,086,631             |             | 62,035,414  |              |  
|Shares to be issued                              |             | 145,668     |              |  
|Other capital                                    |             | 228,277     |              |  
|Accumulated deficit                              |             | (54,978,247 | )            |  
|                                                 |             | 7,431,113   |              |  
|                                                 |             |             |              |  
|                                                 | $           | 9,641,764   |              | $

Continuing operations (note 2)
  Subsequent events (note 7)
  See accompanying notes to unaudited consolidated financial statements.

2

---

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

|                                                     |   | Nine months |   |   | Nine months |  
|---------------------------------------------------- | - | ----------- | - | - | ----------- | -
|                                                     |   | ended       |   |   | ended       |  
|                                                     |   | August 31,  |   |   | August 31,  |  
|                                                     |   | 2003        |   |   | 2002        |  
|                                                     |   | (unaudited) |   |   | (unaudited) |  
|                                                     |   |             |   |   |             |  
|Interest and other income                            | $ | 4,192       |   | $ | 74,337      |  
|Other expenses:                                      |   |             |   |   |             |  
|Accounting and audit                                 |   | 22,075      |   |   | 17,335      |  
|Advertising and promotion                            |   | 355,153     |   |   | 118,700     |  
|Consulting fees (note 6)                             |   | 424,206     |   |   | 1,019,168   |  
|Depreciation                                         |   | 197,956     |   |   | 204,143     |  
|General exploration                                  |   | 411,473     |   |   | 279,919     |  
|Interest on debentures                               |   | 46,174      |   |   | 127,860     |  
|Legal                                                |   | 48,513      |   |   | 18,937      |  
|Loss (gain) on foreign exchange                      |   | (51,010     | ) |   | 8,728       |  
|Management services from related party               |   | 286,500     |   |   | 147,055     |  
|Office expenses                                      |   | 456,453     |   |   | 141,193     |  
|Other interest and bank charges                      |   | 3,354       |   |   | 3,562       |  
|Reporting and investor relations                     |   | 10,869      |   |   | -           |  
|Research                                             |   | 148,465     |   |   | 202,034     |  
|Transfer agent fees and mailing expenses             |   | 18,163      |   |   | 12,472      |  
|                                                     |   | 2,378,344   |   |   | 2,319,106   |  
|Loss and comprehensive loss for the period           | $ | (2,374,152  | ) | $ | (2,244,769  | )
|                                                     |   |             |   |   |             |  
|Loss per share - basic and diluted                   | $ | (0.02       | ) | $ | (0.04       | )
|Weighted average number of common shares outstanding |   | 110,668,396 |   |   | 61,730,463  |  

3

---

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

|                                                     |   | Three months |   |   | Three months |  
|---------------------------------------------------- | - | ------------ | - | - | ------------ | -
|                                                     |   | ended        |   |   | ended        |  
|                                                     |   | August 31,   |   |   | August 31,   |  
|                                                     |   | 2003         |   |   | 2002         |  
|                                                     |   | (unaudited)  |   |   | (unaudited)  |  
|                                                     |   |              |   |   |              |  
|Interest and other income                            | $ | 7            |   | $ | 3,140        |  
|Other expenses:                                      |   |              |   |   |              |  
|Accounting and audit                                 |   | 8,099        |   |   | 5,442        |  
|Advertising and promotion                            |   | 83,042       |   |   | 84,270       |  
|Consulting fees (recovered  note 6)                 |   | (486,808     | ) |   | 639,023      |  
|Depreciation                                         |   | 68,732       |   |   | 62,244       |  
|General exploration                                  |   | 341,257      |   |   | 148,869      |  
|Interest on debentures                               |   | 10,005       |   |   | 40,235       |  
|Legal                                                |   | 6,956        |   |   | 8,922        |  
|Loss (gain) on foreign exchange                      |   | 12,978       |   |   | 2,779        |  
|Management services from related party               |   | 136,090      |   |   | 48,405       |  
|Office expenses                                      |   | 17,183       |   |   | 63,329       |  
|Other interest and bank charges                      |   | 1,153        |   |   | 570          |  
|Reporting and investor relations                     |   | 5,307        |   |   | -            |  
|Research                                             |   | 41,138       |   |   | 96,924       |  
|Transfer agent fees and mailing expenses             |   | 6,836        |   |   | 4,313        |  
|                                                     |   | 251,968      |   |   | 1,205,325    |  
|Loss and comprehensive loss for the period           | $ | (251,961     | ) | $ | (1,202,185   | )
|                                                     |   |              |   |   |              |  
|Loss per share - basic and diluted                   | $ | (0.01        | ) | $ | (0.01        | )
|Weighted average number of common shares outstanding |   | 111,434,601  |   |   | 83,592,612   |  

4

---

SILVERADO GOLD MINES LTD.Consolidated Statement of Cash Flows 
  (Expressed in United States Dollars)

|                                                            |   | Nine months |   |   | Nine months |  
|----------------------------------------------------------- | - | ----------- | - | - | ----------- | -
|                                                            |   | ended       |   |   | ended       |  
|                                                            |   | August 31,  |   |   | August 31,  |  
|                                                            |   | 2003        |   |   | 2002        |  
|                                                            |   | (unaudited) |   |   | (unaudited) |  
|                                                            |   |             |   |   |             |  
|Cash provided by (used in):                                 |   |             |   |   |             |  
|Operating activities:                                       |   |             |   |   |             |  
|Loss for the period                                         | $ | (2,374,153  | ) | $ | (2,244,769  | )
|Adjustments to reconcile loss to net cash used by operating |   |             |   |   |             |  
|activities                                                  |   |             |   |   |             |  
|Depreciation                                                |   | 197,956     |   |   | 204,143     |  
|Stock based compensation                                    |   | 396,109     |   |   | 559,750     |  
|Interest on debentures                                      |   | 29,425      |   |   | 123,802     |  
|Changes in non-cash operating working capital:              |   |             |   |   |             |  
|Accounts receivable                                         |   | (1,246      | ) |   | (107,063    | )
|Gold inventory                                              |   | (64,810     | ) |   | 971         |  
|Receivable from
      related party                         |   | -           |   |   | (697,086    | )
|Accounts payable
      and accrued liabilities:             |   | (81,577     | ) |   | (75,645     | )
|Increase
      (decrease) in mineral claims payable:        |   | (140,000    | ) |   | (31,000     | )
|                                                            |   | (2,038,296  | ) |   | (2,115,607  | )
|Financing activities:                                       |   |             |   |   |             |  
|Shares issued for cash                                      |   | 5,486,294   |   |   | 4,665,001   |  
|Increase (decrease) in loans payable                        |   | (27,856     | ) |   | -           |  
|Due to related party                                        |   | 26,098      |   |   | (291,310    | )
|                                                            |   | 5,484,536   |   |   | 4,373,691   |  
|Investing activities:                                       |   |             |   |   |             |  
|Advances for exploration and development                    |   | 579,745     |   |   | -           |  
|Mineral claims and options expenditures, net of recoveries  |   | (4,051,096  | ) |   | -           |  
|Purchase of
      equipment                                 |   | (457,351    | ) |   | (2,990      | )
|                                                            |   | (3,928,702  | ) |   | (2,990      | )
|Increase (Decrease) in cash                                 |   | (482,462    | ) |   | 2,255,094   |  
|                                                            |   |             |   |   |             |  
|Cash, beginning of period                                   |   | 905,000     |   |   | 17,093      |  
|                                                            |   |             |   |   |             |  
|Cash, end of the period                                     | $ | 422,538     |   | $ | 2,272,187   |  
|Supplementary disclosure with respect to cash flow (note 4) |   |             |   |   |             |  

See accompanying notes to the consolidated financial statements

5

---

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

Nine months ended August 31, 2003 and August 31, 2002

|1. | Basis of presentation:
      The unaudited consolidated financial statements as of
        August 31, 2003 , included herein have been prepared without audit pursuant
        to the rules and regulations of the Securities and Exchange Commission.
        Certain information and footnote disclosures normally included in financial
        statements prepared in accordance with United States generally accepted
        accounting principles have been condensed or omitted pursuant to such
        rules and regulations. In the opinion of management, all adjustments (consisting
        solely of normal recurring accruals) considered necessary for a fair presentation
        have been included. It is suggested that these consolidated financial
        statements be read in conjunction with the November 30, 2002, audited
        consolidated financial statements and notes thereto.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|2. | Continuing operations:
      At August 31, 2003, the Company had a working capital
        deficiency of $543,099, down from a working capital deficiency of $604,459
        at November 30, 2002, primarily as a result of increased funding from
        issuances of common stock and a significant reduction of its debt. The
        Company paid the arrears of required mineral claims and option payments
        on certain of its mineral properties on January 27, 2003, in the amount
        of $140,000.
      These financial statements have been prepared on a going
        concern basis, which assumes the realization of assets and settlement
        of liabilities in the normal course of business. The application of the
        going concern concept and the recovery of amounts recorded as mineral
        properties and buildings, plant and equipment is dependent on the Company's
        ability to obtain additional financing to fund its operations and acquisition,
        exploration and development activities, the discovery of economically
        recoverable ore on its properties, and the attainment of profitable operations.
      The Company plans to continue to raise capital through
        private placements and warrant issues. The Company is exploring other
        business opportunities including the development of low rank coal water
        fuel as a replacement fuel for oil fired industrial boilers and utility
        generators.                                                                                                                                 
|3. | Related party transactions:
      The Company has had related party transactions with
        Tri-Con Mining Ltd., Tri-Con Mining Inc., Tri-Con Mining Alaska Inc. (collectively
        the Tri-Con Mining Group) All of which are controlled by a
        director of the Company.
      The Tri-Con Mining Group are operations, exploration,
        and development contractors, and have been employed by the Company under
        contract since 1972 to carry out all of its fieldwork and to provide administrative
        and management services. Under its current contract dated January, 1997
        work is charged at cost plus 15% for operations and cost plus 25% for
        exploration and development. Cost includes a 15 % charge for office overhead.
        Services of the directors of the Tri-Con Mining Group are charged at a
        rate of $75 per hour. Services of the directors of the Tri-Con Mining
        Group who are also directors of the Company are not charged. At August
        31, 2003, the Company had a payable of $26,098 to the Tri-Con Mining Group
        for exploration, development and administration services to be performed
        during the current fiscal year on behalf of the Company. The Tri-Con Mining
        Groups services for the current fiscal year are focusing mainly
        on the Companys year round production on its Nolan property low
        rank coal water fuel program, and administration services at both its
        field and corporate offices as well, the Company continues to develop
        its low-rank coal-water fuel program.

6

---

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

Nine months ended August 31, 2003, and August 31, 2002

|5. | Related party transactions (continued):
      The aggregate amounts paid to the Tri-Con Group each
        period by category, including amounts relating to the Grant Mine Project
        and Nolan properties, for disbursements and for services rendered by the
        Tri-Con Group personnel working on the Company's projects, and including
        interest charged on outstanding balance at the Tri-Con Group's borrowing
        costs are shown below:
|-- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| |                                                                   |   | August 31, |  |   | August 31, | 
| | ----------------------------------------------------------------- | - | ---------- |  | - | ---------- | 
| |                                                                   |   | 2003       |  |   | 2002       | 
| |                                                                   |   |            |  |   |            | 
| | Operations and field services                                     | $ | -          |  | $ | 10,212     | 
| | Exploration and development services                              |   | 3,231,670  |  |   | 237,598    | 
| | Administrative and management services                            |   | 257,579    |  |   | 144,819    | 
| | Research                                                          |   | 148,465    |  |   | 202,034    | 
| |                                                                   | $ | 3,637,714  |  | $ | 594,663    | 
| | Amount of total charges in excess of Tri-Con costs
      incurred | $ | 836,784    |  | $ | 110,147    | 
| |                                                                   |   |            |  |   |            | 
| | Excess amount charged as a percentage of actual costs             |   |            |  |   |            | 
| | incurred                                                          |   | 23.0%      |  |   | 22.7%      | 

|6. | Supplementary cash flow information:
      Supplemental non-cash investing and financing activities:
|-- | ----------------------------------------------------------------------------------------------------

| |                                              |   | August 31, |   |   | August 31, | 
| | -------------------------------------------- | - | ---------- | - | - | ---------- | 
| |                                              |   | 2003       |   |   | 2002       | 
| |                                              |   |            |   |   |            | 
| | Purchase of fixed assets under capital lease | $ | (145,170   | ) | $ | -          | 
| | Issuance of shares for:                      |   |            |   |   |            | 
| | Related party advances                       |   | -          |   |   | 370,000    | 
| | Debentures                                   |   | 807,924    |   |   | 357,734    | 
| | Interest on debentures                       |   | 48,736     |   |   | 123,803    | 
| | Consulting services                          |   | 418,884    |   |   | 559,750    | 
| | Capital lease obligation                     |   | 145,170    |   |   | -          | 

|7. | Debentures:
      On March 1, 2001, the Company completed negotiations
        to restructure its $2,000,000 convertible debentures. The Company issued
        replacement debentures in the aggregate amount of $2,564,400 consideration
        of cancellation of the $2,000,000 principal amount plus all accrued interest
        on the original debentures to March 1, 2001. The replacement debentures
        bear interest of 8.0% per annum and mature March 1, 2006. Principal payments
        are due at the end of each month. Interest is due and payable on a quarterly
        basis on February 28, May 31, August 31, and November 30.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

7

---

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

Nine months ended August 31, 2003, and August 31, 2002

|5. | Debentures (continued):
      If the Company fails to make any payment of principal
        or interest, the Company must issue shares equivalent in value to the
        unpaid amounts at 20% below the average market price. On December 11,
        2002, the Company issued 372,818 shares at the average market price of
        $0.38 to the holders of the replacement debenture to satisfy the quarterly
        payments due November 30, 2002. The value of the transaction consists
        of $119,245 of principal and $22,426 of interest. On April 9, 2003, the
        Company issued 3,274,865 shares to the replacement debenture holders at
        the price of $0.18 to satisfy the quarterly payments due February 28,
        2003 of principal and interest. The value of this transaction consists
        of $569,434 of principal, and $20,042 of interest. On June 1, 2003, the
        Comapny issued 913,551 shares to the holders of the replacement debentures,
        at the average market price of $0.14 per share to satisfy the quarterly
        payments due May 31, 2003 of principal and interest. The value of this
        transaction consists of $955,876 of principal, and $8,653 of interest.
        As at August 31, 2003, $1,979,245 plus $531,160 of accrued interest has
        been exchanged for replacement debentures. Of its aggregate amount $313,387,
        $119,245 is classified as a current liability and $194,142 has been classified
        as non-current. Remaining debentures of $140,000, plus accrued interest
        of $59,266 are in default, however, it is unclear whether they will be
        exchanged for replacement debentures.
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|6. | Shares to be issued and consulting
        fees:
      During the three months ended August 31, 2003 the company
        renegotiated the terms of several consulting agreements, resulting in
        a recovery of $748,120 on consulting fees previously recorded at the market
        value of the shares to be issued under the old agreements.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
|7. | Subsequent events:
      On September 1, 2003, the Company issued 247,500 shares
        for consulting services provided at a value of $47,025.
      On September 1, 2003, the Company issued 738,308 shares
        to the holders of the replacement debentures, at the average market price
        of $0.17 per share.
      On September 5, 2003, 550,000 common share purchase
        warrants were exercised at a price of $0.12 per share for total proceeds
        of $66,000.
      On September 19, 2003, 1,562,500 common share purchase
        warrants were exercised at a price of $0.10 per share for total proceeds
        of $156,250. A commission of $15,625 was paid in connection with the sale
        of these shares.
      On September 19, 2003, 2,000,000 common share purchase
        warrants were exercised at a price of $0.10 per share for total proceeds
        of $200,000. A commission of $10,000 was paid in connection with the sale
        of these shares.
      On September 19, 2003, 1,162,792 common share purchase
        warrants were exercised at a price of $0.10 per share for total proceeds
        of $116,279. A commission of $5,813 was paid in connection with the sale
        of these shares.                                                                                                                                                                                                                                                                                                                                                                                                                                                  

8

---

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

Nine months ended August 31, 2003, and August 31, 2002

|7. | Subsequent events (continued):
      On September 22, 2003, the Company completed a private
        placement with three investors of 750,000 units at a price of $0.10 per
        unit for total proceeds of $75,000. Each unit consisted of one common
        share and one common share purchase warrant. Each common share purchase
        warrant entitles the warrant holder to purchase one common share at the
        price of $0.20 per share, subject to a maximum reduction of $0.05 per
        share, for the period of one year from the acceptance of a registration
        statement qualifying the resale of the shares and the shares issuable
        upon exercise of the warrants.
      On October 1, 2003, the Company issued 247,500 shares
        for consulting services provided at a value of $49,500.
      On October 8, 2003, the Company completed a private
        placement of 450,000 units at a price of $0.10 per unit for total proceeds
        of $45,000. Each unit consisted of one common share and one common share
        purchase warrant. Each common share purchase warrant entitles the warrant
        holder to purchase one common share at the price of $0.20 per share, subject
        to a maximum reduction of $0.05 per share for the period of one year from
        the acceptance of a registration statement qualifying the resale of the
        shares and the shares issuable upon exercise of the warrants.
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|8. | Comparative figures:
      Certain comparative figures have been reclassified to conform with the
        current periods presentation.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              

9

---

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 ore reserve
  development and other factors. Forward-looking statements are made, without
  limitation, in relation to operating plans, property exploration and development,
  availability of funds, environmental reclamation, operating costs and permit
  acquisition. Any statements contained herein that are not statements of historical
  facts may be deemed to be forward-looking statements. In some cases, you can
  identify forward-looking statements by terminology such as "may", "will", "should",
  "expect", "plan", "intend", "anticipate", "believe", "estimate", "predict",
  "potential" or "continue", the negative of such terms or other comparable terminology.
  Actual events or results may differ materially. In evaluating these statements,
  you should consider various factors, including the risks outlined below, and,
  from time to time, in other reports Silverado files with the SEC. These factors
  may cause Silverado's actual results to differ materially from any forward-looking
  statement. Silverado 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

We are engaged in the acquisition, exploration and development
  of mineral properties in the State of Alaska. We are currently actively engaged
  in mining and development activities at our Nolan Gold Project, located 175
  miles north of Fairbanks, Alaska. Our plan of operations is to recover gold
  from gravel material that is mined from the Nolan Gold Project under a three
  year plan for mining and development of the Nolan Gold Project. We commenced
  the mining and development activities under this plan of operations in September
  2002. We commenced gold recovery operations from gravel mined at the Nolan Gold
  Project in the summer of 2003. We are also planning to conduct further exploration
  of our Nolan properties. We are also seeking financing to enable us to proceed
  with the construction of a commercial test facility to establish the viability
  of the production of low-rank coal-water fuel as a replacement for oil fired
  boilers and utility generators.

We hold interests in four groups of mineral properties in Alaska, namely:

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

CORPORATE UPDATE

Mining of the Nolan Deep Channel and Surface Mining Operations

Our primary area of exploration and development interest is
  the Nolan Gold Project. Our plan of operation is to continue to develop and
  mine our Nolan Gold Project, with production targeted specifically for the Nolan
  Deep Channel areas and various identified surface deposits. We are currently
  targeting gold that is referred to as placer gold in our current
  mining and development activities. Placer gold is gold that has been separated
  from its host rock and is often re-concentrated in streams or in river beds
  of old streams. Placer gold will occur in both nugget form and in fine gold.
  Our mining and development operations involve the mining of potential gold bearing
  gravel from surface or underground deposits and then processing the recovered
  gravel material to extract the gold in the form of nuggets or fine gold.

10

---

The Nolan Deep Channel is an underground frozen river bed
  located approximately 100 to 200 feet beneath the existing Nolan Creek. The
  Nolan Deep Channel begins at the confluence of Nolan Creek and Fay Creek and
  continues southward beneath Nolan Creek for approximately 2.5 miles.

We received an engineers report in the summer of 2002
  that outlined a three year plan to develop and mine the Nolan Deep Channel area.
  We determined to proceed with this plan and we completed the necessary development
  work that has enabled us to start processing material for recovery of gold in
  the summer of 2003.

The portion of the Nolan Deep Channel targeted for development
  is approximately 2500 feet long and begins at the upper end of the Nolan Deep
  Channel at the confluence of Nolan Creek and Fay Creek. The development plan
  called for the construction of three separate decline tunnels that would provide
  access to the underground Nolan Deep Channel. The decline tunnels are the underground
  tunnels that start at portals at the surface and tunnel downwards to the targeted
  gravel located in the Nolan Deep Channel. These decline tunnels are referred
  to by us as the A, B and C tunnel declines.
  The A tunnel decline is located at the north end of the Nolan Deep
  Channel. The B tunnel decline is located in the middle of the targeted
  portion of the Nolan Deep Channel. The C tunnel decline is located
  at the south end of the targeted portion of the Nolan Deep Channel, approximately
  2500 feet south of the A decline tunnel.

We commenced underground mining operations at the Nolan Gold
  Project in November 2002. We completed the construction of the B
  and C decline tunnels, as planned, however we were unable to complete
  the construction of the A decline tunnel due to unseasonably warm
  temperatures encountered during the winter of 2002/2003. Warm temperatures resulted
  in the presence of high volumes of water and instability which forced the abandonment
  of our efforts to construct the A decline tunnel. While similar
  conditions were encountered in the B and C decline tunnels,
  mining was able to proceed by pumping infiltration water to the surface and
  by the installation of a ventilation shaft to improve air circulation. An underground
  tunnel was constructed between the B and C decline tunnels,
  as planned, although this connection was completed behind schedule due to water
  problems. Once the connection was made, mining of gravel continued on a round-the-clock
  basis in order to extract as much gravel as possible. Mining continued until
  April 2, 2003 when spring temperatures forced underground mining to cease. Warm
  temperatures had an adverse impact on the mining of the Nolan Deep Channel due
  to its nature of a frozen river bed. Warm temperatures caused ice to melt which
  resulted in water seepage into mining operations and destabilization of the
  underground tunnels. Mining problems associated with warm weather during the
  winter of 2002/ 2003 caused our costs to increase over projected costs and our
  production of material for gold recovery processing to be less than projected.
  The B and C tunnel declines and the underground tunnel
  constructed during the winter of 2002/ 2003 will enable us to continue underground
  mining of the Nolan Deep Channel in upcoming winter seasons.

In addition to underground mining, we commenced surface mining
  of ore from the Marys Bench and Wool Bench region of the Nolan Gold Project
  in the summer of 2003. The Marys Bench and Wool Bench are two of a series
  of elevated gravel benches located above the elevation of the Nolan Creek on
  a hill known as the Smith Dome. Mined material that was extracted by surface
  mining operations was processed at our gold recovery facility in order to recover
  gold present in the mined material. We anticipate continuing surface mining
  of material from the Wool Bench through the fall of 2003 and likely into the
  coming winter.

Nolan Gold Recovery Operations

We completed the construction of a washing plant to recover
  gold from the mined ore in the summer of 2003. We refer to this washing plant
  as our gold recovery facility. The gold recover facility is located adjacent
  to the Nolan Creek at the confluence of the Nolan Creek and Archibald Creek,
  approximately in the middle of the Nolan Deep Channel.

The gold recovery facility incorporates nugget traps, hydraulic
  riffles, classification and gravity concentration processes in order to recover
  gold. Our washing plant is able to recover both coarse gold nuggets and fine
  gold dust using a series of processing operations. The facility is capable of
  operating at a 75 yard per hour process rate. The facility includes a vibrating
  grizzly for removal of over-size boulders. Gravel feed is screened and treated
  by a series of gold nugget traps and hydraulic riffles where larger gold nuggets
  are collected. All discharged material is then re-screened to a finer fraction,
  which is then processed through a series of water-pulsing jigs to
  remove fine gold, then sent to a high gravity centrifugal bowl concentrator
  to remove the ultra-

11

---

fine gold or gold dust. The material left over
  from the centrifugal bowl concentrator is referred to by us as concentrate.
  Water supply and water treatment systems have been incorporated into the washing
  plant for optimizing water usage and discharging process effluent in a clean,
  environmentally sound manner.

We also completed the tuning of the new gold recovery circuitry
  that comprises the gold recovery facility in the summer of 2003. The tuning
  process was necessary in order that each phase of the gold recovery operations
  is able to operate at optimal performance in order to maximize gold recovery
  and operating efficiency.

We commenced the processing of ore that was stock-piled during
  winter mining operations on a continuous basis once the gold recovery facility
  became operational. Recovery operations have been targeted at recovering both
  fine gold and course gold from the gravel. Gold recovery operations continued
  through the summer of 2003 until late September 2003 when freeze-up forced recovery
  operations to be suspended. We completed the processing of 40,000 loose cubic
  yards of gravel materials that were recovered from our underground and surface
  mining activities. An abundance of Sulphide heavy metals were encountered when
  processing the close to gold bearing gravel. We recovered gold both in the form
  of gold nuggets, with weights over one quarter of one ounce, and fine gold,
  being gold particles less than one quarter ounce in weight. The fine gold was
  recovered in the concentrate left over after initial recovery operations. We
  have yet to finish processing approximately two tons of concentrate that was
  produced during summer operations and accordingly have not reported on the quantity
  of gold produced in this concentrate. This concentrate will be shipped by us
  to Fairbanks for processing at our Grant Mine, which has better equipment for
  recovery of gold from the concentrate, now that our recovery operations have
  been suspended.

We began to recover gold in July 2003 and commenced sales
  of recovered gold in August 2003. As at August 31, 2003, we had produced 278.835
  ounces of gold from the Nolan Gold Project during the summer recovery operations.
  We had produced an additional 83.695 ounces of gold from the Nolan Gold Project
  by September 30, 2003. We completed sales of gold in the amount $73,095 in our
  third quarter. Gold sales resulting from our developmental activities have been
  applied against the capitalized cost of mineral properties and development costs.
  Sales of gold nuggets averaged a price of $501 per ounce. We had 222.36 ounces
  of gold in inventory as at September 30, 2003. The amount of our gold inventory
  is exclusive of any gold present in the two tons of unprocessed fine gold concentrates
  produced during the summer recovery operations. We cannot give investors estimates
  as to the quantities of gold or revenues that will be realized from the gold
  concentrates until they are processed in the fall of 2003. Subsequent to August
  31, 2003, we sold 26.33 ounces of gold for $14,807.

Planned Mining Operations

We will continue the mining of the Nolan Deep Channel on a
  modified basis during the winter of 2003/2004. We plan to mine the area of the
  Nolan Deep Channel between the A decline tunnel and the B
  decline tunnel using open-cut surface mining, rather than underground mining.
  Our determination to proceed with surface mining rather than underground mining
  of this portion of the Nolan Deep Channel is based on the water problems and
  mining difficulties encountered during the 2002/2003 winter season. Our mining
  activities on upper portion of the Nolan Deep Channel will be directed by the
  results of the drilling program on the upper portion of the Nolan Deep Channel
  that we carried out during summer of 2003.

We will continue to evaluate and modify our plan of operations
  for the mining and development of the Nolan Deep Channel as the results of mining,
  development and exploration become available to us. We anticipate that that
  we will make modifications based on many factors, including: concentrations
  of gold in the material recovered from extraction operations, the success of
  various mining techniques, the recurrence of water problems encountered during
  the winter of 2002/ 2003 and the costs of various mining alternatives available
  to us.

We will also continue gravel extraction operations on the
  various gravel benches located above the elevation of Nolan Creek on the slopes
  of the Smith Dome. We are planning to mine the gravel bench known as the Marys
  Bench that is located approximately 200 to 300 feet in elevation above the confluence
  of Nolan Creek and Archibald Creek. We are anticipating that mining of the Marys
  Bench will be by underground mining. We are also planning to mine a gravel bench
  known as the Treasure Chest that has not been previously mined by us. We have
  not finalized our mining plan for the Treasure Chest area to date. The actual
  plan will be dependent on

12

---

our geological review of the drill holes to be completed on
  this bench during the fall of 2003 and our assessment of whether surface or
  underground mining will be optimal for extraction operations. The Treasure Chest
  bench is located approximately 200 to 400 feet in elevation above the Nolan
  Creek to the south of Marys Bench.

Gravel that we mine during the 2003-2004 winter season will be processed for
  gold recovery in the summer of 2004.

Exploration and Development Program

We are currently undertaking an extensive geological exploration
  program on the Nolan Gold Project. The overall objectives of this exploration
  program are as follows:

|1. | We are continuing with our attempts to identify placer
        deposits in the Nolan Gold Project that we can mine using surface mining.
        In general, these deposits are located in benches that are ancient river
        beds located above the elevation of the Nolan Creek. These deposits include
        known deposits such as the Wool Bench, Marys Bench, Workman Bench,
        Eureka Bench and the Lower Nolan Bench. The Marys Bench was mined
        by us in 1995, the Eureka Bench was mined by us in 1994 and 1995 and the
        Workman Bench was mined by us in 1999 and 2000. The objectives of our
        drilling program will include the determination of the nature and extent
        of areas of known bench deposits that are prospective for mining and the
        identification of new bench deposits that may be prospective for mining.                                                                                                                                                                                                                                                                                                
|-- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|2. | We are continuing to define the nature and the extent
        of the Nolan Deep Channel. Our drilling program for the Nolan Deep Channel
        is a two phase program. The first phase is to complete infill drilling
        of the known Nolan Deep Channel for channel definition, grade control
        and geo-technical data analysis. The purpose of this exploration is to
        supplement our existing knowledge of the Nolan Deep Channel and to assist
        in our planning for our second and third years of mining the Nolan Deep
        Channel. The second phase of this exploration program is to undertake
        development drilling of the lower Nolan Deep Channel. The lower Nolan
        Deep Channel is located south of the portion of the Nolan Deep Channel
        that is currently the subject of our three year mining and development
        plan. The objective of this exploration is to determine the nature and
        extent of the southern portion of the Nolan Deep Channel which is below
        the area of the Nolan Deep Channel that is targeted for development and
        mining as part of our current three year plan.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|3. | We plan to complete a drill program on the Slisco
        Bench on our Hammond River property. The Slisco Bench is located above
        the elevation of the Hammond Property and is approximately 3 to 4 miles
        northwest of the Nolan Deep Channel. The purpose of this drill program
        will be to obtain the necessary geo-technical and engineering data in
        order to enable us to determine whether commencement of underground mining
        of the gold bearing gravels of the Slisco Bench is warranted.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|4. | We plan to complete a drill program to determine
        the location of a potential lode deposit, referred to by us as the Nolan
        Lode, which may be the source of the placer gold found on the Nolan Gold
        Project. A lode deposit of gold occurs when gold is present in its host
        rock and is differentiated from placer gold which is gold that has been
        removed from its host rock by the process of erosion. This drill program
        will be part of our ongoing geologic and geo-physical investigations to
        determine whether there is a lode source on our Nolan Gold project that
        is the source of our placer gold deposits.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                

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

|1. | We have determined to pursue exploration of the identified
        area of mineralization that may be a lode deposit of gold and have mobilized
        a drill to the area of the identified mineralization. We plan to drill
        approximately 10 drill holes in the area of the identified mineralization
        over the next month. The results will be used to assess whether further
        geological exploration and drilling of this area of identified mineralization
        is warranted. Even if results of the drilling program are positive, substantial
        and extensive geological exploration and drilling beyond the scope of
        the current drilling program will be necessary to establish whether any
        identified mineralization will support economic mining of the deposit.
        There is no
|-- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

13

---

|   | assurance that the results of our current drilling
        program will be positive or that any economic lode deposit of gold is
        associated with this mineralization.                                                                                                                                                                                                                                                                                           
|-- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|2. | We commenced a drilling program on the upper portion
        of the Nolan Deep Channel in September 2003. A total of twenty nine drill
        holes have been completed to date. The results of these drill holds will
        assist in our plan to surface mine the upper portion of the Nolan Deep
        Channel below the A tunnel decline and above the B
        tunnel decline, as discussed above.                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|3. | We are currently planning on completing a drilling
        program on a prospective gold deposit bench that we refer to as the Treasure
        Chest which is adjacent to and to the south of the Marys Bench deposit.
        The results of this drilling program will determine whether this bench
        deposit contains sufficient prospective gold in order to warrant mining
        and to determine whether surface or underground mining will be required.
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|4. | We are also planning on drilling in the areas of
        the lower Nolan Deep Channel and the Slisco Bench. Our ability to complete
        drilling at these locations will be dependent upon the amount of funds
        that we have available for exploration and our exploration priorities.                                                                                                                                                                       

We plan to continue the exploration efforts at the Nolan Gold
  Project described above throughout the winter in order to identify targeted
  areas for mining and development. Completion of these exploration efforts will
  include the following.

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

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

We plan to spend approximately $825,000 on exploration activities
  during the next twelve months. This amount will fluctuate depending on the actual
  amount of funds that we have available for exploration. See the discussion of
  our cash resources and working capital below under Plan of Operations below
  and also see the discussion of our Risk Factors described below. Of this amount,
  approximately $570,000 is planned be spent on exploration activities from September
  through November 2003 and will include the drilling programs currently in progress,
  as discussed above. The results of these drilling programs will be used to provide
  key information for mining and development work to be completed during the winter
  of 2003/ 2004. In addition, results will be used to form the basis for additional
  geological exploration work to be completed by us in 2004. We plan to continue
  exploration work during the winter of 2003/ 2004, however exploration work will
  be subject to intermittent interruptions cause by foul or intense cold weather.

PLAN OF OPERATIONS

Mining and Gold Processing Operations at the Nolan Gold Project

Our plan of operations for the next twelve months is to continue
  development, mining and gold recovery activities at the Nolan Gold Project.
  These development, mining and gold recovery activities include the continuation
  of our three year plan to develop and mine the Nolan Deep Channel on a modified
  basis and the mining of gravel benches above the Nolan Creek. Our plan of operations
  is discussed in detail above under Corporate Update.

We plan to spend approximately $5,300,000 over the next twelve
  months in carrying our underground and surface mining plans for the Nolan Gold
  Project. While this amount of expenditures will be off-set by any

14

---

revenues that we achieve from gold production, we anticipate
  that we will require substantial financing in order to proceed with our plan
  of operations. We presently do not have any arrangements in place to finance
  our development plans and there is no assurance that the necessary financing
  will be achieved. If we are unable to achieve new financings or if we do not
  achieve anticipated revenues from sales of gold, then we will be forced to scale
  back our plan of operations based on our available funds. See the discussion
  of our cash resources and working capital below under Liquidity and Financial
  Condition below and the section of this prospectus entitled Risk Factors.

Exploration and Development Program

We plan to spend approximately $825,000 on exploration activities
  during the next twelve months. Our planned exploration activities are discussed
  above under Corporate Update. Our exploration activities will be scaled back
  if we do not have sufficient funds available to pursue all planned exploration
  programs. See the discussion of our cash resources and working capital below
  under Liquidity and Financial Condition and Risk Factors below.

Low-Rank Coal-Water Fuel Project

We plan to re-submit our application for a grant to the Department
  of Energy under the second round of grants under the Clean Coal Power Initiative.
  We anticipate that our application will be re-submitted prior to August 2004,
  being the extended deadline for submissions, when the Department of Energy is
  anticipated to begin accepting applications. There is no assurance that any
  grant would be obtained from the Department of Energy that would enable us to
  proceed with the planned demonstration facility. If a grant was received, funds
  would not be available until future fiscal years and any funds would be repayable
  under the terms of the grant.

We anticipate spending approximately $200,000 during the next
  twelve months on our application to the Department of Energy and on other work
  in connection with establishment of the demonstration facility at the Grant
  Mine.

RESULTS OF OPERATIONS

Nine months ended August 31, 2003 compared to the nine months ended August
  31, 2002.

Revenues

We did not earn revenues during the nine months ended August
  31, 2003 or August 31, 2002 as we did not reach commercial production of gold
  from the Nolan Gold Project during this period. We did not earn any revenues
  during the three months ended August 31, 2003 or the three months ended August
  31, 2002.

We achieved gold sales of $73,095 during the three months
  ended August 31, 2003. These gold sales represented sales of gold recovered
  during our summer recovery operations. Under our accounting policies, these
  gold sales were treated as sales received incidental to developmental activities
  on the Nolan Gold Project. Due to this accounting treatment, gold sales were
  offset against development costs associated with the Nolan Gold Project. We
  will not treat sales of gold recovered from Nolan Gold Project as revenues until
  such time as we have reached commercial levels of gold production from the Nolan
  Gold Project.

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

Operating Costs

We did not incur any operating costs during the nine months
  or three months ended August 31, 2003, due to the fact that we did not achieve
  commercial levels of gold production from mining activities during these periods.

15

---

We incurred development costs in the amount of $4,051,096
  on the Nolan Gold Project during the nine months ended August 31, 2003. These
  development costs were incurred in connection with mining activities at the
  Nolan Gold Project that are anticipated to allow us to go into production on
  the property. These development costs were capitalized in accordance with our
  policy to capitalize development expenses prior to reaching commercial levels
  of production. Development expenses were offset by $73,095 of gold sales completed
  during our third quarter, as discussed above. Development expenses at the Nolan
  Gold Project will be expensed as operating costs once production at the Nolan
  Gold Project commences at commercial levels.

Other Expenses

Our other expenses increased to $2,378,344 for the nine months
  ended August 31, 2003 compared to $2,319,106 for the nine months ended August
  31, 2002, representing an increase of $59,238 or 3%. Other expenses decreased
  to $251,968 for the three months ended August 31, 2003 compared to $1,205,325
  for the three months ended August 31, 2002, representing a decrease of $953,357
  or 79%. Increases in other expenses for the nine months ended August 31, 2003
  were primarily attributable to increases in general overhead expenses attributable
  to increased development activities and decreases in consulting fees during
  the quarter. The substantial decrease in other expenses for the three months
  ended August 31, 2003 was attributable to a recovery of previously recorded
  consulting fees, as discussed below

Management services are mainly attributable to the activities
  of the Tri-Con Group increased to $286,500 for the nine months ended August
  31, 2003 compared to $147,055 for the nine months ended August 31, 2002, representing
  an increase in the amount of $139,445 or 95%. Management services increased
  to $136,090 for the three months ended August 31, 2003 compared to $48,405 for
  the three months ended August 31, 2002, representing an increase in the amount
  of $87,685 or 181%. Management services are mainly attributable to the activities
  of the Tri-Con Group. These increases were primarily the result of increased
  activity by us on our mineral properties, including the mining and development
  operations at the Nolan Gold Project.

We incurred exploration expenses of $411,473 for the nine
  months ended August 31, 2003, compared to $297,919 for the nine months ended
  August 31, 2002. We incurred exploration expenses of $341,257 for the three
  months ended August 31, 2003, compared to $148,869 for the three months ended
  August 31, 2002. The increase in exploration expenses was attributable to increased
  exploration activities at the Nolan Gold Project during our third quarter. We
  anticipate that our exploration expenses will increase in our fourth quarter
  due to our planned drilling and exploration activities on the Nolan Deep Channel,
  Marys Bench, and Treasure Chest areas.

Research activities attributable to the low-rank coal-water
  fuel technology decreased to $148,465 for the nine months ended August 31, 2003
  compared to $202,034 for nine months ended August 31, 2002, representing a decrease
  in the amount of $53,569 or 27%. Research activities attributable to the low-rank
  coal-water fuel technology decreased to $41,138 for the three months ended August
  31, 2003 compared to $96,924 for three months ended August 31, 2002, representing
  a decrease in the amount of $55,786 or 136%. Research activities were primarily
  in connection with the submission of our application for a grant to the Department
  of Energy. We anticipate that these expenses will not significantly increase
  during the current fiscal year based on our decision to re-submit our application
  for the second round of financing in August of 2004, being the extended deadline
  for submissions. We do not expect significant increases in research expenses
  as we plan to continue our focus on mining, production and exploration at the
  Nolan Gold Project.

Our office expenses increased to $456,453 for the nine months
  ended August 31, 2003, compared to $141,193 for the nine months ended August
  31, 2002, representing an increase of $315,260. Office expenses decreased to
  $17,183 for the three months ended August 31, 2003, compared to $63,329 for
  the three months ended August 31, 2002. The increase for the nine month period
  related to postage, courier and mailing expenses relating to our 2003 annual
  general meeting which was held on May 30, 2003, and an increase in activity
  of our offices in Fairbanks, Alaska relating to our mining and production activities
  at the Nolan Gold Project.

We recovered consulting fees in the amount of $748,120 during
  the three months ended August 31, 2003 as a result of the reconciliation of
  the terms of several consulting agreements in respect of which expenses had
  been recorded in prior periods. As a result, consulting fees decreased to $424,206
  for the nine months ended August 31, 2003 compared to $1,019,168 for the nine
  months ended August 31, 2002. Consulting fees are attributable

16

---

to stock based compensation paid to our consultants during
  the year. Compensation was recorded based on the quoted market price of our
  shares as of the date of issue.

17

---

Loss

Our loss increased to $2,374,152 for the nine months ended
  August 31, 2003, compared to $2,244,769 for the nine months ended August 31,
  2002, representing an increase of $129,383. We anticipate that we will continue
  to incur losses until such time as we can achieve significant revenues from
  sales of gold processed from the Nolan Gold Project.

LIQUIDITY AND FINANCIAL CONDITION

Cash and Working Capital

We had a cash balance of $422,538 as at August 31, 2003, compared
  to a cash balance of $905,000 as at November 30, 2002. We had a working capital
  deficiency of $543,099 compared to a working capital deficiency of $604,458
  as of November 30, 2002. The decrease in our working capital deficiency was
  primarily the result of equity financings completed during the nine months ended
  August 31, 2003.

We will require additional financing during the next twelve
  months due to our plan of operations for the Nolan Gold Project, our planned
  exploration activities and our plan to re-submit a grant application to the
  Department of Energy. We are able to proceed with our plan of operations for
  approximately two months based on our current cash reserves exclusive of any
  revenues that we may realize from gold sales. While financing requirements will
  be off-set by revenues generated from gold sales, these revenues may not cover
  all financing requirements. In addition, revenues will be subject to the quantity
  of gold recovered.

Cash used in operating activities

Cash used in operating activities increased to $2,038,296
  for the nine months ended August 31, 2003, compared to $2,115,607 for the nine
  months ended August 31, 2002. We funded cash used in operating activities primarily
  through equity sales of our common shares.

Financing Activities

Cash provided by financing activities increased to $5,484,536
  for the nine months ended August 31, 2003, compared to $4,373,691 for the nine
  months ended August 31, 2002. Of the cash provided by financing activities during
  the quarter, a total of $5,486,294 was provided by share issuances. Cash provided
  by financing activities was used to fund our operating and financing activities.
  Equity financings were completed with private purchasers at prices that were
  reflective of the market price of our common shares as of the respective date
  of the financings.

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

Investing Activities

We used $3,928,702 in investing activities during the nine
  months ended August 31, 2003, compared to $2,990 during the nine months ended
  August 31, 2002, representing an increase of $3,925,712. The increase was due
  to our determination to proceed with equipment leases and development activities
  in connection with the mining operations at the Nolan Gold Project and the capitalization
  of these costs.

We incurred development costs in the amount of $4,051,096
  which were mainly on the Nolan, Ester Dome, and Eagle Creek properties during
  the nine months ended August 31, 2003. These amounts were capitalized and are
  included in our consolidated statements of cash flows as investing activities
  under the caption mineral claims and options expenditures, net of recoveries.

On October 11, 2002, we entered into a lease purchase agreement
  whereby we would purchase three dump trucks, an underground loader, two surface
  loaders, and other equipment valued at a total of $1,496,150. The agreement
  required payment upon signing of $550,000 (paid) and future payments beginning
  on December 1,

18

---

2003 for the balance of the purchase price plus interest.
  The payment schedule requires the payment of $100,000 on or before December
  1, 2003 and 24 equal payments thereafter in an amount to be determined. The
  amount of the payments shall be determined based on the amount of the equipment
  and other expenses which are added to the lease before December 1, 2003. The
  payments will be sufficient to amortize the total balance outstanding once all
  costs are included over the 24 payments. On February 14, 2003, we entered into
  another lease purchase agreement whereby we would purchase one grader, one dozer,
  three light towers and other equipment worth approximately $250,170. The agreement
  required a down payment upon signing of $105,000 which was paid February 16,
  2003, one payment of $25,000 due December 1, 2003, and 24 equal payments of
  an amount to be determined. The amount of the payments shall be determined based
  on the amount of the equipment and other expenses which are added to the lease
  before December 1, 2003. The payments will be sufficient to amortize the total
  balance outstanding once all costs are included over the 24 payments. As at
  August 31, 2003, the total amount outstanding under the lease purchase agreements
  was $966,320. The lease payment schedule is calculated on this amount using
  an interest rate of 15% per annum as is implied in the lease agreement. We are
  required to maintain the equipment in good working order and is also required
  to maintain adequate insurance on the equipment. The capital lease payments
  will not impact our operating costs until its 2004 fiscal year. We are required
  to complete future lease payments of $687,243 during the 2004 fiscal year and
  $562,243 during the 2005 fiscal year

TRI-CON MINING GROUP

Silverados exploration and development activities are
  managed and conducted by an affiliated company, Tri-Con Mining Ltd. (Tri-Con)
  pursuant to a written operating agreement. Tri-Con is a privately owned corporation
  controlled by Garry L. Anselmo, who is President, Chairman, CEO and a Director
  of Silverado. In addition, Mr. Edward J. We have had related party transactions
  with Tri-Con Mining Ltd., Tri-Con Mining Inc., Tri-Con Mining Alaska Inc. (collectively
  the "Tri-Con Mining Group"). Each of Tri-Con Mining Ltd., Tri-Con Mining Inc.
  and Tri-Con Mining Alaska Inc. are owned and controlled by Mr. Garry Anselmo,
  our chief executive officer and chief financial officer and the chairman of
  our board of directors. We are party to three separate contracts dated January
  1, 1997 with the Tri-Con Mining Group, one with each of Tri-Con Mining Ltd.,
  Tri-Con Mining Inc. and Tri-Con Mining Alaska Inc.

The Tri-Con Group are operations, exploration and development
  contractors, and have been employed by us under contract since 1972 to carry
  out all of our fieldwork and to provide administrative and management services.
  Under the current contracts dated January, 1997, we pay to the Tri-Con Group
  an amount equal to 115% of the costs incurred by the Tri-Con Group on our behalf.
  The costs incurred by the Tri-Con Group include actual costs plus a support
  charge that is equal to 15% on operating expenditures and 25% on all project
  acquisition, exploration and development expenditures. Capital purchases are
  exempt from any support charges. Services of the directors of the Tri-Con Group
  are charged at a rate of $75 per hour. Services of the directors of the Tri-Con
  Group who are also our directors, namely Mr. Anselmo, are not charged. In addition,
  each agreement requires us to pay a base fee of $10,000 CDN (equal to approximately
  $6500 US) per month to each of Tri-Con Mining Ltd., Tri-Con Mining Inc. and
  Tri-Con Mining Alaska Inc. However, the Tri-Con Group has waived payment of
  the base fee under two of the agreements and is only paid $10,000 CDN (equal
  to approximately $6,500 US) per month in total.

The aggregate amounts paid to the Tri-Con Group each period
  by category, including amounts relating to the Grant Mine Project and Nolan
  properties, for disbursements and for services rendered by the Tri-Con Group
  personnel working on our projects, and including interest charged on outstanding
  balance at the Tri-Con Group's borrowing costs are shown below:

| |                                                                   |   | August 31, |  |   | August 31, | 
| | ----------------------------------------------------------------- | - | ---------- |  | - | ---------- | 
| |                                                                   |   | 2003       |  |   | 2002       | 
| |                                                                   |   |            |  |   |            | 
| | Operations and field services                                     |   | -          |  |   | 10,212     | 
| | Exploration and development services                              |   | 3,231,670  |  |   | 237,598    | 
| | Administrative and management services                            |   | 257,579    |  |   | 144,819    | 
| | Research                                                          |   | 148,465    |  |   | 202,034    | 
| |                                                                   | $ | 3,637,714  |  | $ | 594,663    | 
| |                                                                   |   |            |  |   |            | 
| | Amount of total charges in excess
      of Tri-Con costs incurred | $ | 836,784    |  | $ | 110,147    | 
| |                                                                   |   |            |  |   |            | 
| | Excess amount charged as a percentage of actual costs             |   |            |  |   |            | 
| | incurred                                                          |   | 23.0%      |  |   | 22.7%      | 

19

---

Debt Re-Structuring

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

| | a) | On December 11, 2002, we issued 372,818 shares to
        the holders of the replacement debentures, at the average market price
        of $0.38 per share, to satisfy the quarterly payments of principal and
        interest due November 30, 2002. The transaction consists of $119,245 of
        principal and $22,426 of interest.                                                                                                              
| | -- | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | b) | On March 13, 2003, we issued 3,274,865 shares to
        the replacement debenture holders at the average market price of $0.18
        per share, to satisfy the quarterly payments of principal and interest
        due February 28, 2003. The transaction consists of $569,434 of principal
        and $20,042 of interest.                                                                                                                        
| |    |                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | c) | On June 1, 2003, we issued 913,551 shares to the
        holders of the replacement debentures, at the average market price of
        $0.14 per share. No commissions or fees were paid in connection with the
        issuance of the shares. The sales were completed pursuant to Regulation
        S of the Act on the basis that each holder of the replacement debentures
        is a non-U.S. person, as defined under Regulation S of the Act.

As at August 31, 2003, original convertible debentures of $1,979,245
  plus $531,160 of accrued interest had been exchanged for replacement debentures.
  The amount of the replacement debentures outstanding as of August 31, 2003 was
  $313,387, of which $119,245 is classified as a current. Remaining debentures
  of $140,000, plus accrued interest of $59,266 are in default and are recorded
  as current liabilities. There is no agreement to exchange this amount of remaining
  original convertible debentures into replacement debentures.

Future Financings

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

We are continuing in our attempts to obtain a grant of $10,000,000
  in order to proceed with establishing the commercial viability of our low-rank
  coal-water fuel business. The first round of grants on the Clean Coal Power
  Initiative was released by the Department of Energy and our application for
  a grant was not approved. We plan to re-submit our application to the Department
  of Energy for the second round of grants prior to the deadline for submissions
  of August 2004. There is no assurance that we will achieve any of additional
  sales of our equity securities or arrange for debt or other financing for to
  fund this component of our plan of operations.

Our ability to continue as a going concern and recover the
  amounts recorded as mineral properties is dependant on our ability to obtain
  the continued forbearance of our creditors, to obtain additional financing and/
  or the entering into joint venture agreements with third parties in order to
  complete exploration, development and production of our mineral properties,
  the continued delineation of reserves on our properties and the attainment of
  profitable operations. There is no assurance that such items can be obtained
  by us. Failure to obtain these may cause us to significantly decrease our level
  of exploration and operations and to possibly sell or abandon certain mineral
  properties or capital assets to reduce commitments or raise cash as required.

20

---

CRITICAL ACCOUNTING POLICIES

Going Concern

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

Mineral Properties

We confine our exploration activities to areas from which
  gold has previously been produced or to properties, which are contiguous to
  such areas and have demonstrated mineralization. We capitalize the costs of
  acquiring mineral claims until such time as the properties are placed into production
  or abandoned. Expenditures for mine development are capitalized when the properties
  are determined to have economically recoverable, proven reserves but are not
  yet producing at a commercial level. Once a property reaches commercial levels
  of production operating costs will be charged against related revenues. Based
  on the application of this accounting policy, the expenditures incurred in development
  of the Nolan Gold Project during fiscal 2002 and first nine months of 2003 were
  capitalized. Development expenses at the Nolan Gold Project will be expensed
  as operating costs once production at the Nolan Gold Project commences.

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

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

Stock Based Compensation

For stock options granted to employees and directors, we account
  for stock compensation arising from these options in accordance with Accounting
  Principles Board Opinion No. 25, "Accounting for Stock Issued to Employees"
  ("APB 25). Compensation cost is the excess, if any, of the quoted market
  price of the stock at grant date over the amount an employee or director must
  pay to acquire the stock and is recognized over the service period. We provide
  pro-forma disclosures of net income and earnings per share as if the fair value
  method had applied in measuring compensation expense. For stock options granted
  to independent contract employees, as well as shares issued for services rendered,
  we account for stock compensation arising from these options and stock issuances,
  in accordance with Statement of Financial Standards No. 123, "Accounting for
  Stock Based Compensation". Under this statement, stock compensation cost to
  contract employees, is measured at the fair value of the options granted at
  the time services are rendered.

21

---

RISK FACTORS

We face risks in completing its exploration and development
  plans and achieving revenues. The following risks are material risks that we
  face. We also face the risks identified elsewhere in the Companys Annual
  Report on Form 10-KSB for the year ended November 30, 2002, in this Quarterly
  Report on Form 10-QSB and our other filings with the Securities and Exchange
  Commission. If any of these risks occur, our business, our ability to achieve
  revenues, our ability to produce gold, our operating results and our financial
  condition could be seriously harmed.

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

We have relied on recent private placement financings in order
  to fund development of the Nolan Gold Project and our exploration activities.
  We will continue to require additional financing to complete our plan of operations
  to complete the planned three year development program of the Nolan Gold Project,
  to complete additional mining and development work at the Nolan Gold Project,
  to achieve gold production and to carry out our exploration programs on our
  other mineral properties. While our financing requirements may be reduced when
  gold production is achieved, our inability to raise additional funds through
  financings will reduce the available funds for the development and mining of
  the Nolan Gold Project and for additional exploration activities, with the result
  that our plan of operations may be adversely affected and potential revenues
  reduced or delayed.

As we have a working capital deficit and we have not reported
  revenues in our last two fiscal years and the first six months of our current
  fiscal year, there is no assurance that we will be able to achieve the financing
  necessary to enable us to proceed with our exploration, development and mining
  activities.

We had a working capital deficit of $543,099 as of August
  31, 2003. We did not report material revenues in our last two fiscal years ended
  November 30, 2002 or 2001 or the first nine months of our current fiscal year
  ended August 31, 2003. Our plan of operations calls for substantial expenditures
  exceeding $6,000,000 to be incurred by us over the next twelve months in order
  to continue mining and development activities at the Nolan Gold Project and
  to pursue exploration activities on our mineral properties. While we will apply
  revenues from gold sales to cover these expenditures, we anticipate that revenues
  from gold sales over the next twelve months will not exceed our projected expenditures
  during this period with the result that we will require substantial financing
  in order for us to pursue our plan of operations. We currently have no financing
  arrangements in place and there is no assurance that we may be able to obtain
  the necessary financing. If we do not achieve the necessary financing, then
  we will not be able to proceed with our planned exploration, development and
  mining activities and our financial condition, business prospects and results
  of operations will be materially adversely affected.

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

We are currently undertaking the development and the mining
  of the Nolan Gold Project as part of a three year mining and development plan.
  We have undertaken substantial development activities to date and have mined
  gravel material from the Nolan Deep Channel during the winter of 2002/2003.
  This material that was mined during the winter season was stockpiled for gold
  recovery in the summer of 2003. Our determination to proceed with the mining
  of the Nolan Deep Channel was predicated upon geological exploration which predicted
  a certain recovery rate of gold per volume of ore recovered. Any revenues that
  we realize from the current mining activity on the Nolan Gold Project will be
  less than anticipated if the mined material that we have mined does not contain
  the concentration of gold predicted by geological exploration. If revenues are
  less than anticipated, then our ability to continue operations of the Nolan
  Gold Project, to continue further exploration activities on our other mineral
  properties and our ability to raise financing for further development will be
  adversely impacted.

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

22

---

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

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

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

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

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

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

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

Mining exploration, development and operating activities
  are inherently hazardous.

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

23

---

Our estimates of proven and probable reserves are uncertain.

Estimates of proven and probable reserves are subject to considerable
  uncertainty. These estimates include the estimates of proven and probable reserves
  included in this prospectus. Such estimates are arrived at using standard acceptable
  geological techniques, and are based on the interpretations of geological data
  obtained from drill holes and other sampling techniques. Geologists use feasibility
  studies to derive estimates of cash operating costs based on anticipated tonnage
  and grades of ore to be mined and processed, the predicted configuration of
  the ore bodies, expected recovery rates of metal from ore, comparable facility
  and operating costs and other factors. Actual cash operating costs and economic
  returns on projects may differ significantly from the original estimates, primarily
  due to fluctuations in the current prices of metal commodities extracted from
  the deposits, changes in fuel costs, labor rates, changes in permit requirements,
  and unforeseen variations in the characteristics of the ore body. Due to the
  presence of these factors, there is no assurance that our reported proven and
  probable reserves reflect actual quantities of gold that can be economically
  processed and mined by us.

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

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

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

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

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

Our financial statements included with our Annual Report on
  Form 10-KSB for the year ended November 30, 2002 have been prepared assuming
  that we will continue as a going concern. Our auditors have made reference to
  the substantial doubt as to our ability to continue as a going concern in their
  audit report on our audited financial statements for the year ended November
  30, 2002. If we are not able to achieve revenues, then we may not be able to
  continue as a going concern and our financial condition and business prospects
  will be adversely affected.

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

We plan to continue exploration on our mineral properties.
  The search for valuable minerals as a business is extremely risky. We can provide
  investors with no assurance that additional exploration on our properties will
  establish that additional commercially exploitable reserves of gold exist on
  our properties. Problems such as

24

---

unusual or unexpected formations or other conditions are involved
  in exploration and often result in exploration efforts being unsuccessful. The
  additional potential problems include, but are not limited to, unanticipated
  problems relating to exploration and additional costs and expenses that may
  exceed current estimates of exploration costs. These risks may result in us
  being unable to establish the presence of additional commercial quantities of
  ore on our mineral claims with the result that our ability to fund future exploration
  activities may be impeded.

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

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

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

Our business venture into the low rank coal water fuel technology
  business is at a very early stage and is subject to a high risk of failure.
  The low rank coal water fuel technology has not been proven by us to be a commercially
  viable fuel alternative. In order to establish commercial viability, we will
  have to undertake the construction and operation of the contemplated demonstration
  facility. The construction of the demonstration facility would cost in excess
  of $10 million. Even if the demonstration facility were constructed and operational,
  there is no assurance that the commercial viability of this process would be
  established or that we would be able to expand the facility into a commercially
  viable operation or to generate revenues from this technology. We have applied
  to the Department of Energy for a grant to fund the construction of the demonstration
  facility. Our initial application has been rejected. While we intend to resubmit
  for a second round of funding grants, there is no assurance that our application
  will be accepted. Even if the grant were obtained and the demonstration facility
  constructed, there is no assurance that we would be able to generate profit
  or revenues from the operations or be able to repay the Department of Energy
  grant.

25

---

ITEM 3.     CONTROLS AND PROCEDURES.

As required by Rule 13a-15 under the Securities Exchange Act
  of 1934 (the Exchange Act), we carried out an evaluation of the
  effectiveness of the design and operation of our disclosure controls and procedures
  as of August 31, 2003, being the date of our most recently completed fiscal
  quarter. This evaluation was carried out under the supervision and with the
  participation of our Chief Executive Officer and Chief Financial Officer, Mr.
  Garry L. Anselmo. Based upon that evaluation, our Chief Executive Officer and
  Chief Financial Officer concluded that our disclosure controls and procedures
  are effective in timely alerting management to material information relating
  to us required to be included in our periodic SEC filings. There have been no
  significant changes in our internal controls or in other factors that could
  significantly affect internal controls subsequent to the date we carried out
  our evaluation.

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

During our most recently completed fiscal quarter ended August
  31, 2003, there were no changes in our internal control over financial reporting
  that have materially affected, or are reasonably likely to affect, our internal
  control over financial reporting.

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

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

26

---

PART II - OTHER INFORMATION

Item 1     Legal Proceedings

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

Item 2     Changes in Securities and Use of Proceeds.

We completed the following unregistered sales of our securities
  during the three months ended August 31, 2003:

|1. | On June 1, 2003, we issued 913,551 shares to the
        holders of the replacement debentures, at the average market price of
        $0.14 per share. No commissions or fees were paid in connection with the
        issuance of the shares. The sales were completed pursuant to Regulation
        S of the Act on the basis that each holder of the replacement debentures
        is a non-U.S. person, as defined under Regulation S of the Act.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                               
|-- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|2. | On July 10, 2003, 700,000 common share purchase warrants
        were exercised at a price of $0.10 per share and we issued 700,000 shares
        for total proceeds of $70,000. No commissions or fees were paid in connection
        with the offering. The sales were completed pursuant to Regulation D of
        the Act on the basis that each purchaser is a U.S. person, as defined
        under Regulation D of the Act. All securities issued were endorsed with
        a restrictive legend confirming that the securities could not be resold
        without registration under the Act or an applicable exemption from the
        registration requirements of the Act.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|3. | On July 11, 2003, we completed a private placement,
        with one investor, of 1,666,667 units at a price of $0.15 per unit for
        total proceeds of $250,000. Each unit consisted of one common share and
        one common share purchase warrant. Each common share purchase warrant
        entitles the warrant holder to purchase one common share at a price of
        $0.20 until July 11, 2004. A commission of $25,000 was paid in connection
        with the offering. The sales were completed pursuant to Regulation S of
        the Act on the basis that each purchaser is a non-U.S. person, as defined
        under Regulation S of the Act. All securities issued were endorsed with
        a restrictive legend confirming that the securities could not be resold
        without registration under the Act or an applicable exemption from the
        registration requirements of the Act.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|4. | On July 15, 2003, 454,546 common share purchase warrants
        were exercised at a price of $0.12 per share and we issued 454,546 shares
        for total proceeds of $54,545.52. No commissions or fees were paid in
        connection with the offering. The sales were completed pursuant to Regulation
        S of the Act on the basis that each purchaser is a non-U.S. person, as
        defined under Regulation S of the Act. All securities issued were endorsed
        with a restrictive legend confirming that the securities had been issued
        pursuant to Regulation S of the Act and were restricted securities
        under the Act and could not be resold without registration under the Act
        or an applicable exemption from the registration requirements of the Act.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                      
|   |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|5. | On August 18, 2003, we completed a private placement
        with seven investors of 10,550,000 units at a price of $0.10 per unit
        for total proceeds of $1,055,000. Each unit consisted of one common share
        and one common share purchase warrant. Each common share purchase warrant
        entitles the warrant holder to purchase one common share at the price
        of $0.20 per share, subject to a maximum reduction of $0.05 per share,
        as described below, for the period of one year from the acceptance of
        a registration statement qualifying the resale of the shares and the shares
        issuable upon exercise of the warrants. No commissions or fees were paid
        in connection with the offering. The sales were completed pursuant to
        Rule 506 of Regulation D of the Act on the basis that each purchaser is
        an accredited investor, as defined under Rule 501 of Regulation
        D of the Act. All securities issued were endorsed with a restrictive legend
        confirming that the securities could not be resold without registration
        under the Act or an applicable exemption from the registration requirements
        of the Act. We agreed to file a registration statement under the Act in
        order to register the resale by the investors of the shares comprising
        the units and the shares issuable upon exercise of the share purchase
        warrants. This registration

27

---

| | statement represents the registration statement that
        we are obligated to file to complete this registration obligation. We
        have agreed that the per unit purchase price and the warrant exercise
        price will be further reduced as follows:
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | (a) | by $0.01 per share in the event that we fail to file the
      registration statement within 60 days of closing;                    
| | --- | ------------------------------------------------------------------------------------------------------------------------------------
| |     |                                                                                                                                     
| | (b) | by an additional $0.01 per share in the event that we fail
      to file the registration statement within 70 days of closing;      
| |     |                                                                                                                                     
| | (c) | by an additional $0.01 per share in the event that the Registration
      Statement is not effective within 90 days of closing;     
| |     |                                                                                                                                     
| | (d) | by an additional $0.01 per share in the event that the Registration
      Statement is not effective within 120 days of closing; and
| |     |                                                                                                                                     
| | (e) | by an additional $0.01 per share in the event that the Registration
      Statement is not effective within 180 days of closing.    

Item 3     Default Upon Senior Securities

We are currently in default of obligations pursuant to convertible
  debentures in the aggregate principal amount of $140,000, plus accrued interest
  of $59,226. There is no agreement to exchange this amount of remaining original
  convertible debentures into replacement debentures

Item 4     Submission of Matters to a Vote of
  Security Holders

No matters were submitted to our security holders for a vote
  during the fiscal quarter ended August 31, 2003.

Item 5     Other Information

None.

28

---

Item 6     Exhibits and Reports on Form 8-K

(a)     Exhibits

|Exhibit |  |                                                                                                                                                                                         
|------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Number  |  | Description of Exhibit                                                                                                                                                                  
|        |  |                                                                                                                                                                                         
|3.1     |  | Articles of the Company (1)                                                                                                                                                             
|        |  |                                                                                                                                                                                         
|3.2     |  | Amendment to Articles of the Company (2)                                                                                                                                                
|        |  |                                                                                                                                                                                         
|3.3     |  | Altered Memorandum of the Company (3)                                                                                                                                                   
|        |  |                                                                                                                                                                                         
|3.4     |  | Amendment to Articles of the Company (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)                                                                                  
|        |  |                                                                                                                                                                                         
|10.10   |  | Contract between the Company and Dr. Warrack Willson dated March 19, 2001
      (6)                                                                                                     
|        |  |                                                                                                                                                                                         
|10.11   |  | Equipment Lease Agreement between the Company and Airport Equipment Rentals
      Inc. dated October 11, 2002 (6)                                                                       
|        |  |                                                                                                                                                                                         
|10.12   |  | 2003 Stock Option Plan (8)                                                                                                                                                              
|        |  |                                                                                                                                                                                         
|31.1    |  | Certification of Chief Executive Officer and Chief Financial Officer pursuant
      to Section 302 of the Sarbanes-Oxley Act of 2002 (9)                                                
|        |  |                                                                                                                                                                                         
|32.1    |  | Certification of Chief Executive Officer and Chief Financial Officer pursuant
      to 18 U.S.C. Section                                                                                

29

---

|    |                                                                                                                          
|--- | -------------------------------------------------------------------------------------------------------------------------
|(1) | Filed as an exhibit to the Companys Registration Statement
      on Form 10 filed initially on May 11, 1984, as amended.
|(2) | Filed as an exhibit to the Companys Quarterly Report
      on Form 10-Q filed on July 15, 1997.                         
|(3) | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on September 11, 2002.                       
|(4) | Filed as an exhibit to the Companys Annual Report on
      Form 10-K for the year ended November 30, 1995.              
|(5) | Filed as an exhibit to the Companys Annual Report on
      Form 10-K for the year ended November 30, 1996.              
|(6) | Filed as an exhibit to the Companys Annual Report on
      Form 10-KSB for the year ended November 30, 2002.            
|(7) | Filed as an exhibit to the Companys Current Report on
      Form 8-K filed on June 13, 2003.                            
|(8) | Filed as an exhibit to the Companys Schedule 14A Proxy
      Statement filed April 29, 2003.                            
|(9) | Filed as an exhibit to this Quarterly Report on Form 10-QSB.                                                             
|    |                                                                                                                          

REPORTS ON FORM 8-K

During the fiscal quarter ended August 31, 2003, we filed
  a Current Report on Form 8-K on June 13, 2003 to disclose the results of our
  2003 annual general meeting.

30

---

SIGNATURES

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

|                       | SILVERADO GOLD MINES LTD.    
|---------------------- | -----------------------------
|                       |                              
|DATE: October 14, 2003 | /s/ Garry L. Anselmo         
|                       |                              
|                       | Garry L. Anselmo             
|                       | President                    
|                       | Chief Executive Officer      
|                       | (Principal Executive Officer)
|                       | Chief Financial Officer      
|                       | (Principal Financial Officer)

31

---